Common use of Substantial Completion Clause in Contracts

Substantial Completion. A. When CONTRACTOR considers the entire Work ready for its intended use CONTRACTOR shall notify OWNER and ENGINEER in writing that the entire Work is substantially complete (except for items specifically listed by CONTRACTOR as incomplete) and request that ENGINEER issue a certificate of Substantial Completion. Promptly thereafter, OWNER, CONTRACTOR, and ENGINEER shall make an inspection of the Work to determine the status of completion. If ENGINEER does not consider the Work substantially complete, ENGINEER will notify CONTRACTOR in writing giving the reasons therefor. If ENGINEER considers the Work substantially complete, ENGINEER will prepare and deliver to OWNER a tentative certificate of Substantial Completion which shall fix the date of Substantial Completion. There shall be attached to the certificate a tentative list of items to be completed or corrected before final payment. OWNER shall have seven days after receipt of the tentative certificate during which to make written objection to ENGINEER as to any provisions of the certificate or attached list. If, after considering such objections, ENGINEER concludes that the Work is not substantially complete, ENGINEER will within 14 days after submission of the tentative certificate to OWNER notify CONTRACTOR in writing, stating the reasons therefor. If, after consideration of OWNER’s objections, ENGINEER considers the Work substantially complete, ENGINEER will within said 14 days execute and deliver to OWNER and CONTRACTOR a definitive certificate of Substantial Completion (with a revised tentative list of items to be completed or corrected) reflecting such changes from the tentative certificate as ENGINEER believes justified after consideration of any objections from OWNER. At the time of delivery of the tentative certificate of Substantial Completion ENGINEER will deliver to OWNER and CONTRACTOR a written recommendation as to division of responsibilities pending final payment between OWNER and CONTRACTOR with respect to security, operation, safety, and protection of the Work, maintenance, heat, utilities, insurance, and warranties and guarantees. Unless OWNER and CONTRACTOR agree otherwise in writing and so inform ENGINEER in writing prior to ENGINEER’s issuing the definitive certificate of Substantial Completion, ENGINEER’s aforesaid recommendation will be binding on OWNER and CONTRACTOR until final payment. B. OWNER shall have the right to exclude CONTRACTOR from the Site after the date of Substantial Completion, but OWNER shall allow CONTRACTOR reasonable access to complete or correct items on the tentative list.

Substantial Completion. A. “Substantial Completion” means the stage in the progress of the Work when the Work, or designated portions thereof, may still require minor modifications or adjustments but, in the Owner’s opinion, the Work has progressed to the point such that all parts of the Work under consideration are fully operational and usable for intended purposes, as evidenced by a Certificate of Substantial Completion approved by the Owner. If a Certificate of Occupancy is required by public authorities having jurisdiction over the Work, said certificate shall be issued before the Work or any portion thereof is considered substantially complete. When CONTRACTOR the Contractor considers that the entire Work ready for its intended use CONTRACTOR Work, or a portion thereof which the Owner agrees to accept separately, is substantially complete, the Contractor shall notify OWNER and ENGINEER in writing that Owner’s Designated Representative (sometimes referred to as the entire Work is substantially complete (except for items specifically listed by CONTRACTOR as incomplete“ODR”) and request that ENGINEER issue a certificate of Substantial Completion. Promptly thereafter, OWNER, CONTRACTOR, and ENGINEER shall make an inspection of determination as to whether the Work to determine the status of completionor designated portion thereof is substantially complete. If ENGINEER the ODR does not consider the Work substantially complete, ENGINEER the ODR will notify CONTRACTOR the Contractor giving reasons therefore. Failure on the Owner’s part to list a reason does not alter the responsibility of the Contractor to complete all Work in writing giving accordance with the reasons thereforterms of this Agreement. After satisfactorily completing items identified by Owner’s Designated Representative, the Contractor shall then submit another request for the ODR to determine Substantial Completion. If ENGINEER The ODR considers the Work substantially complete, ENGINEER The ODR will prepare and deliver to OWNER a tentative certificate of Substantial Completion which shall fix establish the date of Substantial Completion. There , shall be attached to the certificate include a tentative punch list of items to be completed or corrected before final completion and final payment. OWNER , shall have seven days after receipt establish the time within which the Contractor shall finish the punch list, and shall establish responsibilities of the tentative certificate during which to make written objection to ENGINEER as to any provisions of Owner and the certificate or attached list. If, after considering such objections, ENGINEER concludes that the Work is not substantially complete, ENGINEER will within 14 days after submission of the tentative certificate to OWNER notify CONTRACTOR in writing, stating the reasons therefor. If, after consideration of OWNER’s objections, ENGINEER considers the Work substantially complete, ENGINEER will within said 14 days execute and deliver to OWNER and CONTRACTOR a definitive certificate of Substantial Completion (with a revised tentative list of items to be completed or corrected) reflecting such changes from the tentative certificate as ENGINEER believes justified after consideration of any objections from OWNER. At the time of delivery of the tentative certificate of Substantial Completion ENGINEER will deliver to OWNER and CONTRACTOR a written recommendation as to division of responsibilities pending final payment between OWNER and CONTRACTOR with respect to Contractor for security, operation, safety, and protection of the Work, maintenance, heat, utilities, damage to the Work, warranty and insurance, . Failure to include an item on the punch list does not alter the responsibility of the Contractor to complete all Work in accordance with the terms and warranties and guaranteesconditions of this Agreement. Unless OWNER and CONTRACTOR agree otherwise in writing and so inform ENGINEER in writing prior to ENGINEER’s issuing the definitive The certificate of Substantial Completion, ENGINEER’s aforesaid recommendation Completion shall be signed by the Owner and the Contractor to evidence acceptance of the responsibilities assigned to them in such certificate. Substantial Completion (as defined in this agreement) for all stages of the Work shall be achieved on or before the following Substantial Completion date: DATE FOR SUBSTANTIAL COMPLETION: Under no circumstances will be binding on OWNER and CONTRACTOR until final paymentthe time for Substantial Completion exceed this date without a written amendment to this Agreement. THE TIMES SET FORTH IN THE CONSTRUCTION DOCUMENTS ARE AN ESSENTIAL ELEMENT OF THE AGREEMENT. TIME LIMITS STATED IN THE CONTRACT DOCUMENTS ARE OF THE ESSENCE OF THIS AGREEMENT. B. OWNER shall have the right to exclude CONTRACTOR from the Site after the date of Substantial Completion, but OWNER shall allow CONTRACTOR reasonable access to complete or correct items on the tentative list.

Substantial Completion. A. When CONTRACTOR considers the entire Work ready for its intended use CONTRACTOR 19.3.1 Demolition Contractor shall notify OWNER and ENGINEER in writing the Architect when Demolition Contractor considers that the entire Work is substantially complete (except for items specifically listed by CONTRACTOR as incomplete) and request that ENGINEER issue a certificate of Substantial Completion. Promptly thereafter, OWNER, CONTRACTOR, and ENGINEER shall make an inspection Completion of the Work or a designated portion to determine have been achieved. At the status time of completion. If ENGINEER does not consider notifying the Work substantially completeArchitect, ENGINEER will notify CONTRACTOR in writing giving the reasons therefor. If ENGINEER considers the Work substantially complete, ENGINEER will Demolition Contractor shall prepare and deliver submit to OWNER Architect a tentative certificate of Substantial Completion which shall fix the date of Substantial Completion. There shall be attached to the certificate a tentative written comprehensive list of items to be completed or corrected before prior to final paymentpayment (i.e. “punch list”). OWNER Architect shall have seven days after receipt of promptly review the tentative certificate during which punch list and conduct an inspection to make written objection to ENGINEER as to determine whether the Demolition Work or designated portion can be occupied or utilized for its intended use by Owner without excessive interference in completing any provisions of the certificate or attached listremaining unfinished Work by Demolition Contractor. If, after considering such objections, ENGINEER concludes If Architect determines that the Work is or designated portion has not substantially completereached Substantial Completion, ENGINEER will within 14 days after submission Architect shall promptly notify Demolition Contractor of the tentative certificate to OWNER notify CONTRACTOR in writing, stating the reasons therefor. If, after consideration of OWNER’s objections, ENGINEER considers the Work substantially complete, ENGINEER will within said 14 days execute such fact and deliver to OWNER and CONTRACTOR shall compile a definitive certificate of Substantial Completion (with a revised tentative list of items to be completed or corrected) reflecting such changes from corrected so Owner may occupy or utilize the tentative certificate as ENGINEER believes justified after consideration of any objections from OWNERDemolition Work or designated portion for its intended use. At Demolition Contractor shall promptly complete all items on the time of delivery list. 19.3.2 When Substantial Completion of the tentative certificate Demolition Work or a designated portion is achieved, the Architect shall prepare and deliver to Owner and Demolition Contractor a Certificate of Substantial Completion ENGINEER will deliver to OWNER that shall establish the date of Substantial Completion and CONTRACTOR a written recommendation the respective responsibilities of Owner and Demolition Contractor for interim items such as to division of responsibilities pending final payment between OWNER and CONTRACTOR with respect to security, operation, safety, and protection of the Work, maintenance, heatutilities, insurance and damage to the Demolition Work, and fixing the time for completion of all items on the list accompanying the Certificate. In the absence of a clear delineation of responsibilities, Owner shall assume all responsibilities for items such as security, maintenance, utilities, insuranceinsurance and damages to the Demolition Work. The Certificate of Substantial Completion shall be submitted by the Architect to Owner, and warranties and guarantees. for Owner's written acceptance of responsibilities assigned in the Certificate. 19.3.3 Unless OWNER and CONTRACTOR agree otherwise provided in writing and so inform ENGINEER in writing prior to ENGINEER’s issuing the definitive certificate Certificate of Substantial Completion, ENGINEER’s aforesaid recommendation will be binding warranties required by the Contract Documents shall commence on OWNER and CONTRACTOR until final payment. B. OWNER shall have the right to exclude CONTRACTOR from the Site after the date of Substantial Completion, but OWNER shall allow CONTRACTOR reasonable access to complete Completion of the Demolition Work or correct items on the tentative lista designated portion.

Substantial Completion. A. When CONTRACTOR considers Landlord shall give Tenant at least twenty (20) days prior written notice of the entire Work ready for its intended use CONTRACTOR shall notify OWNER and ENGINEER in writing date that Landlord reasonably anticipates that the entire Landlord Work is and Tenant Improvements will be Substantially Complete (as defined below); provided, however, Landlord’s failure to accurately estimate such date shall in no event affect the actual date of Substantial Completion or any other obligations of Landlord or Tenant hereunder. For purposes of this Lease, “Substantial Completion” shall occur upon the completion of the last of the following to occur: (i) the completion of construction of the Landlord Work and the Tenant Improvements substantially complete pursuant to the Approved Working Drawings for such Tenant Improvements (except each as reasonably determined by Landlord), with the exception of any punch list items which do not impair Tenant’s ability to occupy the Premises for items specifically listed by CONTRACTOR as incompletetheir contemplated use, (ii) and request that ENGINEER issue the acquisition of a certificate of Substantial Completion. Promptly thereafter, OWNER, CONTRACTOR, and ENGINEER shall make an inspection occupancy or its legal equivalent allowing occupancy of the Work Permanent Premises (a “Sign Off”), (iii) all base building systems are operational and fully-commissioned except to determine the status of completion. If ENGINEER does not consider extent effected by the Work substantially completeTenant Improvements, ENGINEER will notify CONTRACTOR in writing giving the reasons therefor. If ENGINEER considers the Work substantially complete, ENGINEER will prepare and deliver to OWNER a tentative certificate of Substantial Completion which shall fix the date of Substantial Completion. There commissioning shall be attached to the certificate a tentative list of items to be completed or corrected before final payment. OWNER shall have seven days after receipt part of the tentative certificate during which to make written objection to ENGINEER as to any provisions of the certificate or attached list. Ifpunchlist described below, after considering such objections, ENGINEER concludes that the Work is not substantially complete, ENGINEER will within 14 days after submission of the tentative certificate to OWNER notify CONTRACTOR in writing, stating the reasons therefor. If, after consideration of OWNER’s objections, ENGINEER considers the Work substantially complete, ENGINEER will within said 14 days execute and deliver to OWNER and CONTRACTOR a definitive certificate of Substantial Completion (with a revised tentative list of items to be completed or correctediv) reflecting such changes from the tentative certificate as ENGINEER believes justified after consideration of any objections from OWNER. At the time of delivery of the tentative Permanent Premises to Tenant, and (v) delivery of a certificate of Substantial Completion ENGINEER will deliver to OWNER and CONTRACTOR a written recommendation as to division of responsibilities pending final payment between OWNER and CONTRACTOR with respect to security, operation, safety, and protection substantial completion from the Architect on behalf of the Work, maintenance, heat, utilities, insurance, and warranties and guaranteesContractor confirming the matters set forth in the foregoing clause (i). Unless OWNER and CONTRACTOR agree otherwise in writing and so inform ENGINEER in writing prior to ENGINEER’s issuing In the definitive event that the Sign Off is not a final certificate of occupancy, Landlord shall diligently prosecute the work necessary to achieve a full certificate of occupancy and use commercially reasonable efforts to obtain such full certificate of occupancy as soon as reasonably practicable following Substantial Completion, ENGINEER’s aforesaid recommendation will be binding on OWNER and CONTRACTOR until final payment. B. OWNER shall have the right to exclude CONTRACTOR from the Site after the date of Substantial Completion, but OWNER shall allow CONTRACTOR reasonable access to complete or correct items on the tentative list.

Substantial Completion. A. When CONTRACTOR considers “Substantially Completed” or “Substantial Completion” means that (i) Landlord has completed the entire Finish Work ready in accordance with the Working Plans, except for its intended (x) minor details of construction that will not unreasonably interfere with Tenant’s use CONTRACTOR of the Premises (collectively, “Punch List Items”), which Punch List Items shall notify OWNER be completed by Landlord as soon as reasonably possible, and ENGINEER in writing (y) any part of the Finish Work that is not completed due to a Tenant Delay; and (ii) Landlord has obtained a valid temporary or permanent certificate of occupancy for the entire Premises or, alternatively, Landlord has completed all the Finish Work necessary to entitle Landlord to the issuance of a temporary or permanent certificate of occupancy other than any Finish Work that is not completed due to a Tenant Delay. A “Tenant Delay” will be deemed to have occurred if the completion of the Finish Work is substantially complete delayed due to any act or omission by Tenant or Tenant’s Visitors, including, but not limited to, delays due to changes in or additions to the Finish Work requested by Tenant, delays in submission of information or estimates, delays in giving authorizations or approvals, delays due to the postponement of any work at the request of Tenant, or delays caused by Tenant’s performance of (except for items or its contractors’ performance of) the Tenant’s Work, but specifically listed by CONTRACTOR as incomplete) and request that ENGINEER issue a certificate excluding any delay arising from an action or inaction of Substantial CompletionLandlord, Landlord’s employees, Landlord’s agents or any combination thereof. Promptly thereafterNotwithstanding the foregoing, OWNER, CONTRACTORno Tenant Delay shall be deemed to have occurred unless Landlord notifies Tenant of such delay, and ENGINEER shall make an inspection of the Work Tenant fails to determine the status of completion. If ENGINEER does not consider the Work substantially complete, ENGINEER will notify CONTRACTOR in writing cure such circumstances giving the reasons therefor. If ENGINEER considers the Work substantially complete, ENGINEER will prepare and deliver rise to OWNER a tentative certificate of Substantial Completion which shall fix such Tenant Delay within two (2) business days following the date of Substantial Completion. There shall be attached to the certificate a tentative list of items to be completed or corrected before final payment. OWNER shall have seven days after receipt of the tentative certificate during which to make written objection to ENGINEER as to any provisions of the certificate or attached list. If, after considering such objections, ENGINEER concludes that the Work is not substantially complete, ENGINEER will within 14 days after submission of the tentative certificate to OWNER notify CONTRACTOR in writing, stating the reasons therefor. If, after consideration of OWNER’s objections, ENGINEER considers the Work substantially complete, ENGINEER will within said 14 days execute and deliver to OWNER and CONTRACTOR a definitive certificate of Substantial Completion (with a revised tentative list of items to be completed or corrected) reflecting such changes from the tentative certificate as ENGINEER believes justified after consideration of any objections from OWNER. At the time of delivery of the tentative certificate of Substantial Completion ENGINEER will deliver to OWNER and CONTRACTOR a written recommendation as to division of responsibilities pending final payment between OWNER and CONTRACTOR with respect to security, operation, safety, and protection of the Work, maintenance, heat, utilities, insurance, and warranties and guarantees. Unless OWNER and CONTRACTOR agree otherwise in writing and so inform ENGINEER in writing prior to ENGINEER’s issuing the definitive certificate of Substantial Completion, ENGINEER’s aforesaid recommendation will be binding on OWNER and CONTRACTOR until final paymentTenant obtains actual knowledge thereof. B. OWNER shall have the right to exclude CONTRACTOR from the Site after the date of Substantial Completion, but OWNER shall allow CONTRACTOR reasonable access to complete or correct items on the tentative list.

Substantial Completion. A. “Substantial Completion” means the stage in the progress of the Work when the Work, or designated portions thereof, may still require minor modifications or adjustments but, in the Owner’s opinion, the Work has progressed to the point such that all parts of the Work under consideration are fully operational and usable for intended purposes, as evidenced by a Certificate of Substantial Completion approved by the Owner. If a Certificate of Occupancy is required by public authorities having jurisdiction over the Work, said certificate shall be issued before the Work or any portion thereof is considered substantially complete. When CONTRACTOR the Contractor considers that the entire Work ready for its intended use CONTRACTOR Work, or a portion thereof which the Owner agrees to accept separately, is substantially complete, the Contractor shall notify OWNER and ENGINEER in writing that Owner’s Designated Representative (sometimes referred to as the entire Work is substantially complete (except for items specifically listed by CONTRACTOR as incomplete“ODR”) and request that ENGINEER issue a certificate of Substantial Completion. Promptly thereafter, OWNER, CONTRACTOR, and ENGINEER shall make an inspection of determination as to whether the Work to determine the status of completionor designated portion thereof is substantially complete. If ENGINEER the ODR does not consider the Work substantially complete, ENGINEER the ODR will notify CONTRACTOR the Contractor giving reasons therefore. Failure on the Owner’s part to list a reason does not alter the responsibility of the Contractor to complete all Work in writing giving accordance with the reasons thereforterms of this Agreement. After satisfactorily completing items identified by Owner’s Designated Representative, the Contractor shall then submit another request for the ODR to determine Substantial Completion. If ENGINEER The ODR considers the Work substantially complete, ENGINEER The ODR will prepare and deliver to OWNER a tentative certificate of Substantial Completion which shall fix establish the date of Substantial Completion. There , shall be attached to the certificate include a tentative punch list of items to be completed or corrected before final completion and final payment. OWNER , shall have seven days after receipt establish the time within which the Contractor shall finish the punch list, and shall establish responsibilities of the tentative certificate during which to make written objection to ENGINEER as to any provisions of Owner and the certificate or attached list. If, after considering such objections, ENGINEER concludes that the Work is not substantially complete, ENGINEER will within 14 days after submission of the tentative certificate to OWNER notify CONTRACTOR in writing, stating the reasons therefor. If, after consideration of OWNER’s objections, ENGINEER considers the Work substantially complete, ENGINEER will within said 14 days execute and deliver to OWNER and CONTRACTOR a definitive certificate of Substantial Completion (with a revised tentative list of items to be completed or corrected) reflecting such changes from the tentative certificate as ENGINEER believes justified after consideration of any objections from OWNER. At the time of delivery of the tentative certificate of Substantial Completion ENGINEER will deliver to OWNER and CONTRACTOR a written recommendation as to division of responsibilities pending final payment between OWNER and CONTRACTOR with respect to Contractor for security, operation, safety, and protection of the Work, maintenance, heat, utilities, damage to the Work, warranty and insurance, . Failure to include an item on the punch list does not alter the responsibility of the Contractor to complete all Work in accordance with the terms and warranties and guaranteesconditions of this Agreement. Unless OWNER and CONTRACTOR agree otherwise in writing and so inform ENGINEER in writing prior to ENGINEER’s issuing the definitive The certificate of Substantial CompletionCompletion shall be signed by the Owner and the Contractor to evidence acceptance of the responsibilities assigned to them in such certificate. Substantial Completion (as defined in this agreement) for all stages of the Work shall be achieved on or before the following Substantial Completion date: DATE FOR SUBSTANTIAL COMPLETION: March 9, ENGINEER’s aforesaid recommendation 2018 Under no circumstances will be binding on OWNER and CONTRACTOR until final paymentthe time for Substantial Completion exceed this date without a written amendment to this Agreement. THE TIMES SET FORTH IN THE CONSTRUCTION DOCUMENTS ARE AN ESSENTIAL ELEMENT OF THE AGREEMENT. TIME LIMITS STATED IN THE CONTRACT DOCUMENTS ARE OF THE ESSENCE OF THIS AGREEMENT. B. OWNER shall have the right to exclude CONTRACTOR from the Site after the date of Substantial Completion, but OWNER shall allow CONTRACTOR reasonable access to complete or correct items on the tentative list.

Substantial Completion. A. (a) When CONTRACTOR considers Landlord receives written certification from Architect that construction of the entire Tenant Improvements constituting Landlord’s TI Work ready for its intended use CONTRACTOR shall notify OWNER and ENGINEER in writing that the entire Work is substantially complete Building has been completed in accordance with the Approved Space Plan (except for items specifically listed by CONTRACTOR as incomplete) and request that ENGINEER issue a certificate of Substantial Completion. Promptly thereafterPunch List Work), OWNER, CONTRACTOR, and ENGINEER Landlord shall make an inspection of the Work to determine the status of completion. If ENGINEER does not consider the Work substantially complete, ENGINEER will notify CONTRACTOR in writing giving the reasons therefor. If ENGINEER considers the Work substantially complete, ENGINEER will prepare and deliver to OWNER Tenant a tentative certificate of signed by both Landlord and Architect (the “Substantial Completion which shall fix Certificate”) (i) certifying that the construction of the Tenant Improvements constituting Landlord’s TI Work in the Building has been substantially completed in a good and workmanlike manner in accordance with the Approved Space Plan in all material respects, subject only to completion of Punch List Work, and specifying the date of that completion, and (ii) certifying that Landlord’s TI Work complies in all material respects with all laws, rules, regulations, codes, ordinances, requirements, covenants, conditions and restrictions applicable thereto at the time of such delivery. Upon receipt by Tenant of the Substantial CompletionCompletion Certificate and tender of possession of the Premises by Landlord to Tenant, the Tenant Improvements constituting Landlord’s TI Work in the Building will be deemed delivered to Tenant and “Substantially Complete” for all purposes of the Lease (subject to Landlord’s continuing obligations with respect to any Punch List Work, and to any other express obligations of Landlord under the Lease or this Workletter with respect to such Tenant Improvements). (b) Promptly following delivery of the Substantial Completion Certificate for Landlord’s TI Work in the Building, Project Manager or other representatives of Landlord shall conduct one or more “walkthroughs” of the Building with Tenant and Tenant’s representatives, to identify any items of Punch List Work that may require correction and to prepare a joint punch list reflecting any such items, following which Landlord shall diligently complete the Punch List Work reflected in such joint punch list. There At any time within forty-five (45) days after delivery of such Substantial Completion Certificate, Tenant shall be attached entitled to submit one or more lists to Landlord supplementing such joint punch list by specifying any additional items of Punch List Work to be performed on the applicable Tenant Improvements constituting Landlord’s TI Work in the Building, and upon receipt of such list(s), Landlord shall diligently complete such additional Punch List Work. (c) All construction, product and equipment warranties and guaranties obtained by Landlord with respect to Landlord’s TI Work shall, to the certificate extent reasonably obtainable, include a tentative list provision that such warranties and guaranties shall also run to the benefit of items Tenant, and Landlord shall cooperate with Tenant in a commercially reasonable manner to be completed assist in enforcing all such warranties and guaranties for the benefit of Tenant. (d) Notwithstanding any other provisions of this Workletter or corrected before final payment. OWNER shall have seven days after receipt of the tentative certificate during which to make written objection to ENGINEER Lease, if Landlord is delayed in substantially completing any of Landlord’s TI Work as to a result of any Tenant Delay, and if the Lease Commencement Date is being determined under Section 1(c)(i) of the Lease, then notwithstanding any other provisions of the certificate or attached list. IfLease to the contrary, after considering such objections, ENGINEER concludes that the Work is not substantially complete, ENGINEER will within 14 days after submission of the tentative certificate Premises shall be deemed to OWNER notify CONTRACTOR in writing, stating the reasons therefor. If, after consideration of OWNER’s objections, ENGINEER considers the Work substantially complete, ENGINEER will within said 14 days execute and deliver to OWNER and CONTRACTOR a definitive certificate of Substantial Completion (with a revised tentative list of items to be completed or corrected) reflecting such changes from the tentative certificate as ENGINEER believes justified after consideration of any objections from OWNER. At the time of delivery of the tentative certificate of Substantial Completion ENGINEER will deliver to OWNER and CONTRACTOR a written recommendation as to division of responsibilities pending final payment between OWNER and CONTRACTOR with respect to security, operation, safety, and protection of the Work, maintenance, heat, utilities, insurance, and warranties and guarantees. Unless OWNER and CONTRACTOR agree otherwise in writing and so inform ENGINEER in writing prior to ENGINEER’s issuing the definitive certificate of Substantial Completion, ENGINEER’s aforesaid recommendation will be binding have been “Substantially Complete” on OWNER and CONTRACTOR until final payment. B. OWNER shall have the right to exclude CONTRACTOR from the Site after the date of Substantial Completion, but OWNER shall allow CONTRACTOR reasonable access to complete or correct items on the tentative listPremises would have been “Substantially Complete” absent such Tenant Delay.

Substantial Completion. A. When CONTRACTOR considers the entire Work ready for its intended use CONTRACTOR The Contractor shall notify OWNER and ENGINEER in writing the Engineer when the Contractor considers that the entire Work Works have been completed in accordance with this Contract and are free from Defects, and the Works can be effectively used for the purpose for which they are intended. When the Engineer considers that Substantial Completion may have occurred (save for minor defects and incomplete work) a Technical Inspection shall be carried out when instructed by UNICEF. Within seven (7) days of the Technical Inspection the Engineer shall issue a defects list to the Contractor and UNICEF identifying all remaining defects and incomplete works and the timescales within which the Contractor is substantially required to remedy such defects and complete such incomplete work (except “Defects List for items specifically listed Substantial Completion”). The Contractor shall comply with the Defects List for Substantial Completion and shall notify the Engineer when it considers that all defects and incomplete work which the Contractor was required to remedy and complete in the Defects List for Substantial Completion have been remedied and completed. When instructed by CONTRACTOR as incomplete) and request that ENGINEER issue UNICEF a further Technical Inspection shall be carried out to determine whether or not a certificate of substantial completion (the "Certificate of Substantial Completion") should be issued. Promptly thereafterUNICEF (or with UNICEF’s prior written consent the Engineer on UNICEF’s behalf) shall issue the Certificate of Substantial Completion when UNICEF considers that Substantial Completion has occurred, OWNERprovided that UNICEF shall be entitled, CONTRACTORat UNICEF’s absolute discretion, and ENGINEER shall make an inspection to issue the Certificate of the Work to determine the status of completion. If ENGINEER Substantial Completion notwithstanding that UNICEF does not consider the Work substantially complete, ENGINEER will notify CONTRACTOR in writing giving the reasons thereforthat Substantial Completion has occurred. If ENGINEER considers the Work substantially complete, ENGINEER will prepare and deliver to OWNER a tentative certificate Issue of any Certificate of Substantial Completion which shall fix not relieve or limit the date of Substantial Completion. There shall be attached to the certificate a tentative list of items to be completed Contractor’s obligations or corrected before final payment. OWNER shall have seven days after receipt of the tentative certificate during which to make written objection to ENGINEER as to any provisions of the certificate liabilities under or attached list. If, after considering such objections, ENGINEER concludes that the Work is not substantially complete, ENGINEER will within 14 days after submission of the tentative certificate to OWNER notify CONTRACTOR in writing, stating the reasons therefor. If, after consideration of OWNERconnection with this Contract and/or prejudice UNICEF’s objections, ENGINEER considers the Work substantially complete, ENGINEER will within said 14 days execute rights and deliver to OWNER and CONTRACTOR a definitive certificate of Substantial Completion (obligations under or in connection with a revised tentative list of items to be completed or corrected) reflecting such changes from the tentative certificate as ENGINEER believes justified after consideration of any objections from OWNER. At the time of delivery of the tentative certificate of Substantial Completion ENGINEER will deliver to OWNER and CONTRACTOR a written recommendation as to division of responsibilities pending final payment between OWNER and CONTRACTOR with respect to security, operation, safety, and protection of the Work, maintenance, heat, utilities, insurance, and warranties and guarantees. Unless OWNER and CONTRACTOR agree otherwise in writing and so inform ENGINEER in writing prior to ENGINEER’s issuing the definitive certificate of Substantial Completion, ENGINEER’s aforesaid recommendation will be binding on OWNER and CONTRACTOR until final paymentthis Contract. B. OWNER shall have the right to exclude CONTRACTOR from the Site after the date of Substantial Completion, but OWNER shall allow CONTRACTOR reasonable access to complete or correct items on the tentative list.

Substantial Completion. A. When CONTRACTOR considers the entire Work ready for its intended use CONTRACTOR The Contractor shall notify OWNER and ENGINEER in writing the Engineer when the Contractor considers that the entire Work is substantially complete Works have been completed in accordance with this Contract and are free from Defects, and the Works can be effectively used for the purpose for which they are intended. When the Engineer considers that Substantial Completion may have occurred (except save for items specifically listed minor defects and incomplete work) a Technical Inspection shall be carried out when instructed by CONTRACTOR as incompleteUNICEF. Within seven (7) and request that ENGINEER days of the Technical Inspection the Engineer shall issue a certificate of defects list to the Contractor and UNICEF identifying all remaining defects and incomplete works and the timescales within which the Contractor is required to remedy such defects and complete such incomplete work (“Defects List for Substantial Completion”). Promptly thereafter, OWNER, CONTRACTOR, The Contractor shall comply with the Defects List for Substantial Completion and ENGINEER shall make an inspection of notify the Work Engineer when it considers that all defects and incomplete work which the Contractor was required to remedy and complete in the Defects List for Substantial Completion have been remedied and completed. When instructed by UNICEF a further Technical Inspection shall be carried out to determine whether or not the status of completion. If ENGINEER does not consider the Work substantially complete, ENGINEER will notify CONTRACTOR in writing giving the reasons therefor. If ENGINEER considers the Work substantially complete, ENGINEER will prepare and deliver to OWNER a tentative certificate of Substantial Completion which shall fix should be issued (the date "Certificate of Substantial Completion"). There UNICEF (or with UNICEF’s prior written consent the Engineer on UNICEF’s behalf) shall be attached to issue the certificate a tentative list of items to be completed or corrected before final payment. OWNER shall have seven days after receipt of the tentative certificate during which to make written objection to ENGINEER as to any provisions of the certificate or attached list. If, after considering such objections, ENGINEER concludes that the Work is not substantially complete, ENGINEER will within 14 days after submission of the tentative certificate to OWNER notify CONTRACTOR in writing, stating the reasons therefor. If, after consideration of OWNER’s objections, ENGINEER considers the Work substantially complete, ENGINEER will within said 14 days execute and deliver to OWNER and CONTRACTOR a definitive certificate Certificate of Substantial Completion (with a revised tentative list of items when UNICEF considers that Substantial Completion has occurred, provided that UNICEF shall be entitled, at UNICEF’s absolute discretion, to be completed or corrected) reflecting such changes from issue the tentative certificate as ENGINEER believes justified after consideration of any objections from OWNER. At the time of delivery of the tentative certificate Certificate of Substantial Completion ENGINEER will deliver to OWNER and CONTRACTOR a written recommendation as to division notwithstanding that UNICEF does not consider that Substantial Completion has occurred. Issue of responsibilities pending final payment between OWNER and CONTRACTOR with respect to security, operation, safety, and protection of the Work, maintenance, heat, utilities, insurance, and warranties and guarantees. Unless OWNER and CONTRACTOR agree otherwise in writing and so inform ENGINEER in writing prior to ENGINEER’s issuing the definitive certificate any Certificate of Substantial Completion, ENGINEERCompletion shall not relieve or limit the Contractor’s aforesaid recommendation will be binding on OWNER obligations or liabilities under or in connection with this Contract and/or prejudice UNICEF’s rights and CONTRACTOR until final paymentobligations under or in connection with this Contract. B. OWNER shall have the right to exclude CONTRACTOR from the Site after the date of Substantial Completion, but OWNER shall allow CONTRACTOR reasonable access to complete or correct items on the tentative list.

Substantial Completion. A. When CONTRACTOR Contractor considers a Deliverable Portion of Work Substantially Complete, Contractor shall prepare for Owner Parties’ review and approval a comprehensive list of incomplete and unsatisfactory items. Owner Parties will edit and supplement this list, as appropriate, and when approved the entire list shall be the Punch List for such Deliverable Portion of Work. Contractor and Owner Parties shall also, at the same time they develop the first Punch List, establish a schedule (the “Punch List Schedule”) setting forth anticipated dates for Owner Parties’ inspections of all anticipated Deliverable Portions of Work ready to determine Substantial Completion and Final Completion of the same. Notwithstanding anything to the contrary contained in the Contract Documents, a Deliverable Portion of Work with systems - e.g., mechanical, electrical, HVAC - shall not be considered Substantially Complete until it has demonstrated a minimum of thirty (30) consecutive Days of successful, trouble-free operation, beginning after all inspections and testing have been completed for its intended use CONTRACTOR shall notify OWNER such Deliverable Portion of Work. Once a Punch List and ENGINEER in writing that Punch List Schedule are mutually accepted, Owner Parties will inspect the entire Project to determine if each Deliverable Portion of Work is substantially complete (except for items specifically listed by CONTRACTOR as incomplete) Substantially Complete. During inspection, if Owner Parties determine any incomplete or incorrect item, whether or not included on the Punch List, causes the Deliverable Portion of Work to fail to be Substantially Complete, Contractor shall be given notice and shall promptly correct such item. Following completion of all incomplete items, Contractor shall request that ENGINEER issue Owner Parties’ re-inspect the Deliverable Portion of Work to again determine if it is Substantially Complete. When Owner Parties determine a Deliverable Portion of Work is Substantially Complete, Owner Parties will prepare a certificate (a “Certificate of Substantial Completion. Promptly thereafter, OWNER, CONTRACTOR, and ENGINEER shall make an inspection of the Work to determine the status of completion. If ENGINEER does not consider the Work substantially complete, ENGINEER ”) that will notify CONTRACTOR in writing giving the reasons therefor. If ENGINEER considers the Work substantially complete, ENGINEER will prepare and deliver to OWNER a tentative certificate of Substantial Completion which shall fix establish the date of Substantial Completion of that Deliverable Portion of Work, fix the time within which Contractor shall complete and correct items noted in that Certificate of Substantial Completion. There shall be attached to , and designate the certificate a tentative list of items to be completed or corrected before final payment. OWNER shall have seven days after receipt responsibilities of the tentative certificate during which to make written objection to ENGINEER as to any provisions of the certificate or attached list. If, after considering such objections, ENGINEER concludes that the Work is not substantially complete, ENGINEER will within 14 days after submission of the tentative certificate to OWNER notify CONTRACTOR in writing, stating the reasons therefor. If, after consideration of OWNER’s objections, ENGINEER considers the Work substantially complete, ENGINEER will within said 14 days execute Owner and deliver to OWNER and CONTRACTOR a definitive certificate of Substantial Completion (with a revised tentative list of items to be completed or corrected) reflecting such changes from the tentative certificate as ENGINEER believes justified after consideration of any objections from OWNER. At the time of delivery of the tentative certificate of Substantial Completion ENGINEER will deliver to OWNER and CONTRACTOR a written recommendation as to division of responsibilities pending final payment between OWNER and CONTRACTOR with respect to Contractor for security, operation, safety, and protection of the Work, maintenance, heat, utilities, insurance, and warranties and guaranteesinsurance pertaining to such Deliverable Portion of Work. Unless OWNER and CONTRACTOR agree otherwise in writing and so inform ENGINEER in writing prior to ENGINEER’s issuing the definitive certificate Upon receipt of a Certificate of Substantial Completion, ENGINEER’s aforesaid recommendation will be binding on OWNER Contractor shall diligently complete all items of incomplete Work and CONTRACTOR until final payment. B. OWNER shall have repair all Defective Work, including those identified in the right to exclude CONTRACTOR from the Site after the date applicable Punch List and Certificate of Substantial Completion. However, but OWNER failure by any party to include an item on the Punch List or in the Certificate of Substantial Completion shall allow CONTRACTOR reasonable access not alter Contractor’s responsibility to complete all Work in accordance with the Contract Documents. SAMPLE In accordance with the Punch List Schedule, Owner Parties anticipate they will make an initial visit and one re-inspection for each of Contractor’s Deliverable Portions of Work. If, after making a re-inspection, Owner Parties determine a Deliverable Portion of Work is not Substantially Complete or correct items on the tentative listthat previously scheduled Punch List Work has not been completed, Contractor shall pay, without Owner’s reimbursement, Owner Parties’ costs and expenses resulting from additional inspections necessary for Owner Parties to issue Certificates of Substantial Completion.

Substantial Completion. A. When CONTRACTOR considers the entire Work ready for its intended use CONTRACTOR Tenant Improvements shall notify OWNER and ENGINEER in writing that the entire Work is be deemed substantially complete when all work called for by the Drawings has been finished and the Premises is ready to be used and occupied by Tenant, even though minor items may remain to be installed, finished or corrected (except for items specifically listed by CONTRACTOR as incomplete) and request that ENGINEER issue a certificate “Substantial Completion Date” or the “Date of Substantial Completion”). Tenant shall cause the contractors to diligently complete any items of work not completed when the Premises are substantially complete. In the event of any dispute as to substantial completion of Tenant Improvements, the statement of Landlord’s construction manager shall be conclusive. Substantial completion shall have occurred notwithstanding punch list items. Promptly thereafterafter the Substantial Completion Date, OWNER, CONTRACTOR, and ENGINEER shall make the parties will execute an inspection instrument in the form attached hereto as Exhibit C-2 setting forth the Commencement Date of the Work to determine the status Lease, so that said date is certain and such instrument, when executed, is hereby made a part of completionthis Lease and incorporated herein by reference. If ENGINEER does not consider the Work substantially completeNO DELAY IN THE SUBSTANTIAL COMPLETION DATE SHALL CAUSE THE RENT COMMENCEMENT DATE TO BE DELAYED; PROVIDED, ENGINEER will notify CONTRACTOR in writing giving the reasons thereforHOWEVER, TO THE EXTENT THE SUBSTANTIAL COMPLETION DATE DOES NOT OCCUR BY MAY 1, 2015, AND SUCH DELAY IS DUE TO A LANDLORD DELAY, THEN THE RENT COMMENCEMENT DATE SHALL BE DELAYED BY THE SAME AMOUNT OF TIME AS THE LANDLORD DELAY. If ENGINEER considers the Work substantially completeMOREOVER, ENGINEER will prepare and deliver to OWNER a tentative certificate of Substantial Completion which shall fix the date of Substantial Completion. There shall be attached to the certificate a tentative list of items to be completed or corrected before final payment. OWNER shall have seven days after receipt of the tentative certificate during which to make written objection to ENGINEER as to any provisions of the certificate or attached list. IfIF THE LANDLORD DELAY CAUSES THE SUBSTANTIAL COMPLETION DATE TO EXTEND BEYOND JUNE 1, after considering such objections2015, ENGINEER concludes that the Work is not substantially completeTHEN IN ADDITION TO THE EXTENSION OF THE RENT COMMENCEMENT DATE, ENGINEER will within 14 days after submission of the tentative certificate to OWNER notify CONTRACTOR in writingTENANT SHALL ALSO BE ENTITLED TO ONE (1) ADDITIONAL DAY OF ABATED BASE RENT FOR EACH DAY THAT THE LANDLORD DELAY CAUSES THE SUBSTANTIAL COMPLETION DATE TO EXTEND BEYOND JUNE 1, stating the reasons therefor. If, after consideration of OWNER’s objections, ENGINEER considers the Work substantially complete, ENGINEER will within said 14 days execute and deliver to OWNER and CONTRACTOR a definitive certificate of Substantial Completion (with a revised tentative list of items to be completed or corrected) reflecting such changes from the tentative certificate as ENGINEER believes justified after consideration of any objections from OWNER. At the time of delivery of the tentative certificate of Substantial Completion ENGINEER will deliver to OWNER and CONTRACTOR a written recommendation as to division of responsibilities pending final payment between OWNER and CONTRACTOR with respect to security, operation, safety, and protection of the Work, maintenance, heat, utilities, insurance, and warranties and guarantees. Unless OWNER and CONTRACTOR agree otherwise in writing and so inform ENGINEER in writing prior to ENGINEER’s issuing the definitive certificate of Substantial Completion, ENGINEER’s aforesaid recommendation will be binding on OWNER and CONTRACTOR until final payment2015. B. OWNER shall have the right to exclude CONTRACTOR from the Site after the date of Substantial Completion, but OWNER shall allow CONTRACTOR reasonable access to complete or correct items on the tentative list.

Substantial Completion. A. When CONTRACTOR Contractor considers the entire Work ready for its intended use CONTRACTOR Contractor shall notify OWNER Owner and ENGINEER Engineer in writing that the entire Work is substantially complete (except for items specifically listed by CONTRACTOR as incomplete) and request that ENGINEER Engineer issue a certificate of Substantial Completion. Contractor shall at the same time submit to Owner and Engineer an initial draft of punch list items to be completed or corrected before final payment. B. Promptly thereafterafter Contractor’s notification, OWNEROwner, CONTRACTORContractor, and ENGINEER Engineer shall make an inspection of the Work to determine the status of completion. If ENGINEER Engineer does not consider the Work substantially complete, ENGINEER Engineer will notify CONTRACTOR Contractor in writing giving the reasons therefor. . C. If ENGINEER Engineer considers the Work substantially complete, ENGINEER Engineer will prepare and deliver to OWNER Owner a tentative preliminary certificate of Substantial Completion which shall will fix the date of Substantial Completion. There Engineer shall be attached attach to the certificate a tentative punch list of items to be completed or corrected before final payment. OWNER Owner shall have seven 7 days after receipt of the tentative preliminary certificate during which to make written objection to ENGINEER Engineer as to any provisions of the certificate or attached punch list. If, after considering such objectionsthe objections to the provisions of the preliminary certificate, ENGINEER Engineer concludes that the Work is not substantially complete, ENGINEER will Engineer will, within 14 days after submission of the tentative preliminary certificate to OWNER Owner, notify CONTRACTOR Contractor in writingwriting that the Work is not substantially complete, stating the reasons therefor. IfIf Owner does not object to the provisions of the certificate, after or if despite consideration of OWNEROwner’s objections, ENGINEER considers objections Engineer concludes that the Work is substantially complete, ENGINEER will then Engineer will, within said 14 days days, execute and deliver to OWNER Owner and CONTRACTOR Contractor a definitive final certificate of Substantial Completion (with a revised tentative punch list of items to be completed or corrected) reflecting such changes from the tentative preliminary certificate as ENGINEER Engineer believes justified after consideration of any objections from OWNER. Owner. D. At the time of delivery receipt of the tentative preliminary certificate of Substantial Completion ENGINEER Completion, Owner and Contractor will deliver to OWNER and CONTRACTOR a written recommendation as to division confer regarding Owner’s use or occupancy of responsibilities pending final payment between OWNER and CONTRACTOR the Work following Substantial Completion, review the builder’s risk insurance policy with respect to the end of the builder’s risk coverage, and confirm the transition to coverage of the Work under a permanent property insurance policy held by Owner. Unless Owner and Contractor agree otherwise in writing, Owner shall bear responsibility for security, operation, safety, and protection of the Work, property insurance, maintenance, heat, utilities, insurance, and warranties and guarantees. Unless OWNER and CONTRACTOR agree otherwise in writing and so inform ENGINEER in writing utilities upon Owner’s use or occupancy of the Work. E. After Substantial Completion the Contractor shall promptly begin work on the punch list of items to be completed or corrected prior to ENGINEER’s issuing the definitive certificate of Substantial Completion, ENGINEER’s aforesaid recommendation will be binding on OWNER and CONTRACTOR until final payment. In appropriate cases Contractor may submit monthly Applications for Payment for completed punch list items, following the progress payment procedures set forth above. B. OWNER F. Owner shall have the right to exclude CONTRACTOR Contractor from the Site after the date of Substantial Completion, but OWNER shall allow CONTRACTOR Completion subject to allowing Contractor reasonable access to remove its property and complete or correct items on the tentative punch list.

Substantial Completion. A. “Substantial Completion” means the stage in the progress of the Work when the Work, or designated portions thereof, may still require minor modifications or adjustments but, in the Owner’s opinion, the Work has progressed to the point such that all parts of the Work under consideration are fully operational and usable for intended purposes, as evidenced by a Certificate of Substantial Completion approved by the Owner. If a Certificate of Occupancy is required by public authorities having jurisdiction over the Work, said certificate shall be issued before the Work or any portion thereof is considered substantially complete. When CONTRACTOR the Contractor considers that the entire Work ready for its intended use CONTRACTOR Work, or a portion thereof which the Owner agrees to accept separately, is substantially complete, the Contractor shall notify OWNER and ENGINEER in writing that Owner’s Designated Representative (sometimes referred to as the entire Work is substantially complete (except for items specifically listed by CONTRACTOR as incomplete“ODR”) and request that ENGINEER issue a certificate of Substantial Completion. Promptly thereafter, OWNER, CONTRACTOR, and ENGINEER shall make an inspection of determination as to whether the Work to determine the status of completionor designated portion thereof is substantially complete. If ENGINEER the ODR does not consider the Work substantially complete, ENGINEER the ODR will notify CONTRACTOR the Contractor giving reasons therefore. Failure on the Owner’s part to list a reason does not alter the responsibility of the Contractor to complete all Work in writing giving accordance with the reasons thereforterms of this Agreement. After satisfactorily completing items identified by Owner’s Designated Representative, the Contractor shall then submit another request for the ODR to determine Substantial Completion. If ENGINEER The ODR considers the Work substantially complete, ENGINEER The ODR will prepare and deliver to OWNER a tentative certificate of Substantial Completion which shall fix establish the date of Substantial Completion. There , shall be attached to the certificate include a tentative punch list of items to be completed or corrected before final completion and final payment. OWNER , shall have seven days after receipt establish the time within which the Contractor shall finish the punch list, and shall establish responsibilities of the tentative certificate during which to make written objection to ENGINEER as to any provisions of Owner and the certificate or attached list. If, after considering such objections, ENGINEER concludes that the Work is not substantially complete, ENGINEER will within 14 days after submission of the tentative certificate to OWNER notify CONTRACTOR in writing, stating the reasons therefor. If, after consideration of OWNER’s objections, ENGINEER considers the Work substantially complete, ENGINEER will within said 14 days execute and deliver to OWNER and CONTRACTOR a definitive certificate of Substantial Completion (with a revised tentative list of items to be completed or corrected) reflecting such changes from the tentative certificate as ENGINEER believes justified after consideration of any objections from OWNER. At the time of delivery of the tentative certificate of Substantial Completion ENGINEER will deliver to OWNER and CONTRACTOR a written recommendation as to division of responsibilities pending final payment between OWNER and CONTRACTOR with respect to Contractor for security, operation, safety, and protection of the Work, maintenance, heat, utilities, damage to the Work, warranty and insurance, . Failure to include an item on the punch list does not alter the responsibility of the Contractor to complete all Work in accordance with the terms and warranties and guaranteesconditions of this Agreement. Unless OWNER and CONTRACTOR agree otherwise in writing and so inform ENGINEER in writing prior to ENGINEER’s issuing the definitive The certificate of Substantial Completion, ENGINEER’s aforesaid recommendation Completion shall be signed by the Owner and the Contractor to evidence acceptance of the responsibilities assigned to them in such certificate. Substantial Completion (as defined in this agreement) for all stages of the Work shall be achieved on or before the following Substantial Completion date: DATE FOR SUBSTANTIAL COMPLETION: 90 days from NTP Under no circumstances will be binding on OWNER and CONTRACTOR until final paymentthe time for Substantial Completion exceed this date without a written amendment to this Agreement. THE TIMES SET FORTH IN THE CONSTRUCTION DOCUMENTS ARE AN ESSENTIAL ELEMENT OF THE AGREEMENT. TIME LIMITS STATED IN THE CONTRACT DOCUMENTS ARE OF THE ESSENCE OF THIS AGREEMENT. B. OWNER shall have the right to exclude CONTRACTOR from the Site after the date of Substantial Completion, but OWNER shall allow CONTRACTOR reasonable access to complete or correct items on the tentative list.

Substantial Completion. A. When CONTRACTOR considers the entire Work ready for its intended Landlord will use CONTRACTOR shall notify OWNER and ENGINEER in writing that the entire Work is substantially complete (except for items specifically listed by CONTRACTOR as incomplete) and request that ENGINEER issue a certificate of commercially reasonable efforts to achieve Substantial Completion. Promptly thereafter, OWNER, CONTRACTOR, and ENGINEER shall make an inspection Completion of the Work Tenant Improvements on or before March 1, 2009, subject to determine Tenant Delays, delays in agreement on the status of completionconstruction drawings and specifications, third party and government approvals, disputes between Landlord and Tenant and Force Majeure Delays. If ENGINEER does not consider the Work substantially complete, ENGINEER will notify CONTRACTOR in writing giving the reasons therefor. If ENGINEER considers the Work substantially complete, ENGINEER will prepare and deliver Landlord is unable to OWNER a tentative certificate of achieve Substantial Completion on or before March 1, 2009, as extended for Tenant Delays, delays in agreement on the construction drawings and specifications, third party and government approvals and disputes between Landlord and Tenant and Force Majeure Delay, Tenant shall receive a credit to Minimum Annual Rent equal to one (1) day of Minimum Annual Rent for each day thereafter for which shall fix the date of Substantial Completion. There shall be attached Landlord is unable to the certificate a tentative list of items to be completed or corrected before final payment. OWNER shall have seven days after receipt of the tentative certificate during which to make written objection to ENGINEER as to any provisions of the certificate or attached list. If, after considering such objections, ENGINEER concludes that the Work is not substantially complete, ENGINEER will within 14 days after submission of the tentative certificate to OWNER notify CONTRACTOR in writing, stating the reasons therefor. If, after consideration of OWNER’s objections, ENGINEER considers the Work substantially complete, ENGINEER will within said 14 days execute and deliver to OWNER and CONTRACTOR a definitive certificate of Substantial Completion (with a revised tentative list of items to be completed or corrected) reflecting such changes from the tentative certificate as ENGINEER believes justified after consideration of any objections from OWNER. At the time of delivery of the tentative certificate of Substantial Completion ENGINEER will deliver to OWNER and CONTRACTOR a written recommendation as to division of responsibilities pending final payment between OWNER and CONTRACTOR with respect to security, operation, safety, and protection of the Work, maintenance, heat, utilities, insurance, and warranties and guarantees. Unless OWNER and CONTRACTOR agree otherwise in writing and so inform ENGINEER in writing prior to ENGINEER’s issuing the definitive certificate of achieve Substantial Completion, ENGINEER’s aforesaid recommendation which credits shall be applied to the first payment of Minimum Annual Rent. If Landlord is unable to achieve Substantial Completion on or before May 31, 2009, as extended for Tenant Delays (but not Force Majeure Delay), Tenant may immediately terminate this Lease by written notice to Landlord no later than June 7, 2009 as its sole and exclusive remedy. Landlord shall not liable to Tenant for any resulting loss or damage; provided, however, that Landlord (a) will appropriately adjust the Commencement Date and (b) agrees that the Minimum Annual Rent credit referenced in the immediately preceding paragraph shall remain in the event Tenant does not elect to terminate. Alternatively, if Landlord reasonably believes that it will be binding unable to achieve Substantial Completion on OWNER and CONTRACTOR until final payment. B. OWNER shall have the right to exclude CONTRACTOR from the Site after the date of Substantial Completionor before May 31, but OWNER shall allow CONTRACTOR reasonable access to complete or correct items 2009, as extended for Tenant Delays, delays in agreement on the tentative listconstruction drawings and specifications, third party and government approvals and disputes between Landlord and Tenant, Landlord may provide written notice of the same to Tenant, upon which Tenant may within fifteen (15) days of receipt of such notice, terminate this Lease by written notice to Landlord as its sole and exclusive remedy and Landlord shall promptly return to Tenant all prepaid rent previously paid to Landlord. In the event Tenant has not terminated within such time periods set forth above, this Lease shall remain in full force and effect. Landlord shall not liable to Tenant for any resulting loss or damage; provided, however, that Landlord will appropriately adjust the Commencement Date. Landlord shall deliver the Premises to Tenant clean and free of debris.

Substantial Completion. A. When CONTRACTOR DESIGN/BUILDER considers the entire Work Construction ready for its intended use CONTRACTOR DESIGN/BUILDER shall notify OWNER and ENGINEER in writing that the entire Work Construction is substantially complete (except for items specifically listed by CONTRACTOR DESIGN/BUILDER as incomplete) and request that ENGINEER OWNER issue a certificate of Substantial Completion. Promptly Within a reasonable time thereafter, OWNER, CONTRACTOR, OWNER and ENGINEER DESIGN/BUILDER shall make an inspection of the Work Construction to determine the status of completion. If ENGINEER OWNER does not consider the Work Construction substantially complete, ENGINEER OWNER will notify CONTRACTOR DESIGN/BUILDER in writing giving the reasons therefor. If ENGINEER OWNER considers the Work Construction substantially complete, ENGINEER OWNER will prepare and deliver to OWNER DESIGN/BUILDER a tentative certificate of Substantial Completion which shall fix the date of Substantial Completion. There shall be attached to the certificate a tentative list of items to be completed or corrected before final payment. OWNER shall have seven days after receipt of the tentative certificate during which to make written objection to ENGINEER as to any provisions of the certificate or attached list. If, after considering such objections, ENGINEER concludes that the Work is not substantially complete, ENGINEER will within 14 days after submission of the tentative certificate to OWNER notify CONTRACTOR in writing, stating the reasons therefor. If, after consideration of OWNER’s objections, ENGINEER considers the Work substantially complete, ENGINEER will within said 14 days execute and deliver to OWNER and CONTRACTOR a definitive certificate of Substantial Completion (with a revised tentative Such list of items to be completed or correctedcorrected may be amended by OWNER for a period of sixty (60) reflecting days following the date DESIGN/BUILDER requests that OWNER issue a certificate of Substantial Completion and DESIGN/BUILDER shall not be responsible for completing or correcting items not listed by OWNER within such changes from the tentative certificate as ENGINEER believes justified after consideration of any objections from OWNERtime. At the time of delivery of the tentative certificate of Substantial Completion ENGINEER OWNER will deliver to OWNER and CONTRACTOR DESIGN/BUILDER (i) a written recommendation determination as to division of responsibilities pending final payment between OWNER and CONTRACTOR DESIGN/BUILDER with respect to security, operation, safety, and protection of the Work, maintenance, heat, utilities, insurance, insurance and warranties and guarantees, and (ii) the payment required by section 4.02.R.2. Unless OWNER and CONTRACTOR agree otherwise in writing and so inform ENGINEER in writing prior to ENGINEER’s issuing of the definitive certificate of Substantial Completion, ENGINEER’s aforesaid recommendation will be binding on OWNER and CONTRACTOR until final paymentAgreement. B. OWNER shall will have the right to exclude CONTRACTOR DESIGN/BUILDER from the Site after the date of Substantial Completion, but OWNER shall will allow CONTRACTOR DESIGN/BUILDER reasonable access to complete or correct items on the tentative listlist of items to be completed.

Substantial Completion. A. When CONTRACTOR considers the entire Work ready for its intended use CONTRACTOR The Leased Premises shall notify OWNER and ENGINEER be deemed to be substantially completed ("Substantial Completion") at such time as Landlord shall certify in writing to Tenant that said Leased Premises have been completed in substantial accordance with the entire Work is substantially complete Shell Plans and Specifications and the Interior Plans and Specifications described above subject only to minor punch list items (except for i.e., such unfinished items specifically listed as shall not impair Tenant's ability to use the Leased Premises in the manner intended by CONTRACTOR as incompletethe Lease). In the event Landlord and Tenant do not agree upon the date of Substantial Completion, Landlord shall furnish Tenant with a Certificate of Substantial Completion from an independent architect within five (5) business days after Lan▇▇▇▇▇'▇ receipt of notice of disagreement. In the event of any dispute with respect to the date of Substantial Completion of the Leased Premises, Landlord and request Tenant agree that ENGINEER issue a certificate Landlord's initial determination of such date shall be deemed correct unless and until otherwise shown by the architect's Certificate of Substantial Completion. Promptly thereafterIf Substantial Completion of the Leased Premises has not occurred on or before April 20, OWNER, CONTRACTOR2000, and ENGINEER Landlord's failure to achieve such Substantial Completion is not the result of force majeure of any Tenant Caused Delay, Landlord shall make an inspection be responsible for (i) in the event of a consensual holdover, payment of the Work to determine holdover penalty portion of the status monthly rental, defined in Tenant's existing lease dated August 29, 1989, as amended, with Trustee of completionthe Mar▇ ▇. If ENGINEER does not consider ▇▇▇▇▇ ▇▇ust U/A ("Existing Lease"), commencing on April 20, 2000 and continuing until the Work substantially complete, ENGINEER will notify CONTRACTOR in writing giving the reasons therefor. If ENGINEER considers the Work substantially complete, ENGINEER will prepare and deliver to OWNER a tentative certificate date of Substantial Completion which (hereinafter referred to as "Holdover Rent"); and (2) and in the event of a non-consensual holdover, payment of Tenant's Holdover Rent plus payment of Tenant's reasonable attorneys fees actually incurred by Tenant in defending any litigation instituted as a result of Ten▇▇▇'▇ non-consensual holdover (hereinafter referred to as "Attorneys Fees"). In the event Tenant is required to holdover under the Existing Lease, Ten▇▇▇ ▇▇rees to use its best efforts to obtain the existing landlord's consent to such holdover and to take any other reasonable measures to minimize the Holdover Rent or Attorney Fees. In addition, if Substantial Completion has not occurred on or before May 20, 2000, and Landlord's failure to achieve such Substantial Completion is not the result of force majeure or any Tenant Caused Delay, Landlord shall fix be responsible for (i) the Holdover Rent as otherwise provided in this Lease; (ii) the Attorneys Fees as otherwise provided in this Lease; and (iii) one (1) day's Minimum Annual Rental abatement for each day of delay after May 20, 2000. Finally, if Substantial Completion has not occurred on or before June 20, 2000, and Landlord's failure to achieve Substantial Completion is not the result of force majeure or any Tenant Caused Delay, Tenant shall have the right to terminate this Lease by providing written notice to Landlord prior to the date of Substantial Completion. There Upon such termination, both parties shall be attached to the certificate a tentative list released from further liability under this Lease, except for any obligation which either expressly or by its nature survives termination of items to be completed or corrected before final paymentthis Lease. OWNER shall have seven days after receipt of the tentative certificate during which to make written objection to ENGINEER as to any provisions of the certificate or attached list. If, after considering such objections, ENGINEER concludes that the Work is not substantially complete, ENGINEER will within 14 days after submission of the tentative certificate to OWNER notify CONTRACTOR in writing, stating the reasons therefor. If, after consideration of OWNER’s objections, ENGINEER considers the Work substantially complete, ENGINEER will within said 14 days execute and deliver to OWNER and CONTRACTOR a definitive certificate of Substantial Completion (with a revised tentative list of items to be completed or corrected) reflecting such changes from the tentative certificate as ENGINEER believes justified after consideration of any objections from OWNER. At the time of delivery of the tentative certificate of Substantial Completion ENGINEER will deliver to OWNER and CONTRACTOR a written recommendation as to division of responsibilities pending final payment between OWNER and CONTRACTOR with respect to security, operation, safety, and protection of the Work, maintenance, heat, utilities, insurance, and warranties and guarantees. Unless OWNER and CONTRACTOR agree otherwise in writing and so inform ENGINEER in writing prior to ENGINEER’s issuing the definitive certificate of Substantial Completion, ENGINEER’s aforesaid recommendation will be binding on OWNER and CONTRACTOR until final payment. B. OWNER shall have the right to exclude CONTRACTOR from the Site after the date of Substantial Completion, but OWNER shall allow CONTRACTOR reasonable access to complete or correct items on the tentative list.The

Substantial Completion. A. When CONTRACTOR considers the entire Work ready for its intended use CONTRACTOR Landlord shall notify OWNER and ENGINEER Tenant in writing that the entire Work is substantially complete at least five (except for items specifically listed by CONTRACTOR as incomplete5) and request that ENGINEER issue a certificate of Substantial Completion. Promptly thereafter, OWNER, CONTRACTOR, and ENGINEER shall make an inspection Business Days in advance of the Work to determine the status of completion. If ENGINEER does not consider the Work substantially complete, ENGINEER will notify CONTRACTOR in writing giving the reasons therefor. If ENGINEER considers the Work substantially complete, ENGINEER will prepare and deliver to OWNER a tentative certificate of Substantial Completion which shall fix the estimated date of Substantial Completion. There If Tenant believes that Substantial Completion has not occurred, Tenant shall be attached to the certificate a tentative list notify Landlord in writing of items to be completed or corrected before final payment. OWNER shall have seven days its objections within ten (10) Business Days after its receipt of the tentative certificate during Landlord's notice described in the preceding sentence. Landlord shall have a reasonable time after its receipt of Tenant's notice in which to make written objection take such action as may be necessary to ENGINEER as to any provisions achieve Substantial Completion, and shall notify Tenant in writing when such has been completed. Taking of possession by Tenant shall establish the certificate or attached list. If, after considering such objections, ENGINEER concludes that the Work is not substantially complete, ENGINEER will within 14 days after submission of the tentative certificate to OWNER notify CONTRACTOR in writing, stating the reasons therefor. If, after consideration of OWNER’s objections, ENGINEER considers the Work substantially complete, ENGINEER will within said 14 days execute and deliver to OWNER and CONTRACTOR a definitive certificate date of Substantial Completion (with a revised tentative list as specified in the definition of items that term and the establishment of such fact upon the taking of possession shall occur even if Tenant disputes whether Substantial Completion has occurred or attempts to be completed condition or corrected) reflecting qualify the taking of possession. Such taking of possession shall further establish that the Base Building is in good and satisfactory condition when possession was so taken. Tenant acknowledges that no representations as to the condition of the Premises or Base Building have been made by Landlord, unless such changes from are expressly set forth in this Lease. In the tentative certificate as ENGINEER believes justified after consideration event of any objections from OWNER. At dispute as to whether Substantial Completion has occurred, the time certificate of delivery Landlord's general contractor shall be conclusive, except that any delay in receipt of such certificate or in Substantial Completion which is caused by Tenant or Tenant's Agents shall be charged to Tenant in the amount of the tentative certificate daily Base Rent multiplied by the number of Substantial Completion ENGINEER will deliver to OWNER and CONTRACTOR a written recommendation as to division days of responsibilities pending final payment between OWNER and CONTRACTOR with respect to security, operation, safety, and protection of the Work, maintenance, heat, utilities, insurance, and warranties and guaranteessuch delays. Unless OWNER and CONTRACTOR agree otherwise in writing and so inform ENGINEER in writing prior to ENGINEER’s issuing the definitive certificate of Substantial Completion, ENGINEER’s aforesaid recommendation will be binding If on OWNER and CONTRACTOR until final payment. B. OWNER shall have the right to exclude CONTRACTOR from the Site after the date of Substantial Completion, but OWNER Punch List Work remains to be completed, Landlord and Tenant shall allow CONTRACTOR reasonable access agree on such Punch List Work and Landlord will diligently complete such Punch List Work. In no event shall Tenant's refusal or failure to complete or correct items agree on the tentative list.nature and extent of Punch List Work or the existence of items of Punch List Work delay or postpone the occurrence of the date of Substantial Completion or the Commencement Date. If the estimated date of Substantial Completion changes at any time after Landlord has given notice pursuant to this Paragraph, then Landlord shall give at least five (5) Business Days advance notice of the new estimated date of Substantial Completion. If Substantial Completion has not occurred on or before October 1, 2000 (the "First Deadline Date"), Tenant shall have the right, as its sole remedy, to one (1) day of Base Rent abatement, commencing upon the Commencement Date, for each day that the date of Substantial Completion extends beyond the First Deadline Date; provided however, that, notwithstanding anything to the contrary contained in this Lease, in no event shall Tenant receive more than sixty (60) days of Base Rent abatement pursuant to this Section 2.5, and the initial Lease Term shall be extended one (1) day for each day of Base Rent abatement that Tenant receives pursuant to this Section 2.5. Notwithstanding anything to the contrary contained in this Lease, the First Deadline Date shall be extended for any delays in Substantial Completion caused by any acts or omissions of Tenant or Tenant's Agents, force majeure event (as set forth in Section 6.8 below) or governmental delay. If Substantial Completion has not occurred on or before December 31, 2000 (the "Second Deadline Date"), Tenant shall have the right, as its sole remedy, to terminate this Lease by notifying Landlord in writing of such election within five (5) Business Days after the Second Deadline Date, but prior to Substantial Completion. In the event of any such termination, neither Landlord nor Tenant shall have any rights, liabilities or obligations accruing under the Lease after the effective date of termination, except for such rights and liabilities which, by the terms of this Lease or at law, are obligations of the Tenant or Landlord which expressly survive the expiration of the Lease, and any prepaid amount that has not been properly applied by Landlord shall be promptly returned to Tenant. Notwithstanding anything to the contrary contained in this Lease, the Second Deadline Date shall be extended for any delays in Substantial Completion caused by any acts or omissions of Tenant or Tenant's Agents, force majeure event (as set forth in Section 6.8 below) or governmental delay; provided however, that the Second Deadline Date shall not be extended as a result of any failure to enter into the Edison Lease, as set forth in the immediately following paragraph. Landlord hereby represents and warrants to Tenant that the failure of Landlord to enter into either the Edison Lease or the side yard agreement to be executed in connection with the Edison Lease (the "Yard Agreement") shall not in and of itself preclude the issuance of the certificate of occupancy, or the equivalent sign-off by the appropriate building inspector, with respect to the Premises. In the event that after

Substantial Completion. A. When CONTRACTOR considers Subcontractor shall provide services related to commissioning and interconnection of each system. DCRA approval and final DCRA inspection must be obtained. Subcontractor shall submit the entire below documentation to the Work ready Order Manager for its intended use CONTRACTOR shall notify OWNER review and ENGINEER in writing that approval using the entire Work is substantially complete (except for items specifically listed by CONTRACTOR as incomplete) and request that ENGINEER issue a certificate agreed upon secure file transfer mechanism to show substantial completion of Substantial Completion. Promptly thereafterthe project: • DCRA final inspection, OWNER, CONTRACTORtesting, and ENGINEER shall make an approval of project matching the permitted system • Schedule and pass the DCSEU’s Quality Assurance and Quality Control inspection demonstrating successful completion of the Work to determine project; • All operation, maintenance and parts manuals for the status of completionPV system(s), specification sheets, warranties, and as built design drawings. If ENGINEER does not consider the Work substantially completeThe manuals and materials must include a maintenance schedule, ENGINEER will notify CONTRACTOR in writing giving the reasons therefor. If ENGINEER considers the Work substantially complete, ENGINEER will prepare trouble shooting and deliver to OWNER a tentative certificate of Substantial Completion which shall fix the date of Substantial Completion. There shall be attached safety precautions • Service plan provided to the certificate homeowner and DCSEU • Proof that Pepco interconnection has been initiated The due date for Milestone 3 is MM DD, YYYY. Subcontractor will be paid the incentive amount upon completion and DCSEU acceptance of Milestone 3 documents. The incentive amount is subject to change depending on the installed system sizes. Notwithstanding the above, a tentative list Not-to-Exceed (NTE) amount for this Work Order has been established by the DCSEU. Subcontractor will be paid only for completed and verified work as outlined above. In no event will payment exceed the amounts listed above, nor will the total payment for this Work Order exceed the NTE amount of items to $XXXX (WRITTEN DOLLAR AMOUNT). Subcontractor will be completed or corrected before final payment. OWNER shall have seven days after receipt paid at a rate of $X.XX for every 1 (one) watt of the tentative certificate during which installed capacity, not to make written objection exceed a total of XX kW. Subcontractor bears all risks for cost incurred by exceeding the quantities listed above, NTE or MLA without negotiating and executing an amendment to ENGINEER as to any provisions of the certificate existing NTE or attached listMLA before the cost overrun occurs. IfANY MILESTONE PAYMENT(S) ARE CONDITIONAL UPON SUBCONTRACTOR’S TIMELY COMPLETION OF ALL MILESTONES, after considering such objectionsCOMPLETION OF INTERCONNECTION BY INSERT, ENGINEER concludes that the Work is not substantially completeAND THE ABILITY TO DELIVER 15 YEARS OF SYSTEM OUTPUT. IN THE EVENT THAT SUBCONTRACTOR DOES NOT COMPLETE ALL MILESTONES BY INSERT, ENGINEER will within 14 days after submission of the tentative certificate to OWNER notify CONTRACTOR in writingANY MILESTONE PAYMENT(S) PAID TO SUBCONTRACTOR SHALL BE PROMPTLY REPAID TO THE DCSEU. IN THE EVENT THAT INTERCONNECTION IS NOT COMPLETED BYINSERT, stating the reasons therefor. If, after consideration of OWNER’s objections, ENGINEER considers the Work substantially complete, ENGINEER will within said 14 days execute and deliver to OWNER and CONTRACTOR a definitive certificate of Substantial Completion (with a revised tentative list of items to be completed or correctedANY MILESTONE PAYMENT(S) reflecting such changes from the tentative certificate as ENGINEER believes justified after consideration of any objections from OWNER. At the time of delivery of the tentative certificate of Substantial Completion ENGINEER will deliver to OWNER and CONTRACTOR a written recommendation as to division of responsibilities pending final payment between OWNER and CONTRACTOR with respect to security, operation, safety, and protection of the Work, maintenance, heat, utilities, insurance, and warranties and guarantees. Unless OWNER and CONTRACTOR agree otherwise in writing and so inform ENGINEER in writing prior to ENGINEER’s issuing the definitive certificate of Substantial Completion, ENGINEER’s aforesaid recommendation will be binding on OWNER and CONTRACTOR until final paymentPAID TO SUBCONTRACTOR SHALL BE PROMPTLY REPAID TO THE DCSEU. B. OWNER shall have the right to exclude CONTRACTOR from the Site after the date of Substantial Completion, but OWNER shall allow CONTRACTOR reasonable access to complete or correct items on the tentative list.

Substantial Completion. A. When CONTRACTOR considers the entire Work ready for its intended use CONTRACTOR 4.6.1 Contractor shall notify OWNER and ENGINEER in writing that UTA when it believes the entire Work is substantially complete Substantially Complete. As used in the Contract Documents, “Substantially Complete” or “Substantial Completion” refers to the Contractor’s satisfactory completion of all Work in accordance with the Contract Documents (except excluding Punchlist items) to point such that UTA may safely start-up, occupy or otherwise fully use the Project for its intended purposes in compliance with applicable Legal Requirements. The terms “Substantially Complete” or “Substantial Completion” also require the completion of any items of Work specifically listed by CONTRACTOR set forth as incompleteconditions precedent to Substantial Completion in the Agreement. Within five (5) Days of UTA’s receipt of Contractor’s notice, UTA and request Contractor will jointly inspect such Work to verify that ENGINEER it is Substantially Complete in accordance with the requirements of the Contract Documents. If such Work is Substantially Complete, UTA shall prepare and issue a certificate of Substantial Completion. Promptly thereafter, OWNER, CONTRACTOR, and ENGINEER shall make an inspection of the Work to determine the status of completion. If ENGINEER does not consider the Work substantially complete, ENGINEER will notify CONTRACTOR in writing giving the reasons therefor. If ENGINEER considers the Work substantially complete, ENGINEER will prepare and deliver to OWNER a tentative certificate Certificate of Substantial Completion which shall fix that will set forth: (i) the date of Substantial Completion. There shall be attached to Completion of the certificate a tentative list of Work or portion thereof; (ii) the remaining Punchlist items that have to be completed or corrected before Final Completion and final payment. OWNER shall have seven days after receipt of ; and (iii) provisions (to the tentative certificate during which to make written objection to ENGINEER as to any provisions of extent not already provided in the certificate or attached list. If, after considering such objections, ENGINEER concludes that Contract Documents) establishing UTA’s and Contractor’s responsibility for the Work is not substantially complete, ENGINEER will within 14 days after submission of the tentative certificate to OWNER notify CONTRACTOR in writing, stating the reasons therefor. If, after consideration of OWNERProject’s objections, ENGINEER considers the Work substantially complete, ENGINEER will within said 14 days execute and deliver to OWNER and CONTRACTOR a definitive certificate of Substantial Completion (with a revised tentative list of items to be completed or corrected) reflecting such changes from the tentative certificate as ENGINEER believes justified after consideration of any objections from OWNER. At the time of delivery of the tentative certificate of Substantial Completion ENGINEER will deliver to OWNER and CONTRACTOR a written recommendation as to division of responsibilities pending final payment between OWNER and CONTRACTOR with respect to security, operation, safety, and protection of the Work, maintenance, heat, utilities, insurance, utilities and warranties insurance pending Final Completion and guarantees. Unless OWNER and CONTRACTOR agree otherwise in writing and so inform ENGINEER in writing prior to ENGINEER’s final payment. 4.6.2 Promptly after issuing the definitive certificate Certificate of Substantial Completion, ENGINEER’s aforesaid recommendation will be binding on OWNER and CONTRACTOR until final payment. B. OWNER UTA shall have release to Contractor all retained amounts, less an amount equal to two times the right to exclude CONTRACTOR from reasonable value of all remaining Punchlist items noted in the Site after the date Certificate of Substantial Completion. 4.6.3 Upon Contractor’s request or upon UTA’s own initiative, but OWNER UTA may, in its sole discretion, deem a discrete segment of the Project to be Substantially Complete. The provisions of Sections 4.6.1 and 4.6.2 will apply to that discrete segment of the Project. In addition, before UTA may take possession of a discrete segment of the Project, UTA and Contractor shall allow CONTRACTOR reasonable access to complete or correct items on obtain the tentative listconsent of their sureties, insurers, and any government authorities having jurisdiction over the Project.

Substantial Completion. A. When CONTRACTOR considers the entire Work ready for its intended use CONTRACTOR shall notify OWNER and ENGINEER in writing that the entire Work is substantially complete (except for items specifically listed by CONTRACTOR as incomplete) and request that ENGINEER issue a certificate of Substantial Completion. Promptly thereafterWith respect to each SGF, OWNER, CONTRACTOR, and ENGINEER shall make an inspection of the Work to determine the status of completion. If ENGINEER does not consider the Work substantially complete, ENGINEER will notify CONTRACTOR in writing giving the reasons therefor. If ENGINEER when Contractor considers the Work substantially completefor such SGF to be Substantially Complete in accordance with the Contract Documents, ENGINEER will prepare Contractor shall issue to Owner and deliver to OWNER a tentative certificate of Substantial Completion which shall fix the date of Authority Construction Monitor an Application for Substantial Completion. There , together with a Punch List prepared by Contractor for approval by Owner and Authority Construction Monitor, which Punch List shall be attached to identify the certificate a tentative list items of items remaining Work to be completed prior to Final Completion. Owner and Authority Construction Monitor shall, within ten (10) Business Days of receipt of the Application for Substantial Completion and Punch List, review the Work for the sole purpose of determining that it is Substantially Complete and in conformance with the SGF Specifications/Scope of Work, final Construction Documents and any Change Orders and review the Punch List to confirm its accuracy. If Owner and Authority Construction Monitor fail to respond to Contractor with its approval or corrected disapproval of the Application for Substantial Completion and Punch List within such ten (10) Business Day period, then Contractor shall be entitled to a Change Order pursuant to ARTICLE 8 extending the Guaranteed Substantial Completion Date on a day for day basis for each day after such period that Owner and Authority Construction Monitor have not responded with approval or disapproval. In connection with such review, Owner and Authority Construction Monitor may give Notice to Contractor of additional actions necessary before final paymentthe Work is Substantially Complete and/or any necessary modifications to the Punch List. OWNER shall have seven Within twenty (20) days after receipt of the tentative certificate during which to make written objection to ENGINEER as to any provisions of the certificate or attached list. If, after considering such objections, ENGINEER concludes Notice from Owner and Authority Construction Monitor that the Work is not substantially completeSubstantially Complete or that the Punch List needs modifications, ENGINEER or within a reasonable time if such non-compliance cannot be remedied within twenty (20) days, Contractor will within 14 days after submission of promptly complete any incomplete items, remedy defective items and/or make such modifications to the tentative certificate to OWNER notify CONTRACTOR in writing, stating the reasons therefor. IfPunch List (as applicable), after consideration of OWNER’s objections, ENGINEER considers the Work substantially complete, ENGINEER will within said 14 days execute and deliver to OWNER and CONTRACTOR a definitive certificate of Substantial Completion (with which Contractor shall submit a revised tentative list of items to be completed or corrected) reflecting such changes from the tentative certificate as ENGINEER believes justified after consideration of any objections from OWNER. At the time of delivery of the tentative certificate of Substantial Completion ENGINEER will deliver to OWNER and CONTRACTOR a written recommendation as to division of responsibilities pending final payment between OWNER and CONTRACTOR with respect to security, operation, safety, and protection of the Work, maintenance, heat, utilities, insurance, and warranties and guarantees. Unless OWNER and CONTRACTOR agree otherwise in writing and so inform ENGINEER in writing prior to ENGINEER’s issuing the definitive certificate of Application for Substantial Completion, ENGINEER’s aforesaid recommendation will together with the Punch List (revised as necessary). Owner and Authority Construction Monitor shall re-inspect all Work completed or remedied by Contractor and perform its evaluation and review of the Punch List within ten (10) Business Days of receipt by Owner and Authority Construction Monitor of such revised Application for Substantial Completion and Punch List. If Owner and Authority Construction Monitor fail to respond to Contractor with its approval or disapproval of the revised Application for Substantial Completion and Punch List within such ten (10) Business Day period, then Contractor shall be binding entitled to a Change Order pursuant to ARTICLE 8 extending the Guaranteed Substantial Completion Date on OWNER a day for day basis for each day after such period that Owner and CONTRACTOR until Authority Construction Monitor have not responded with approval or disapproval. Once Owner and Authority Construction Monitor determine that the Work is Substantially Complete and the Punch List is in final payment. B. OWNER form, Owner shall deliver a Substantial Completion Certificate to Contractor, which shall be deemed to have the right to exclude CONTRACTOR from the Site after been delivered by Owner on the date of that the applicable Application for Substantial Completion, but OWNER shall allow CONTRACTOR reasonable access to complete or correct items on the tentative listCompletion and Punch List were issued by Contractor.

Substantial Completion. A. When CONTRACTOR considers The Expansion Space shall be deemed completed and possession delivered when Landlord has substantially completed Landlord's work, subject only to the entire Work ready for its intended use CONTRACTOR shall notify OWNER and ENGINEER in writing that completion of minor items which do not materially impair the entire Work is substantially complete (except for items specifically listed usability of the Expansion Space by CONTRACTOR as incomplete) and request that ENGINEER issue a certificate of Substantial Completion. Promptly thereafter, OWNER, CONTRACTORTenant, and ENGINEER Tenant shall make an inspection accept the Expansion Space upon notice from Landlord that such Landlord's Work has been so completed. Landlord shall use its reasonable efforts to advise Tenant of the Work anticipated date of substantial completion at least five (5) days prior to determine such date, but the status failure to give such notice shall not constitute a default hereunder by Landlord or give rise to any claim for damages by Tenant. By entry hereunder Tenant accepts the Expansion Space as being in the condition in which Landlord is obligated to deliver it (subject to completion of completionitems on Landlord's punchlist, which punchlist items Landlord shall complete in a diligent manner no later than thirty (30) days following the Expansion Space Commencement Date). If ENGINEER does not consider the Work substantially completeThe Expansion Space Commencement Date, ENGINEER will notify CONTRACTOR in writing giving the reasons therefor. If ENGINEER considers the Work substantially complete, ENGINEER will prepare and deliver to OWNER a tentative certificate of Substantial Completion which shall fix being the date of Substantial Completion. There Tenant's obligation to pay rent hereunder commences, shall be advanced the number of days said date is postponed by Tenant Delay (as defined in the Lease.) Tenant shall execute and return to Landlord a letter in the form attached hereto as Exhibit B, confirming the Expansion Space Commencement Date. In the event that any portion of the Expansion Space may be lawfully occupied prior to substantial completion, and if Landlord gives its prior written approval to such early occupancy, Tenant may take early occupancy of such portion of the Expansion Space on such date as Landlord and Tenant shall agree, and notwithstanding any above provisions to the certificate a tentative list of items contrary, the Expansion Space Commencement Date and Tenant's obligation to be completed or corrected before final payment. OWNER shall have seven days after receipt of the tentative certificate during which to make written objection to ENGINEER as to any provisions of the certificate or attached list. If, after considering such objections, ENGINEER concludes that the Work is not substantially complete, ENGINEER will within 14 days after submission of the tentative certificate to OWNER notify CONTRACTOR in writing, stating the reasons therefor. If, after consideration of OWNER’s objections, ENGINEER considers the Work substantially complete, ENGINEER will within said 14 days execute and deliver to OWNER and CONTRACTOR a definitive certificate of Substantial Completion (with a revised tentative list of items to be completed or corrected) reflecting such changes from the tentative certificate as ENGINEER believes justified after consideration of any objections from OWNER. At the time of delivery of the tentative certificate of Substantial Completion ENGINEER will deliver to OWNER and CONTRACTOR a written recommendation as to division of responsibilities pending final payment between OWNER and CONTRACTOR pay Base Annual Rent with respect to security, operation, safety, and protection such portion of the Work, maintenance, heat, utilities, insurance, and warranties and guarantees. Unless OWNER and CONTRACTOR agree otherwise in writing and so inform ENGINEER in writing prior to ENGINEER’s issuing the definitive certificate of Substantial Completion, ENGINEER’s aforesaid recommendation will be binding on OWNER and CONTRACTOR until final paymentExpansion Space shall commence upon occupancy. B. OWNER shall have the right to exclude CONTRACTOR from the Site after the date of Substantial Completion, but OWNER shall allow CONTRACTOR reasonable access to complete or correct items on the tentative list.

Substantial Completion. A. “Substantial Completion” means the stage in the progress of the Work when the Work, or designated portions thereof, may still require minor modifications or adjustments but, in the Owner’s opinion, the Work has progressed to the point such that all parts of the Work under consideration are fully operational and usable for intended purposes, as evidenced by a Certificate of Substantial Completion approved by the Owner. If a Certificate of Occupancy is required by public authorities having jurisdiction over the Work, said certificate shall be issued before the Work or any portion thereof is considered substantially complete. When CONTRACTOR the Contractor considers that the entire Work ready for its intended use CONTRACTOR Work, or a portion thereof which the Owner agrees to accept separately, is substantially complete, the Contractor shall notify OWNER and ENGINEER in writing that Owner’s Designated Representative (sometimes referred to as the entire Work is substantially complete (except for items specifically listed by CONTRACTOR as incomplete“ODR”) and request that ENGINEER issue a certificate of Substantial Completion. Promptly thereafter, OWNER, CONTRACTOR, and ENGINEER shall make an inspection of determination as to whether the Work to determine the status of completionor designated portion thereof is substantially complete. If ENGINEER the ODR does not consider the Work substantially complete, ENGINEER the ODR will notify CONTRACTOR the Contractor giving reasons therefore. Failure on the Owner’s part to list a reason does not alter the responsibility of the Contractor to complete all Work in writing giving accordance with the reasons thereforterms of this Agreement. After satisfactorily completing items identified by Owner’s Designated Representative, the Contractor shall then submit another request for the ODR to determine Substantial Completion. If ENGINEER The ODR considers the Work substantially complete, ENGINEER The ODR will prepare and deliver to OWNER a tentative certificate of Substantial Completion which shall fix establish the date of Substantial Completion. There , shall be attached to the certificate include a tentative punch list of items to be completed or corrected before final completion and final payment. OWNER , shall have seven days after receipt establish the time within which the Contractor shall finish the punch list, and shall establish responsibilities of the tentative certificate during which to make written objection to ENGINEER as to any provisions of Owner and the certificate or attached list. If, after considering such objections, ENGINEER concludes that the Work is not substantially complete, ENGINEER will within 14 days after submission of the tentative certificate to OWNER notify CONTRACTOR in writing, stating the reasons therefor. If, after consideration of OWNER’s objections, ENGINEER considers the Work substantially complete, ENGINEER will within said 14 days execute and deliver to OWNER and CONTRACTOR a definitive certificate of Substantial Completion (with a revised tentative list of items to be completed or corrected) reflecting such changes from the tentative certificate as ENGINEER believes justified after consideration of any objections from OWNER. At the time of delivery of the tentative certificate of Substantial Completion ENGINEER will deliver to OWNER and CONTRACTOR a written recommendation as to division of responsibilities pending final payment between OWNER and CONTRACTOR with respect to Contractor for security, operation, safety, and protection of the Work, maintenance, heat, utilities, damage to the Work, warranty and insurance, . Failure to include an item on the punch list does not alter the responsibility of the Contractor to complete all Work in accordance with the terms and warranties and guaranteesconditions of this Agreement. Unless OWNER and CONTRACTOR agree otherwise in writing and so inform ENGINEER in writing prior to ENGINEER’s issuing the definitive The certificate of Substantial Completion, ENGINEER’s aforesaid recommendation Completion shall be signed by the Owner and the Contractor to evidence acceptance of the responsibilities assigned to them in such certificate. Substantial Completion (as defined in this agreement) for all stages of the Work shall be achieved on or before the following Substantial Completion date: DATE FOR SUBSTANTIAL COMPLETION: TBD (15 days from work authorizations) Under no circumstances will be binding on OWNER and CONTRACTOR until final paymentthe time for Substantial Completion exceed this date without a written amendment to this Agreement. THE TIMES SET FORTH IN THE CONSTRUCTION DOCUMENTS ARE AN ESSENTIAL ELEMENT OF THE AGREEMENT. TIME LIMITS STATED IN THE CONTRACT DOCUMENTS ARE OF THE ESSENCE OF THIS AGREEMENT. B. OWNER shall have the right to exclude CONTRACTOR from the Site after the date of Substantial Completion, but OWNER shall allow CONTRACTOR reasonable access to complete or correct items on the tentative list.

Substantial Completion. A. When CONTRACTOR considers the entire Work ready for its intended use CONTRACTOR Landlord shall notify OWNER assign to Tenant any and ENGINEER in writing that the entire Work is substantially complete (except for items specifically listed all warranties and guarantees of third parties held by CONTRACTOR as incomplete) and request that ENGINEER issue a certificate of Substantial Completion. Promptly thereafterLandlord, OWNER, CONTRACTOR, and ENGINEER shall make an inspection of the Work to determine the status of completion. If ENGINEER does not consider the Work substantially complete, ENGINEER will notify CONTRACTOR in writing giving the reasons therefor. If ENGINEER considers the Work substantially complete, ENGINEER will prepare and deliver to OWNER a tentative certificate of Substantial Completion which shall fix the date of Substantial Completion. There shall be attached to the certificate a tentative list of items to be completed or corrected before final payment. OWNER shall have seven days after receipt of the tentative certificate during which to make written objection to ENGINEER as to any provisions of the certificate or attached list. If, after considering such objections, ENGINEER concludes that the Work is not substantially complete, ENGINEER will within 14 days after submission of the tentative certificate to OWNER notify CONTRACTOR in writing, stating the reasons therefor. If, after consideration of OWNER’s objections, ENGINEER considers the Work substantially complete, ENGINEER will within said 14 days execute and deliver to OWNER and CONTRACTOR a definitive certificate of Substantial Completion (with a revised tentative list of items to be completed or corrected) reflecting such changes from the tentative certificate as ENGINEER believes justified after consideration of any objections from OWNER. At the time of delivery of the tentative certificate of Substantial Completion ENGINEER will deliver to OWNER and CONTRACTOR a written recommendation as to division of responsibilities pending final payment between OWNER and CONTRACTOR with respect to securitythe Expansion Improvements that Tenant is responsible to maintain pursuant to the terms hereof and that extend beyond the 12-month period, operationfor enforcement directly by Tenant. If a warranty or guaranty is not assignable, safetythen Landlord shall enforce it for the benefit of Tenant, as directed by Tenant. (b) Landlord, at its sole cost and protection expens▇, ▇▇▇ll comply with and shall be solely responsible for compliance with all laws in connection with the Work, including without limitation, the completion of the Work, maintenancethe filing of any construction or engineering documents and obtaining any required approvals or permits from any applicable governmental authority, heat, utilities, insuranceincluding without limitation a temporary (if necessary) and permanent certificate of occupancy for the Premises (or its equivalent). (c) Tenant shall designate a representative ("Tenant's Agent") as having sole authority to speak for and bind Tenant during construction of the Expansion Improvements. Landlord shall not be authorized to proceed with any Tenant Improvement without authority by Tenant's Agent, and warranties and guaranteessuch authorization by Tenant's Agent shall be de▇▇▇▇ ▇uthorization by Tenant. Unless OWNER and CONTRACTOR agree otherwise in writing and so inform ENGINEER in writing prior Landlord shall not be authorized to ENGINEER’s issuing the definitive certificate accept changes or additions from any other employees of Substantial Completion, ENGINEER’s aforesaid recommendation will be binding on OWNER and CONTRACTOR until final paymentTenant except Tenant's Agent. B. OWNER (d) Landlord shall have use commercial▇▇ ▇▇▇sonable efforts to Substantially Complete (as defined below) the right Expansion Improvements by March 30, 2002 and to exclude CONTRACTOR from minimize any interference to Tenant and its business. The design and construction of the Site Premises shall be Substantially Completed in accordance with the dates agreed to by the parties and may include after-hours work. Landlord shall notify Tenant when the Expansion Improvements are Substantially Complete. Upon receipt of such notice, Landlord and Tenant's Agent shall prepare and execute a punchlist. The punchlist ▇▇▇▇▇ list incomplete, minor and insubstantial details of construction, necessary mechanical adjustments, and needed finishing touches. Landlord shall complete the punchlist items within thirty (30) calendar days thereafter. During the first twelve (12) months after the date of Substantial CompletionCompletion of the Expansion Improvements, but OWNER Landlord shall allow CONTRACTOR reasonable access promptly correct any defect, patent or latent in the Expansion Improvements at Landlord's sole cost and expense, as they become known to complete Landlord or correct items on the tentative listwithin thirty (30) days after Tenant notifies Landlord of such defect.

Substantial Completion. A. When CONTRACTOR Contractor considers the entire Work ready for its intended use CONTRACTOR Contractor shall notify OWNER Owner and ENGINEER Engineer in writing that the entire Work is substantially complete (except for items specifically listed by CONTRACTOR as incomplete) and request that ENGINEER Engineer issue a certificate of Substantial Completion. Contractor shall at the same time submit to Owner and Engineer an initial draft of punch list items to be completed or corrected before final payment. B. Promptly thereafterafter Contractor’s notification, OWNEROwner, CONTRACTORContractor, and ENGINEER Engineer shall make an inspection of the Work to determine the status of completion. If ENGINEER Engineer does not consider the Work substantially complete, ENGINEER Engineer will notify CONTRACTOR Contractor in writing giving the reasons therefor. DRAFT C. If ENGINEER Engineer considers the Work substantially complete, ENGINEER Engineer will prepare and deliver to OWNER Owner a tentative preliminary certificate of Substantial Completion which shall will fix the date of Substantial Completion. There Engineer shall be attached attach to the certificate a tentative punch list of items to be completed or corrected before final payment. OWNER Owner shall have seven 7 days after receipt of the tentative preliminary certificate during which to make written objection to ENGINEER Engineer as to any provisions of the certificate or attached punch list. If, after considering such objectionsthe objections to the provisions of the preliminary certificate, ENGINEER Engineer concludes that the Work is not substantially complete, ENGINEER will Engineer will, within 14 days after submission of the tentative preliminary certificate to OWNER Owner, notify CONTRACTOR Contractor in writingwriting that the Work is not substantially complete, stating the reasons therefor. IfIf Owner does not object to the provisions of the certificate, after or if despite consideration of OWNEROwner’s objections, ENGINEER considers objections Engineer concludes that the Work is substantially complete, ENGINEER will then Engineer will, within said 14 days days, execute and deliver to OWNER Owner and CONTRACTOR Contractor a definitive final certificate of Substantial Completion (with a revised tentative punch list of items to be completed or corrected) reflecting such changes from the tentative preliminary certificate as ENGINEER Engineer believes justified after consideration of any objections from OWNER. Owner. D. At the time of delivery receipt of the tentative preliminary certificate of Substantial Completion ENGINEER Completion, Owner and Contractor will deliver to OWNER and CONTRACTOR a written recommendation as to division confer regarding Owner’s use or occupancy of responsibilities pending final payment between OWNER and CONTRACTOR the Work following Substantial Completion, review the builder’s risk insurance policy with respect to the end of the builder’s risk coverage, and confirm the transition to coverage of the Work under a permanent property insurance policy held by Owner. Unless Owner and Contractor agree otherwise in writing, Owner shall bear responsibility for security, operation, safety, and protection of the Work, property insurance, maintenance, heat, utilities, insurance, and warranties and guarantees. Unless OWNER and CONTRACTOR agree otherwise in writing and so inform ENGINEER in writing prior to ENGINEERutilities upon Owner’s issuing use or occupancy of the definitive certificate of Substantial Completion, ENGINEER’s aforesaid recommendation will be binding on OWNER and CONTRACTOR until final paymentWork. B. OWNER shall have the right to exclude CONTRACTOR from the Site after the date of Substantial Completion, but OWNER shall allow CONTRACTOR reasonable access to complete or correct items on the tentative list.

Substantial Completion. A. When CONTRACTOR considers Landlord shall diligently prosecute the entire construction of the Base Building Work ready for its intended and use CONTRACTOR diligent efforts to achieve Substantial Completion of the Base Building Work by the dates identified in the Milestone Schedule, subject to Landlord’s Unavoidable Delays. Landlord shall notify OWNER and ENGINEER Tenant in writing when Landlord believes that Substantial Completion of the entire Base Building Work is substantially complete has occurred (except for items specifically listed by CONTRACTOR as incomplete) or will occur on a specified date). Representatives of Landlord and request that ENGINEER issue Tenant shall accompany the Base Building Architect and the Base Building Contractor on a certificate of Substantial Completion. Promptly thereafter, OWNER, CONTRACTOR, walk-through and ENGINEER shall make an inspection of the Premises (the “Substantial Completion Inspection”) when the Base Building Architect and Base Building Contractor determine if Substantial Completion of the Base Building Work to determine the status of completionhas occurred. If ENGINEER does not consider the Work substantially complete, ENGINEER will notify CONTRACTOR The Base Building Architect shall certify in writing giving the reasons therefor. If ENGINEER considers the Work substantially complete, ENGINEER will prepare and deliver to OWNER a tentative certificate of Substantial Completion which shall fix the date of Substantial Completion. There shall be attached to the certificate a tentative list of items to be completed or corrected before final payment. OWNER shall have seven days after receipt of the tentative certificate during which to make written objection to ENGINEER as to any provisions of the certificate or attached list. If, after considering such objections, ENGINEER concludes that the Work is not substantially complete, ENGINEER will within 14 days after submission of the tentative certificate to OWNER notify CONTRACTOR in writing, stating the reasons therefor. If, after consideration of OWNER’s objections, ENGINEER considers the Work substantially complete, ENGINEER will within said 14 days execute and deliver to OWNER and CONTRACTOR a definitive certificate of Substantial Completion (with a revised tentative list of items to be completed or corrected) reflecting such changes from the tentative certificate as ENGINEER believes justified after consideration of any objections from OWNER. At the time of delivery of the tentative certificate of Substantial Completion ENGINEER will deliver to OWNER and CONTRACTOR a written recommendation as to division of responsibilities pending final payment between OWNER and CONTRACTOR with respect to security, operation, safety, and protection of the Work, maintenance, heat, utilities, insurance, and warranties and guarantees. Unless OWNER and CONTRACTOR agree otherwise in writing and so inform ENGINEER in writing prior to ENGINEER’s issuing the definitive certificate of Substantial Completion, ENGINEER’s aforesaid recommendation will be binding on OWNER and CONTRACTOR until final payment. B. OWNER shall have the right to exclude CONTRACTOR from the Site after the date of Substantial Completion, but OWNER and Landlord shall allow CONTRACTOR cause a copy of such certification to be delivered to Tenant. Within five (5) Business Days after the Substantial Completion Inspection, Landlord shall send to Tenant a written list of Landlord’s Punch List Items identified during the Substantial Completion Inspection. Tenant shall have five (5) Business Days after receipt to send a written notice to Landlord requesting that additional Punch List Items be added, which Landlord shall approve or disapprove in its reasonable access discretion. The final list of Punch List Items shall be attached to complete Attachment 3 to this Exhibit D and sent to Tenant, at which time, Tenant shall sign Attachment 3. Tenant’s failure to notify Landlord in writing of any reasonable grounds for not executing Attachment 3 within five (5) Business Days after receipt of Attachment 3 and the attached Punch List Items shall be deemed to be acceptance of the work whether or correct items on not Tenant executes Attachment 3. Substantial Completion and Tenant’s acceptance of the tentative listPremises shall not be conditioned upon completion of all Common Area Improvements or Punch List Items unless such Common Area Improvements or Punch List Items materially adversely affect the construction of the Tenant Improvement Work or Tenant’s ability to obtain permits, permit sign-offs, or a certificate of occupancy.

Substantial Completion. A. When CONTRACTOR DESIGN/BUILDER considers the entire Work Construction ready for its intended use CONTRACTOR DESIGN/BUILDER shall notify OWNER and ENGINEER in writing that the entire Work Construction is substantially complete (except for items specifically listed by CONTRACTOR DESIGN/BUILDER as incomplete) and request that ENGINEER OWNER issue a certificate of Substantial Completion. Promptly Within a reasonable time thereafter, OWNER, CONTRACTOR, OWNER and ENGINEER DESIGN/BUILDER shall make an inspection of the Work Construction to determine the status of completion. If ENGINEER OWNER does not consider the Work Construction substantially complete, ENGINEER OWNER will notify CONTRACTOR DESIGN/BUILDER in writing giving the reasons therefor. If ENGINEER OWNER considers the Work Construction substantially complete, ENGINEER OWNER will prepare and deliver to OWNER DESIGN/BUILDER a tentative certificate of Substantial Completion which shall fix the date of Substantial Completion. There shall be attached to the certificate a tentative list of items to be completed or corrected before final payment. OWNER shall have seven days after receipt of the tentative certificate during which to make written objection to ENGINEER as to any provisions of the certificate or attached list. If, after considering such objections, ENGINEER concludes that the Work is not substantially complete, ENGINEER will within 14 days after submission of the tentative certificate to OWNER notify CONTRACTOR in writing, stating the reasons therefor. If, after consideration of OWNER’s objections, ENGINEER considers the Work substantially complete, ENGINEER will within said 14 days execute and deliver to OWNER and CONTRACTOR a definitive certificate of Substantial Completion (with a revised tentative Such list of items to be completed or correctedcorrected may be amended by OWNER for a period of sixty (60) reflecting days following the date DESIGN/BUILDER requests that OWNER issue a certificate of Substantial Completion and DESIGN/BUILDER shall not be responsible for completing or correcting items not listed by OWNER within such changes from the tentative certificate as ENGINEER believes justified after consideration of any objections from OWNERtime. At the time of delivery of the tentative certificate of Substantial Completion ENGINEER OWNER will deliver to OWNER and CONTRACTOR DESIGN/BUILDER a written recommendation determination as to division of responsibilities pending final payment between OWNER and CONTRACTOR DESIGN/BUILDER with respect to security, operation, safety, and protection of the Work, maintenance, heat, utilities, insurance, insurance and warranties and guarantees. Unless OWNER and CONTRACTOR agree otherwise in writing and so inform ENGINEER in writing prior to ENGINEER’s issuing the definitive certificate of Substantial Completion, ENGINEER’s aforesaid recommendation will be binding on OWNER and CONTRACTOR until final payment. B. OWNER shall will have the right to exclude CONTRACTOR DESIGN/BUILDER from the Site after the date of Substantial Completion, but OWNER shall will allow CONTRACTOR DESIGN/BUILDER reasonable access to complete or correct items on the tentative listlist of items to be completed.

Substantial Completion. A. When CONTRACTOR Contractor considers the entire Work ready for its intended use CONTRACTOR Contractor shall notify OWNER Owner and ENGINEER Engineer in writing that the entire Work is substantially complete (except for items specifically listed by CONTRACTOR Contractor as incomplete) and request that ENGINEER Engineer issue a certificate of Substantial Completion. . B. Promptly thereafterafter Contractor’s notification, OWNEROwner, CONTRACTORContractor, and ENGINEER Engineer shall make an inspection of the Work to determine the status of completion. If ENGINEER Engineer does not consider the Work substantially complete, ENGINEER Engineer will notify CONTRACTOR Contractor in writing giving the reasons therefor. . C. If ENGINEER Engineer considers the Work substantially complete, ENGINEER Engineer will prepare and deliver to OWNER Owner a tentative certificate of Substantial Completion which shall fix the date of Substantial Completion. There shall be attached to the certificate a tentative list of items to be completed or corrected before final payment. OWNER Owner shall have seven days after receipt of the tentative certificate during which to make written objection to ENGINEER Engineer as to any provisions of the certificate or attached list. If, after considering such objections, ENGINEER Engineer concludes that the Work is not substantially complete, ENGINEER will Engineer will, within 14 days after submission of the tentative certificate to OWNER Owner, notify CONTRACTOR Contractor in writing, stating the reasons therefor. If, after consideration of OWNEROwner’s objections, ENGINEER Engineer considers the Work substantially complete, ENGINEER will Engineer will, within said 14 days days, execute and deliver to OWNER Owner and CONTRACTOR Contractor a definitive certificate of Substantial Completion (with a revised tentative list of items to be completed or corrected) reflecting such changes from the tentative certificate as ENGINEER Engineer believes justified after consideration of any objections from OWNER. Owner. D. At the time of delivery of the tentative certificate of Substantial Completion ENGINEER Completion, Engineer will deliver to OWNER Owner and CONTRACTOR Contractor a written recommendation as to division of responsibilities pending final payment between OWNER Owner and CONTRACTOR Contractor with respect to security, operation, safety, and protection of the Work, maintenance, heat, utilities, insurance, and warranties and guarantees. Unless OWNER Owner and CONTRACTOR Contractor agree otherwise in writing and so inform ENGINEER Engineer in writing prior to ENGINEEREngineer’s issuing the definitive certificate of Substantial Completion, ENGINEEREngineer’s aforesaid recommendation will be binding on OWNER Owner and CONTRACTOR Contractor until final payment. B. OWNER E. Owner shall have the right to exclude CONTRACTOR Contractor from the Site after the date of Substantial Completion, but OWNER shall allow CONTRACTOR Completion subject to allowing Contractor reasonable access to remove its property and complete or correct items on the tentative list.

Substantial Completion. A. When CONTRACTOR DB Entity considers the entire Work ready for its intended use CONTRACTOR DB Entity shall notify OWNER and ENGINEER Owner in writing that the entire Work is substantially complete (except for items specifically listed by CONTRACTOR DB Entity as incomplete) and request that ENGINEER Owner issue a certificate of Substantial Completion. Promptly thereafter, OWNER, CONTRACTOR, Owner and ENGINEER DB Entity shall make an inspection of the Work to determine the status of completion. If ENGINEER Owner does not consider the Work substantially complete, ENGINEER Owner will notify CONTRACTOR DB Entity in writing giving the reasons therefor. If ENGINEER Owner considers the Work substantially complete, ENGINEER Owner will prepare and deliver to OWNER DB Entity a tentative certificate of Substantial Completion which shall fix the date of Substantial Completion. There shall be attached to the certificate a tentative list of items to be completed or corrected before final paymentFinal Acceptance (“Punch List”). OWNER shall have seven Within five (5) working days after receipt of a proposed Punch List, Owner shall either (a) approve the tentative certificate during which Punch List or (b) request that certain amendments or modifications be made to make written objection to ENGINEER as to any provisions of the certificate or attached listPunch List. If, after considering such objections, ENGINEER concludes that the Work is not substantially complete, ENGINEER will within 14 days after submission of the tentative certificate to OWNER notify CONTRACTOR The Parties shall meet and negotiate in writing, stating the reasons therefor. If, after consideration of OWNER’s objections, ENGINEER considers the Work substantially complete, ENGINEER will within said 14 days good faith and shall promptly agree on and execute and deliver to OWNER and CONTRACTOR a definitive certificate of Substantial Completion (with a revised tentative list of items an amended Punch List to be completed or corrected) reflecting such changes from by the tentative certificate as ENGINEER believes justified after consideration of any objections from OWNERDB Entity before Final Completion is achieved. At the time of delivery of the tentative certificate of Substantial Completion ENGINEER Owner will deliver to OWNER and CONTRACTOR DB Entity a written recommendation determination as to division of responsibilities pending final payment Final Acceptance between OWNER Owner and CONTRACTOR DB Entity with respect to security, operation, safety, and protection of the WorkConstruction, maintenance, heat, utilities, insurance, insurance and warranties and guarantees. Unless OWNER and CONTRACTOR agree otherwise in writing and so inform ENGINEER in writing prior to ENGINEER’s issuing the definitive certificate of Substantial Completion, ENGINEER’s aforesaid recommendation will be binding on OWNER and CONTRACTOR until final payment. B. OWNER shall Owner will have the right to exclude CONTRACTOR DB Entity from the Site after the date of Substantial Completion, but OWNER shall Owner will allow CONTRACTOR DB Entity reasonable access to complete or correct items on the tentative list.list of items to be completed, subject, however, to DB Entity’s access to the Site during the 12-month operating services period..

Substantial Completion. A. When CONTRACTOR Contractor considers the entire Work ready for its intended use CONTRACTOR Contractor shall notify OWNER Owner and ENGINEER Engineer in writing that the entire Work is substantially complete (except for items specifically listed by CONTRACTOR Contractor as incomplete) and request that ENGINEER Engineer issue a certificate of Substantial Completion. . B. Promptly thereafterafter Contractor's notification, OWNER, CONTRACTOROwner, Contractor, and ENGINEER Engineer shall make an inspection of the Work to determine the status of completion. If ENGINEER Engineer does not consider the Work substantially complete, ENGINEER Engineer will notify CONTRACTOR Contractor in writing giving the reasons therefor. . C. If ENGINEER Engineer considers the Work substantially complete, ENGINEER Engineer will prepare and deliver to OWNER Owner a tentative certificate of Substantial Completion which shall fix the date of Substantial Completion. There shall be attached to the certificate a tentative list of items to be completed or corrected before final payment. OWNER Owner shall have seven days after receipt of the tentative certificate during which to make written objection to ENGINEER Engineer as to any provisions of the certificate or attached list. If, after considering such objections, ENGINEER Engineer concludes that the Work is not substantially complete, ENGINEER Engineer will within 14 days after submission of the tentative certificate to OWNER Owner notify CONTRACTOR Contractor in writing, stating the reasons therefor. If, after consideration of OWNER’s Owner's objections, ENGINEER Engineer considers the Work substantially complete, ENGINEER Engineer will within said 14 days execute and deliver to OWNER Owner and CONTRACTOR Contractor a definitive certificate of Substantial Completion (with a revised tentative list of items to be completed or correctedcorrect- ed) reflecting such changes from the tentative certificate as ENGINEER Engineer believes justified after consideration of any objections from OWNER. Owner. D. At the time of delivery of the tentative certificate of Substantial Completion ENGINEER Completion, Engineer will deliver to OWNER Owner and CONTRACTOR Contractor a written recommendation recommen- ▇▇▇▇▇▇ as to division of responsibilities pending final payment between OWNER Owner and CONTRACTOR Contractor with respect to security, operation, safety, and protection of the Work, maintenance, heat, utilities, insurance, and warranties and guarantees. Unless OWNER Owner and CONTRACTOR Contractor agree otherwise in writing and so inform ENGINEER Engineer in writing prior to ENGINEER’s Engineer's issuing the definitive certificate of Substantial Completion, ENGINEER’s Engineer's aforesaid recommendation will be binding on OWNER Owner and CONTRACTOR Contractor until final payment. B. OWNER shall have the right to exclude CONTRACTOR from the Site after the date of Substantial Completion, but OWNER shall allow CONTRACTOR reasonable access to complete or correct items on the tentative list.

Substantial Completion. A. When CONTRACTOR considers Substantial Completion shall be determined by the entire Work ready for its intended use CONTRACTOR shall notify OWNER and ENGINEER in writing that Building Project Architect with the entire Work is substantially complete concurrence of the RURCBOG Representative (except for items specifically listed if so requested by CONTRACTOR as incompleteRURCBOG) and request that ENGINEER issue a certificate RURCBOG, and evidenced by the Building Project Architect's certification of Substantial Completion, in form and substance reasonably satisfactory to RURCBOG and countersigned by the RURCBOG Representative. Promptly thereafterFollowing the issuance of a temporary Certificate of Occupancy by the City for the Building Project and when the Owner's Representative considers that the Building Project is Substantially Complete, OWNERit shall so notify RURCBOG whereupon RURCBOG will inspect the Building Project to determine whether the Building Project is Substantially Complete. If said inspection discloses any item which prevents the Building Project from being certified as Substantially Complete, CONTRACTORthe Owner's Representative shall, and ENGINEER shall make an inspection before issuance of the Work Certificate of Substantial Completion, cause such item to be corrected by the General Contractor. In such case, the Owner's Representative shall then submit a request for another inspection to determine Substantial Completion. When the status of completion. If ENGINEER does not consider Building Project is Substantially Complete the Work substantially complete, ENGINEER Building Project Architect will notify CONTRACTOR in writing giving the reasons therefor. If ENGINEER considers the Work substantially complete, ENGINEER will prepare and deliver to OWNER issue a tentative certificate Certificate of Substantial Completion which shall fix establish the date of Substantial Completion. There shall be attached to the certificate a tentative list of items to be completed or corrected before final payment. OWNER shall have seven days after receipt of the tentative certificate during which to make written objection to ENGINEER as to any provisions of the certificate or attached list. If, after considering such objections, ENGINEER concludes that the Work is not substantially complete, ENGINEER will within 14 days after submission of the tentative certificate to OWNER notify CONTRACTOR in writing, stating the reasons therefor. If, after consideration of OWNER’s objections, ENGINEER considers the Work substantially complete, ENGINEER will within said 14 days execute and deliver to OWNER and CONTRACTOR a definitive certificate of Substantial Completion (with a revised tentative list of items to be completed or corrected) reflecting such changes from the tentative certificate as ENGINEER believes justified after consideration of any objections from OWNER. At the time of delivery of the tentative certificate of Substantial Completion ENGINEER will deliver to OWNER and CONTRACTOR a written recommendation as to division of responsibilities pending final payment between OWNER and CONTRACTOR with respect to security, operation, safety, and protection shall establish responsibilities of the WorkRURCBOG and Owner's Representative, as applicable, for security, maintenance, heat, utilities, and insurance. The Certificate of Substantial Completion shall also include a punch list of Work to be completed, and shall fix the time within which the Owner's Representative shall finish all items on the punch list in accordance with the terms of this Agreement. The warranties and guarantees. Unless OWNER and CONTRACTOR agree provided pursuant to the Construction Contract shall commence on the date of Final Completion of Project unless otherwise provided in writing and so inform ENGINEER in writing prior to ENGINEER’s issuing the definitive certificate Certificate of Substantial Completion, ENGINEER’s aforesaid recommendation will be binding on OWNER and CONTRACTOR . Additional Assurances sufficient to cover the cost of such punch list items shall remain available to RURCBOG until final paymenttheir completion. B. OWNER shall have the right to exclude CONTRACTOR from the Site after the date of Substantial Completion, but OWNER shall allow CONTRACTOR reasonable access to complete or correct items on the tentative list.

Substantial Completion. A. When CONTRACTOR considers (A) Subject to any prevention, delay or stoppage due to Landlord’s Force Majeure (as hereinafter defined) or attributable to any Tenant Delays, Landlord shall use reasonable speed and diligence in the entire construction of the Landlord’s Work ready in the Second Amendment Additional Premises so as to have the same Substantially Completed (as hereinafter defined) on or before the Second Amendment Additional Premises Scheduled Term Commencement Date as determined pursuant to Section 1.1(A)(3) of this Exhibit B, but Tenant shall have no claim against Landlord or the right to deduct or set off against Tenant’s payments to Landlord under the Lease for its intended use CONTRACTOR failure to so complete construction of Landlord’s Work in the Second Amendment Additional Premises on or before such date or any other date. (B) The “Actual Substantial Completion Date” shall notify OWNER be defined as the date on which the Landlord’s Work in the Second Amendment Additional Premises has been Substantially Completed. “Substantial Completion” and ENGINEER “Substantially Completed” shall each mean the date on which the Landlord’s Work in writing that the entire Work is substantially complete (Second Amendment Additional Premises has been completed except for so-called “punch-list” items specifically listed by CONTRACTOR as incomplete) of work and request that ENGINEER issue a certificate adjustment of equipment and fixtures the incompleteness of which do not cause material interference with Tenant’s use of the Second Amendment Additional Premises for the Permitted Uses. After Substantial Completion. Promptly thereafter, OWNER, CONTRACTOR, and ENGINEER Landlord shall make an inspection of the Work proceed diligently to determine the status of completion. If ENGINEER does not consider the Work substantially complete, ENGINEER will notify CONTRACTOR in writing giving the reasons therefor. If ENGINEER considers the Work substantially complete, ENGINEER will prepare and deliver to OWNER a tentative certificate of Substantial Completion which shall fix the date of Substantial Completion. There shall be attached to the certificate a tentative list of complete all “punch-list” items to be completed or corrected before final payment. OWNER shall have seven within thirty (30) days after receipt of the tentative certificate during which to make written objection to ENGINEER as to any provisions of the certificate or attached list. If, after considering such objections, ENGINEER concludes that the Work is not substantially complete, ENGINEER will within 14 days after submission of the tentative certificate to OWNER notify CONTRACTOR in writing, stating the reasons therefor. If, after consideration of OWNER’s objections, ENGINEER considers the Work substantially complete, ENGINEER will within said 14 days execute and deliver to OWNER and CONTRACTOR a definitive certificate occurrence of Substantial Completion (with a revised tentative list of except for long-lead items to or items which can only be performed during certain seasons or weather, which items shall be completed or corrected) reflecting such changes from diligently as soon as the tentative certificate as ENGINEER believes justified after consideration of any objections from OWNER. At the time of delivery of the tentative certificate of Substantial Completion ENGINEER will deliver to OWNER and CONTRACTOR a written recommendation as to division of responsibilities pending final payment between OWNER and CONTRACTOR with respect to security, operation, safety, and protection of the Work, maintenance, heat, utilities, insurance, and warranties and guarantees. Unless OWNER and CONTRACTOR agree otherwise in writing and so inform ENGINEER in writing prior to ENGINEER’s issuing the definitive certificate of Substantial Completion, ENGINEER’s aforesaid recommendation will be binding on OWNER and CONTRACTOR until final paymentseason and/or weather permits). B. OWNER shall have the right to exclude CONTRACTOR from the Site after the date of Substantial Completion, but OWNER shall allow CONTRACTOR reasonable access to complete or correct items on the tentative list.

Substantial Completion. A. When CONTRACTOR considers the entire Work ready for its intended use CONTRACTOR Landlord shall notify OWNER and ENGINEER in writing that the entire Work is substantially complete (except for items specifically listed by CONTRACTOR as incomplete) and request that ENGINEER issue a certificate of Substantial Completion. Promptly thereafter, OWNER, CONTRACTOR, and ENGINEER shall make an inspection of cause the Work to determine be “substantially completed” on or before the status scheduled date of completioncommencement of the Term subject to Force Manure Delays and also subject to “Tenant Delays” (as defined and described in Paragraph 7 of this Work Letter). The Work shall be deemed to be “substantially completed” for all purposes under this Work Letter and the Lease if and when Landlord or Landlord’s contractor issues a written certificate to Tenant certifying that the Work has been substantially completed (i.e., completed except for “punch list” items listed in such certificate) in substantial compliance with the requirements of this Exhibit E. or when Tenant first takes occupancy of the Premises, whichever first occurs. If ENGINEER does not consider the Work substantially complete, ENGINEER will notify CONTRACTOR in writing giving the reasons therefor. If ENGINEER considers the Work substantially complete, ENGINEER will prepare and deliver to OWNER a tentative certificate of Substantial Completion which shall fix the date of Substantial Completion. There shall be attached to the certificate a tentative list of items to be completed or corrected before final payment. OWNER shall have seven days after receipt of the tentative certificate during which to make written objection to ENGINEER as to any provisions of the certificate or attached list. If, after considering such objections, ENGINEER concludes that the Work is not deemed to be substantially complete, ENGINEER will within 14 days after submission completed on or before the scheduled date of the tentative commencement of the Term, (a) Landlord agrees to use reasonable efforts to complete the Work as soon as practicable thereafter, (b) the Lease shall remain in full force and effect, (c) Landlord shall not be deemed to be in breach or default of the Lease or this Exhibit E as a result thereof and Landlord shall have no liability to Tenant as a result of any delay in occupancy (whether for damages, abatement of Rent or otherwise), and (d) except in the event of Tenant Delays and notwithstanding anything contained in the Lease to the contrary, the Commencement Date of the Term shall be extended to the date on which the Work is deemed to be substantially completed and the Expiration Date of the Term shall be extended by the number of days by which the Commencement Date was extended together with the number of days required to make the Term expire on the next occurring last day of the month. At the request of either Landlord or Tenant in the event of Suez extensions in the commencement and expiration dates of the Term, Tenant and Landlord shall execute and deliver an amendment to the Lease reflecting such extensions. Landlord agrees to use reasonable diligence to complete all punch list work listed in the aforesaid certificate promptly after substantial completion. Notwithstanding any term or provision of the Lease to OWNER notify CONTRACTOR the Guaranty, in writingthe event the Work is substantially completed prior to the Commencement Date set forth on the Data Sheet of this Lease, stating the reasons therefor. If, after consideration Commencement Date of OWNER’s objections, ENGINEER considers this Lease shall be the date Landlord tenders possession of the Premises to Tenant with the Work substantially complete, ENGINEER will within said 14 days execute and deliver to OWNER and CONTRACTOR a definitive certificate of Substantial Completion (with a revised tentative list of items to be completed or corrected) reflecting such changes from the tentative certificate as ENGINEER believes justified after consideration of any objections from OWNER. At the time of delivery of the tentative certificate of Substantial Completion ENGINEER will deliver to OWNER and CONTRACTOR a written recommendation as to division of responsibilities pending final payment between OWNER and CONTRACTOR with respect to security, operation, safety, and protection of the Work, maintenance, heat, utilities, insurance, and warranties and guarantees. Unless OWNER and CONTRACTOR agree otherwise in writing and so inform ENGINEER in writing prior to ENGINEER’s issuing the definitive certificate of Substantial Completion, ENGINEER’s aforesaid recommendation will be binding on OWNER and CONTRACTOR until final paymentcompleted. B. OWNER shall have the right to exclude CONTRACTOR from the Site after the date of Substantial Completion, but OWNER shall allow CONTRACTOR reasonable access to complete or correct items on the tentative list.

Substantial Completion. A. When CONTRACTOR considers Landlord and Tenant shall walk through and inspect Landlord's Work just before the entire anticipated date of completion of Landlord's Work ready for its intended use CONTRACTOR shall notify OWNER and ENGINEER in writing that the entire Work is substantially complete (except for items specifically listed by CONTRACTOR as incomplete) and request that ENGINEER issue a issuance of certificate of Substantial Completion. Promptly thereafteroccupancy, OWNER, CONTRACTOR, and ENGINEER shall make an inspection of the Work to determine the status of completion. If ENGINEER does not consider the Work substantially complete, ENGINEER will notify CONTRACTOR in writing giving the reasons therefor. If ENGINEER considers the Work substantially complete, ENGINEER will prepare and deliver to OWNER a tentative certificate of Substantial Completion which shall fix the date of Substantial Completion. There shall be attached to the certificate a tentative list of items to be completed or corrected before final payment. OWNER shall have seven days after receipt of the tentative certificate during which to make written objection to ENGINEER as to any provisions of the certificate or attached listif required. If, after considering such objections, ENGINEER concludes that at the Work is not substantially complete, ENGINEER will within 14 days after submission time of the tentative certificate to OWNER notify CONTRACTOR in writinginspection, stating any materially defective or unfinished items of Landlord's Work (excluding minor details, adjustments, or any other punch-list items that would not materially interfere with Tenant's use of the reasons therefor. IfPremises for normal business operations), after consideration of OWNER’s objectionsthen Landlord shall promptly cause those items, ENGINEER considers the Work substantially completeif any, ENGINEER will within said 14 days execute and deliver to OWNER and CONTRACTOR a definitive certificate of Substantial Completion (with a revised tentative list of items to be completed or corrected, as the case may be. Tenant shall, within five (5) reflecting such changes from the tentative certificate as ENGINEER believes justified days after consideration of any objections from OWNER. At the time of delivery of the tentative certificate confirmation of Substantial Completion ENGINEER will deliver (as defined below) pursuant to OWNER the inspection, execute a certificate confirming that Landlord's Work is Substantially Complete and CONTRACTOR identifying all punch-list items (the "Substantial Completion Certificate"). Landlord shall complete all punch-list items identified by Tenant within thirty (30) days after the issuance of the Substantial Completion Certificate, or a written recommendation longer period of time if reasonably necessary to complete the punch-list items. "Substantial Completion" or "Substantially Completed" means that: (i) there are no materially defective or materially unfinished items in Landlord's Work that would materially interfere with Tenant's use of the Premises for normal business operations; and (ii) the Premises have been completed by Landlord substantially pursuant to the Final Plans, except for any punch-list items. Landlord's Work may include variations from the Final Plans without Tenant's prior approval if those variations are necessary to comply with any laws, ordinances, or regulations or are otherwise reasonably necessary, as determined by Landlord in its sole discretion. In the event of a dispute between Landlord and Tenant as to division of responsibilities pending final payment between OWNER and CONTRACTOR with respect to security, operation, safety, and protection whether Landlord has Substantially Completed the construction of the WorkPremises as required in this Work Letter, maintenance, heat, utilities, insurance, and warranties and guarantees. Unless OWNER and CONTRACTOR agree otherwise in writing and so inform ENGINEER in writing prior to ENGINEER’s issuing the definitive a certificate of Substantial Completion, ENGINEER’s aforesaid recommendation will executed by Landlord's architect shall be binding on OWNER and CONTRACTOR until final paymentdeemed conclusive. B. OWNER shall have the right to exclude CONTRACTOR from the Site after the date of Substantial Completion, but OWNER shall allow CONTRACTOR reasonable access to complete or correct items on the tentative list.

Substantial Completion. A. When CONTRACTOR Contractor considers the entire Work ready for its intended use CONTRACTOR Contractor shall notify OWNER Owner and ENGINEER Engineer in writing that the entire Work is substantially complete (except for items specifically listed by CONTRACTOR as incomplete) and request that ENGINEER Engineer issue a certificate of Substantial Completion. Contractor shall at the same time submit to Owner and Engineer an initial draft of punch list items to be completed or corrected before final payment. B. Promptly thereafterafter Contractor’s notification, OWNEROwner, CONTRACTORContractor, and ENGINEER Engineer shall make an inspection of the Work to determine the status of completion. If ENGINEER Engineer does not consider the Work substantially complete, ENGINEER Engineer will notify CONTRACTOR Contractor in writing giving the reasons therefor. . C. If ENGINEER Engineer considers the Work substantially complete, ENGINEER Engineer will prepare and deliver to OWNER Owner a tentative preliminary certificate of Substantial Completion which shall will fix the date of Substantial Completion. There Engineer shall be attached attach to the certificate a tentative punch list of items to be completed or corrected before final payment. OWNER Owner shall have seven 7 days after receipt of the tentative preliminary certificate during which to make written objection to ENGINEER Engineer as to any provisions of the certificate or attached punch list. If, after considering such objectionsthe objections to the provisions of the preliminary certificate, ENGINEER Engineer concludes that the Work is not substantially complete, ENGINEER will Engineer will, within 14 days after submission of the tentative preliminary certificate to OWNER Owner, notify CONTRACTOR Contractor in writingwriting that the Work is not substantially complete, stating the reasons therefor. IfIf Owner does not object to the provisions of the certificate, after or if despite consideration of OWNEROwner’s objections, ENGINEER considers objections Engineer concludes that the Work is substantially complete, ENGINEER will then Engineer will, within said 14 days days, execute and deliver to OWNER Owner and CONTRACTOR Contractor a definitive final certificate of Substantial Completion (with a revised tentative punch list of items to be completed or corrected) reflecting such changes from the tentative preliminary certificate as ENGINEER Engineer believes justified after consideration of any objections from OWNER. Owner. D. At the time of delivery receipt of the tentative preliminary certificate of Substantial Completion ENGINEER Completion, Owner and Contractor will deliver to OWNER and CONTRACTOR a written recommendation as to division confer regarding Owner’s use or occupancy of responsibilities pending final payment between OWNER and CONTRACTOR the Work following Substantial Completion, review the builder’s risk insurance policy with respect to the end of the builder’s risk coverage, and confirm the transition to coverage of the Work under a permanent property insurance policy held by Owner. Unless Owner and Contractor agree otherwise in writing, Owner shall bear responsibility for security, operation, safety, and protection of the Work, property insurance, maintenance, heat, utilities, insurance, and warranties and guarantees. Unless OWNER and CONTRACTOR agree otherwise in writing and so inform ENGINEER in writing prior to ENGINEERutilities upon Owner’s issuing use or occupancy of the definitive certificate of Substantial Completion, ENGINEER’s aforesaid recommendation will be binding on OWNER and CONTRACTOR until final paymentWork. B. OWNER shall have the right to exclude CONTRACTOR from the Site after the date of Substantial Completion, but OWNER shall allow CONTRACTOR reasonable access to complete or correct items on the tentative list.

Substantial Completion. A. “Substantial Completion” means the stage in the progress of the Work when the Work, or designated portions thereof, may still require minor modifications or adjustments but, in the Owner’s opinion, the Work has progressed to the point such that all parts of the Work under consideration are fully operational and usable for intended purposes, as evidenced by a Certificate of Substantial Completion approved by the Owner. If a Certificate of Occupancy is required by public authorities having jurisdiction over the Work, said certificate shall be issued before the Work or any portion thereof is considered substantially complete. When CONTRACTOR the Contractor considers that the entire Work ready for its intended use CONTRACTOR Work, or a portion thereof which the Owner agrees to accept separately, is substantially complete, the Contractor shall notify OWNER and ENGINEER in writing that Owner’s Designated Representative (sometimes referred to as the entire Work is substantially complete (except for items specifically listed by CONTRACTOR as incomplete“ODR”) and request that ENGINEER issue a certificate of Substantial Completion. Promptly thereafter, OWNER, CONTRACTOR, and ENGINEER shall make an inspection of determination as to whether the Work to determine the status of completionor designated portion thereof is substantially complete. If ENGINEER the ODR does not consider the Work substantially complete, ENGINEER the ODR will notify CONTRACTOR the Contractor giving reasons therefore. Failure on the Owner’s part to list a reason does not alter the responsibility of the Contractor to complete all Work in writing giving accordance with the reasons thereforterms of this Agreement. After satisfactorily completing items identified by Owner’s Designated Representative, the Contractor shall then submit another request for the ODR to determine Substantial Completion. If ENGINEER The ODR considers the Work substantially complete, ENGINEER The ODR will prepare and deliver to OWNER a tentative certificate of Substantial Completion which shall fix establish the date of Substantial Completion. There , shall be attached to the certificate include a tentative punch list of items to be completed or corrected before final completion and final payment. OWNER , shall have seven days after receipt establish the time within which the Contractor shall finish the punch list, and shall establish responsibilities of the tentative certificate during which to make written objection to ENGINEER as to any provisions of Owner and the certificate or attached list. If, after considering such objections, ENGINEER concludes that the Work is not substantially complete, ENGINEER will within 14 days after submission of the tentative certificate to OWNER notify CONTRACTOR in writing, stating the reasons therefor. If, after consideration of OWNER’s objections, ENGINEER considers the Work substantially complete, ENGINEER will within said 14 days execute and deliver to OWNER and CONTRACTOR a definitive certificate of Substantial Completion (with a revised tentative list of items to be completed or corrected) reflecting such changes from the tentative certificate as ENGINEER believes justified after consideration of any objections from OWNER. At the time of delivery of the tentative certificate of Substantial Completion ENGINEER will deliver to OWNER and CONTRACTOR a written recommendation as to division of responsibilities pending final payment between OWNER and CONTRACTOR with respect to Contractor for security, operation, safety, and protection of the Work, maintenance, heat, utilities, damage to the Work, warranty and insurance, . Failure to include an item on the punch list does not alter the responsibility of the Contractor to complete all Work in accordance with the terms and warranties and guaranteesconditions of this Agreement. Unless OWNER and CONTRACTOR agree otherwise in writing and so inform ENGINEER in writing prior to ENGINEER’s issuing the definitive The certificate of Substantial Completion, ENGINEER’s aforesaid recommendation Completion shall be signed by the Owner and the Contractor to evidence acceptance of the responsibilities assigned to them in such certificate. Substantial Completion (as defined in this agreement) for all stages of the Work shall be achieved on or before the following Substantial Completion date: DATE FOR SUBSTANTIAL COMPLETION: 55 days from Notice to Proceed Under no circumstances will be binding on OWNER and CONTRACTOR until final paymentthe time for Substantial Completion exceed this date without a written amendment to this Agreement. THE TIMES SET FORTH IN THE CONSTRUCTION DOCUMENTS ARE AN ESSENTIAL ELEMENT OF THE AGREEMENT. TIME LIMITS STATED IN THE CONTRACT DOCUMENTS ARE OF THE ESSENCE OF THIS AGREEMENT. B. OWNER shall have the right to exclude CONTRACTOR from the Site after the date of Substantial Completion, but OWNER shall allow CONTRACTOR reasonable access to complete or correct items on the tentative list.

Substantial Completion. A. When CONTRACTOR Contractor considers the entire Work ready for its intended use CONTRACTOR Contractor shall notify OWNER and ENGINEER the Town in writing that the entire Work is substantially complete (except for items specifically listed by CONTRACTOR Contractor as incomplete) and request that ENGINEER Project Manager issue a certificate of Substantial Completion. Promptly Within a reasonable time thereafter, OWNERthe Town, CONTRACTOR, Contractor and ENGINEER Project Manager shall make an inspection of the Work to determine the status of completion. If ENGINEER Project Manager does not consider the Work substantially complete, ENGINEER Project Manager will notify CONTRACTOR Contractor in writing giving the reasons therefor. If ENGINEER Project Manager considers the Work substantially complete, ENGINEER Project Manager will prepare and deliver to OWNER the Town a tentative certificate of Substantial Completion which shall fix the date of Substantial Completion. There shall be attached to the certificate a tentative list of items to be completed or corrected before final payment. OWNER The Town shall have seven days after receipt of the tentative certificate during which to make written objection to ENGINEER Project Manager as to any provisions of the certificate or attached list. If, after considering such objections, ENGINEER Project Manager concludes that the Work is not substantially complete, ENGINEER Project Manager will within 14 fourteen days after submission of the tentative certificate to OWNER the Town notify CONTRACTOR Contractor in writing, stating the reasons therefor. If, after consideration of OWNER’s the Town's objections, ENGINEER Project Manager considers the Work substantially complete, ENGINEER Project Manager will within said 14 fourteen days execute and deliver to OWNER the Town and CONTRACTOR Contractor a definitive certificate of Substantial Completion (with a revised tentative list of items to be completed or corrected) reflecting such changes from the tentative certificate as ENGINEER Project Manager believes justified after consideration of any objections from OWNERthe Town. At the time of delivery of the tentative certificate of Substantial Completion ENGINEER Completion, Project Manager will deliver to OWNER the Town and CONTRACTOR Contractor a written recommendation as to division of responsibilities pending final payment between OWNER the Town and CONTRACTOR Contractor with respect to security, operation, safety, and protection of the Work, maintenance, heat, utilities, insurance, insurance and warranties and guarantees. Unless OWNER the Town and CONTRACTOR Contractor agree otherwise in writing and so inform ENGINEER Project Manager in writing prior to ENGINEER’s Project Manager's issuing the definitive certificate of Substantial Completion, ENGINEER’s . Project Manager's aforesaid recommendation will be binding on OWNER the Town and CONTRACTOR Contractor until final payment. B. OWNER shall have the right to exclude CONTRACTOR from the Site after the date of Substantial Completion, but OWNER shall allow CONTRACTOR reasonable access to complete or correct items on the tentative list.

Substantial Completion. A. When CONTRACTOR DB Entity considers the entire Work ready for its intended use CONTRACTOR DB Entity shall notify OWNER and ENGINEER Owner in writing that the entire Work is substantially complete (except for items specifically listed by CONTRACTOR DB Entity as incomplete) and request that ENGINEER Owner issue a certificate of Substantial Completion. Promptly thereafter, OWNER, CONTRACTOR, Owner and ENGINEER DB Entity shall make an inspection of the Work to determine the status of completion. If ENGINEER Owner does not consider the Work substantially complete, ENGINEER Owner will notify CONTRACTOR DB Entity in writing giving the reasons therefor. If ENGINEER Owner considers the Work substantially complete, ENGINEER Owner will prepare and deliver to OWNER DB Entity a tentative certificate of Substantial Completion which shall fix the date of Substantial Completion. There shall be attached to the certificate a tentative list of items to be completed or corrected before final paymentFinal Acceptance (“Punch List”). OWNER shall have seven Within five (5) working days after receipt of a proposed Punch List, Owner shall either (a) approve the tentative certificate during which Punch List or (b) request that certain amendments or modifications be made to make written objection to ENGINEER as to any provisions of the certificate or attached listPunch List. If, after considering such objections, ENGINEER concludes that the Work is not substantially complete, ENGINEER will within 14 days after submission of the tentative certificate to OWNER notify CONTRACTOR The Parties shall meet and negotiate in writing, stating the reasons therefor. If, after consideration of OWNER’s objections, ENGINEER considers the Work substantially complete, ENGINEER will within said 14 days good faith and shall promptly agree on and execute and deliver to OWNER and CONTRACTOR a definitive certificate of Substantial Completion (with a revised tentative list of items an amended Punch List to be completed or corrected) reflecting such changes from by the tentative certificate as ENGINEER believes justified after consideration of any objections from OWNERDesign-Builder before Final Completion is achieved. At the time of delivery of the tentative certificate of Substantial Completion ENGINEER Owner will deliver to OWNER and CONTRACTOR DB Entity a written recommendation determination as to division of responsibilities pending final payment Final Acceptance between OWNER Owner and CONTRACTOR DB Entity with respect to security, operation, safety, and protection of the WorkConstruction, maintenance, heat, utilities, insurance, insurance and warranties and guarantees. Unless OWNER and CONTRACTOR agree otherwise in writing and so inform ENGINEER in writing prior to ENGINEER’s issuing the definitive certificate of Substantial Completion, ENGINEER’s aforesaid recommendation will be binding on OWNER and CONTRACTOR until final payment. B. OWNER shall Owner will have the right to exclude CONTRACTOR DB Entity from the Site after the date of Substantial Completion, but OWNER shall Owner will allow CONTRACTOR DB Entity reasonable access to complete or correct items on the tentative listlist of items to be completed.

Substantial Completion. A. When CONTRACTOR DESIGN/BUILDER considers the entire Work Construction ready for its intended use CONTRACTOR DESIGN/BUILDER shall notify OWNER and ENGINEER in writing that the entire Work Construction is substantially complete (except for items specifically listed by CONTRACTOR DESIGN/BUILDER as incomplete) and request that ENGINEER OWNER issue a certificate of Substantial Completion. Promptly Within a reasonable time thereafter, OWNER, CONTRACTOR, OWNER and ENGINEER DESIGN/BUILDER shall make an inspection of the Work Construction to determine the status of completion. If ENGINEER OWNER does not consider the Work Construction substantially complete, ENGINEER OWNER will notify CONTRACTOR DESIGN/BUILDER in writing giving the reasons therefor. If ENGINEER OWNER considers the Work Construction substantially complete, ENGINEER OWNER will prepare and deliver to OWNER DESIGN/BUILDER a tentative certificate of Substantial Completion which shall fix the date of Substantial Completion. There shall be attached to the certificate a tentative list of all items to be completed or corrected before final payment. , which may be amended by OWNER shall have seven for a period of sixty (60) days after receipt of the tentative certificate during which delivery thereof. DESIGN/BUILDER shall not be responsible for correcting or completing punch list items not disclosed in writing by OWNER to make written objection to ENGINEER as to any provisions of the certificate or attached list. If, after considering DESIGN/BUILDER within such objections, ENGINEER concludes that the Work is not substantially complete, ENGINEER will within 14 days after submission of the tentative certificate to OWNER notify CONTRACTOR in writing, stating the reasons therefor. If, after consideration of OWNER’s objections, ENGINEER considers the Work substantially complete, ENGINEER will within said 14 days execute and deliver to OWNER and CONTRACTOR a definitive certificate of Substantial Completion (with a revised tentative list of items to be completed or corrected) reflecting such changes from the tentative certificate as ENGINEER believes justified after consideration of any objections from OWNER60-day period. At the time of delivery of the tentative certificate of Substantial Completion ENGINEER OWNER will deliver to OWNER and CONTRACTOR DESIGN/BUILDER (i) a written recommendation determination as to division of responsibilities pending final payment between OWNER and CONTRACTOR DESIGN/BUILDER with respect to security, operation, safety, and protection of the Work, maintenance, heat, utilities, insurance, insurance and warranties and guarantees, and (ii) the payment required by section 4.01.B.2. Unless OWNER and CONTRACTOR agree otherwise in writing and so inform ENGINEER in writing prior to ENGINEER’s issuing of the definitive certificate of Substantial Completion, ENGINEER’s aforesaid recommendation will be binding on OWNER and CONTRACTOR until final paymentAgreement. B. OWNER shall will have the right to exclude CONTRACTOR DESIGN/BUILDER from the Site after the date of Substantial Completion, but OWNER shall will allow CONTRACTOR DESIGN/BUILDER reasonable access to complete or correct items on the tentative listlist of items to be completed.

Substantial Completion. A. When CONTRACTOR considers For purposes of this Sublease, the entire Work ready for its intended use CONTRACTOR shall notify OWNER terms “Substantially Complete” and ENGINEER in writing that the entire Work is substantially complete (except for items specifically listed by CONTRACTOR as incomplete) and request that ENGINEER issue a certificate of “Substantial Completion. Promptly thereafter” (or any variation thereof) shall mean completion of construction of the Sublessor’s Work in accordance with the Approved Plans as modified by any change orders approved by Sublessee, OWNERsubject only to Punchlist items established pursuant to Section 4.4 above, CONTRACTORevidence of payment by Sublessor of all costs in connection with such construction, including without limitation final lien release and ENGINEER shall make an waivers from each contractor, subcontractor, material supplier and labor supplier providing services and materials to the Subleased Premises for the Sublessor’s Work, final inspection of the Sublessor’s Work by the governmental authority having jurisdiction; recordation of a Notice of Completion and the lapse of thirty-five (35) days from the date of recording the Notice; issuance of permanent certificates of occupancy if required for Sublessee to determine legally occupy the status Subleased Premises and each Phase thereof; and the delivery to Sublessee copies of completion. If ENGINEER does not consider all construction warranties and guarantees in connection with the Sublessor’s Work substantially complete, ENGINEER will notify CONTRACTOR in writing giving which Sublessee is required to maintain under the reasons therefor. If ENGINEER considers terms of this Sublease and the Work substantially complete, ENGINEER will prepare and deliver delivery by Sublessor to OWNER Sublessee of a tentative certificate Certificate of Substantial Completion for the Improvements on Standard AIA Form G-704 certified by Sublessor’s architect. In the event Substantial Completion is delayed because of a change order approved by Sublessee which shall fix also resulted in a delay of the date of set for Substantial Completion. There shall be attached Completion as advised by Sublessor prior to the certificate a tentative list of items to be completed or corrected before final payment. OWNER shall have seven days after receipt Sublessee’s approval of the tentative certificate during which change order (“Sublessee Delay”), then for the purpose of establishing the First Phase Delivery Date or Second Phase Delivery Date and any other date tied to make written objection to ENGINEER as to any provisions of the certificate or attached list. If, after considering such objections, ENGINEER concludes that the Work is not substantially complete, ENGINEER will within 14 days after submission of the tentative certificate to OWNER notify CONTRACTOR in writing, stating the reasons therefor. If, after consideration of OWNER’s objections, ENGINEER considers the Work substantially complete, ENGINEER will within said 14 days execute and deliver to OWNER and CONTRACTOR a definitive certificate of Substantial Completion (with a revised tentative list of items to be completed or corrected) reflecting such changes from the tentative certificate as ENGINEER believes justified after consideration of any objections from OWNER. At the time of delivery of the tentative certificate of Substantial Completion ENGINEER will deliver to OWNER and CONTRACTOR a written recommendation as to division of responsibilities pending final payment between OWNER and CONTRACTOR with respect to security, operation, safety, and protection of the Work, maintenance, heat, utilities, insurance, and warranties and guarantees. Unless OWNER and CONTRACTOR agree otherwise in writing and so inform ENGINEER in writing prior to ENGINEER’s issuing the definitive certificate of Substantial Completion, ENGINEER’s aforesaid recommendation will be binding on OWNER and CONTRACTOR until final payment. B. OWNER shall have the right to exclude CONTRACTOR from the Site after the date of Substantial Completion, Substantial Completion shall be deemed to mean the date when Substantial Completion would have been achieved but OWNER shall allow CONTRACTOR reasonable access to complete or correct items on the tentative listfor such Sublessee Delay.

Substantial Completion. A. When CONTRACTOR considers Sublandlord, at its sole cost and expense, shall obtain all permits and approvals for the entire Work ready construction of the Building. Sublandlord shall diligently proceed with the construction of the Building to achieve Substantial Completion. “Substantial Completion” is defined as the state of construction at which the work is sufficiently complete and in accordance with the Final Plans and Design Detail DD Worksheets dated _ and as signed by Sublandlord and Subtenant, so that Subtenant could occupy and utilize the work or a specific portion of it, for its intended use CONTRACTOR use. Substantial Completion shall notify OWNER and ENGINEER in writing that be deemed to have occurred on the entire Work is substantially complete (except for items specifically listed by CONTRACTOR as incomplete) and request that ENGINEER issue date upon which the Project Representative issues a certificate Certificate of Substantial Completion. Promptly thereafter, OWNER, CONTRACTOR, The term “Project Representative” shall mean the Prime Landlord’s Capital Projects Director or designee. Sublandlord recognizes and ENGINEER shall make an inspection of the Work to determine the status of completion. If ENGINEER does not consider the Work substantially complete, ENGINEER will notify CONTRACTOR in writing giving the reasons therefor. If ENGINEER considers the Work substantially complete, ENGINEER will prepare and deliver to OWNER agrees that a tentative certificate Certificate of Substantial Completion which shall fix not be issued unless the date vault and concrete floor within the vault meet the requirements of Substantial Completionthe Alaska State Public Health Laboratories Department of Radiation Health. There Included in the certificate shall be attached to the certificate a tentative list of items to which must be completed or corrected before final paymentcompletion and the time within which such items shall be complete and corrected. OWNER The Certificate of Substantial Completion shall have seven days after receipt state the date of Substantial Completion and shall specifically authorize Subtenant to take possession of the tentative premises and utilize them for their intended purpose provided Subtenant is otherwise in compliance with the sublease agreement requirements and the certificate during of occupancy has been issued. Subtenant's beneficial occupancy of the premises shall make reasonable allowance for the performance of the work which Sublandlord must complete prior to make written objection to ENGINEER as to any provisions final completion. Sublandlord shall diligently pursue issuance of the certificate of occupancy and promptly deliver a copy to Subtenant upon Sublandlord’s receipt thereof (with the original to be posted in the Premises if required by applicable code or attached listordinance). If, after considering such objections, ENGINEER concludes that Sublandlord shall notify Subtenant in writing approximately 30 days before the Work is not substantially complete, ENGINEER will within 14 estimated date of Substantial Completion. Within 5 business days after submission of the tentative certificate to OWNER notify CONTRACTOR in writing, stating the reasons therefor. If, after consideration of OWNER’s objections, ENGINEER considers the Work substantially complete, ENGINEER will within said 14 days execute and deliver to OWNER and CONTRACTOR a definitive certificate of Substantial Completion (with a revised tentative list of items to be completed or corrected) reflecting such changes from the tentative certificate as ENGINEER believes justified after consideration of any objections from OWNER. At the time of delivery of the tentative certificate of Substantial Completion ENGINEER will deliver to OWNER and CONTRACTOR a written recommendation as to division of responsibilities pending final payment between OWNER and CONTRACTOR with respect to security, operation, safety, and protection of the Work, maintenance, heat, utilities, insurance, and warranties and guarantees. Unless OWNER and CONTRACTOR agree otherwise in writing and so inform ENGINEER in writing prior to ENGINEER’s issuing the definitive certificate anticipated date of Substantial Completion, ENGINEER’s aforesaid recommendation will be binding on OWNER Sublandlord and CONTRACTOR until final payment. B. OWNER Subtenant shall have jointly inspect the right to exclude CONTRACTOR from Building and agree upon a punch list of items in accordance with the Site after Final Plans needing completion or correction. As soon as Substantial Completion has been achieved, Sublandlord shall notify Subtenant in writing of the date certified by the Project Representative as the date of Substantial Completion, but OWNER which date shall allow CONTRACTOR be the “Commencement Date” of this Lease. If Subtenant occupies any portion of the Premises prior to Substantial Completion or the Commencement Date, the terms of this Lease shall apply to such occupancy or use of the Premises by Subtenant. Sublandlord shall use all reasonable access diligent efforts to complete all punch list items within 30 days after agreement upon the punch list, subject, however, to long lead time items which must be ordered and to seasonal requirements for any landscaping and exterior work. If Substantial Completion of the Initial Subtenant Improvements has not occurred by April 15, 2013, and such delay was not in part or correct items on in total the tentative listresult of subtenant’s actions or inactions, then Sublandlord shall pay to Subtenant a penalty of $4,500.00 per day for each day that Substantial Completion of the Premises is delayed past April 15, 2013, retroactive to April 15, 2013. Within 5 days after the Commencement Date, Subtenant shall, upon demand, execute and deliver to Sublandlord a letter of acceptance of delivery of the Premises and confirmation of the Commencement Date.

Substantial Completion. A. When CONTRACTOR considers If Landlord shall be delayed in substantial completion as a result of Tenant Delays, then the entire Work ready for its intended use CONTRACTOR shall notify OWNER and ENGINEER in writing that the entire Work is substantially complete (except for items specifically listed by CONTRACTOR as incomplete) and request that ENGINEER issue a certificate of Substantial Completion. Promptly thereafter, OWNER, CONTRACTORCommencement Date, and ENGINEER Tenant’s obligation to begin paying Base Rent and Additional Charges, shall make an inspection be adjusted to reflect what the Commencement Date would have been if there had been no Tenant Delays. Notwithstanding the foregoing, if Tenant Delays occur and, as a result thereof, Landlord reasonably anticipates that Substantial Completion will not occur on or before the Scheduled Commencement Date, then at Landlord’s sole election and in addition to any other remedies that may be available to Landlord under the Lease or at law or in equity, at Landlord’s written request Tenant shall commence payment of Base Rent and Additional Charges on the Work to determine date one month following the status of completionScheduled Commencement Date. If ENGINEER does not consider Landlord makes such election, then the Work substantially completeInstallment of Base Rent, ENGINEER will notify CONTRACTOR in writing giving the reasons therefor. If ENGINEER considers the Work substantially completeand any installments of any components of Additional Charges, ENGINEER will prepare and deliver to OWNER a tentative certificate of that are first due after Substantial Completion which shall fix the date of Substantial Completion. There occurs shall be attached adjusted to reflect the actual Commencement Date. Landlord’s election, as set forth above, shall not constitute a waiver of any default by Tenant or any other remedy available to Landlord as a result thereof, to the certificate extent the circumstances giving rise to a tentative list of items to be completed Tenant Delay constitute a default by Tenant hereunder or corrected before final paymentunder the Lease. OWNER shall have Within seven (7) days after receipt written request of Landlord, Tenant agrees to give Landlord a letter confirming the tentative certificate during which to make written objection to ENGINEER as to any provisions of the certificate or attached list. If, after considering such objections, ENGINEER concludes Commencement Date and certifying that the Work is not substantially complete, ENGINEER will within 14 days after submission of the tentative certificate to OWNER notify CONTRACTOR in writing, stating the reasons therefor. If, after consideration of OWNER’s objections, ENGINEER considers the Work substantially complete, ENGINEER will within said 14 days execute and deliver to OWNER and CONTRACTOR a definitive certificate of Substantial Completion (with a revised tentative list of items to be completed or corrected) reflecting such changes from the tentative certificate as ENGINEER believes justified after consideration of any objections from OWNER. At the time of Tenant has accepted delivery of the tentative certificate of Substantial Completion ENGINEER will deliver to OWNER Premises and CONTRACTOR a written recommendation as to division of responsibilities pending final payment between OWNER and CONTRACTOR with respect to security, operation, safety, and protection that the condition of the WorkPremises complies with Landlord’s obligations hereunder. The plans and specifications related to Two Circle Star Way as drawn or assembled by K▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ & Partners, maintenanceInc. as called out below: GENERAL A0.0 COVER SHEET 1/22/98 A0.1 GENERAL INFORMATION SHEET/ TITLE 24 ENERGY COMPLIANCE 1/22/98 CIVIL C0.2 C1.l STORM WATER POLLUTION PREVENTION PLAN LAYOUT AND PAVING PLAN 11/14/97 Cl.2 LAYOUT AND PAVING PLAN 12/19/97 C2.1 GRADING PLAN 11/14/97 C2.2 GRADING PLAN 11/14/97 C3.1 UTILITY PLAN 11/14/97 C3.2 UTILITY PLAN 11/14/97 C4.1 DETAILS 11/14/97 C4.2 DETAILS 11/14/97 C4.3 DETAILS 12/19/97 ARCHITECTURAL A2.1 BUILDING ONE FIRST FLOOR PLAN 2/26/98 A2.2 BUILDING ONE SECOND FLOOR PLAN 1/22/98 A2.3 BUILDING ONE THIRD FLOOR PLAN 1/22/98 A2.4 BUILDING ONE FOURTH FLOOR PLAN 1/22/98 A2.5 ENLARGED CORE PLAN 1/22/98 A2.6 ENLARGED BATHROOM PLANS 1/22/98 A3.1 BUILDING ONE ROOF PLAN 1/22/98 A4.1 BUILDING ONE ELEVATIONS 2/26/98 A4.2 BUILDING ONE ELEVATIONS 1/22/98 A5.1 BUILDING SECTION 1/22/98 A5.2 TYPICAL WALL SECTIONS 1/22/98 A7.1 REFLECTED CEILING PLANS 3/5/97 A7.2 ENLARGED STAIR PLANS AND SECTIONS 1/22/98 A7.3 ENLARGED ELEVATOR PLANS AND SECTIONS 1/22/98 A7.4 DOOR AND HARDWARE SCHEDULE/ ROOM FINISH SCHEDULE 3/11/98 A8.1 EXTERIOR DETAILS 1/22/98 A8.2 DOOR/ WINDOW DETAILS 1/22/98 A8.3 ROOF DETAILS 1/22/98 A9.1 WALL TYPES 1/22/98 A9.2 INTERIOR DETAILS 1/22/98 A9.3 UL ASSEMBLIES 11/14/97 STRUCTURAL S0.l GENERAL NOTES 10/6/97 S2.1 BUILDING ONE FOUNDATION/ FIRST FLOOR FRAMING PLAN 10/6/97 S2.2 BUILDING ONE 2ND FLR. FRAMING PLAN 10/6/97 S2.3 BUILDING ONE 3RD FLR. FRAMING PLAN 10/6/97 S2.4 BUILDING ONE 4TH FLR. FRAMING PLAN 10/6/97 S2.5 BUILDING ONE ROOF FRAMING PLAN 10/6/97 S2.5A BUILDING ONE ROOF SCREEN/ SLAB REINFORCING PLAN 10/6/97 S3.1 TYPICAL CONCRETE DETAILS 7/23/97 S3.2 CONCRETE DETAILS NO. 1 10/6/97 S3.3 CONCRETE DETAILS NO. 2 10/6/97 S3.4 CONCRETE DETAILS NO. 3 10/6/97 S5.1 TYPICAL METAL DECK DETAILS NO. 1 10/6/97 S5.2 TYPICAL METAL DECK DETAILS NO. 2 10/6/97 S5.3 TYPICAL STEEL DETAILS 10/6/97 S5.4 COLUMN SCHEDULE AND DETAILS 10/6/97 S5.5 BRACED FRAME ELEVATIONS AND DETAILS 10/6/97 S5.6 STEEL DETAILS NO. 1 10/6/97 S5.7 STEEL DETAILS NO. 2 10/6/97 S9.1 PRECAST PANEL SUPPORT PLAN 10/6/97 S9.2 PRECAST PANEL SUPPORT PLAN 7/30/97 S9.3 PRECAST PANEL SUPPORT DETAILS 10/6/97 LANDSCAPE L-l PHASE ONE NOTES AND LEGEND 2/6/98 L-2 PHASE ONE LAYOUT AND GRADING PLAN 2/6/98 L-3 PHASE ONE PLATING PLAN 2/6/98 L-4 PHASE ONE IRRIGATION 2/6/98 L-5 PHASE ONE DETAILS 7/28/97 L-6 PHASE ONE DETAILS 11/26/97 L-7 PHASE ONE DETAILS 2/6/98 MECHANICAL AC0.01 TITLE 24, heatDRAWING SCHEDULE, utilitiesMANDATORY 3/10/98 MEASURES, insurance, and warranties and guarantees. Unless OWNER and CONTRACTOR agree otherwise in writing and so inform ENGINEER in writing prior to ENGINEER’s issuing the definitive certificate of Substantial Completion, ENGINEER’s aforesaid recommendation will be binding on OWNER and CONTRACTOR until final payment. B. OWNER shall have the right to exclude CONTRACTOR from the Site after the date of Substantial Completion, but OWNER shall allow CONTRACTOR reasonable access to complete or correct items on the tentative list.AND GENERAL NOTES 3/10/98 AC0.02 EQUIPMENT SCHEDULE 3/10/98 AC1.01 FIRST FLOOR HVAC PLAN 3/10/98 AC1.02 SECOND FLOOR HVAC PLAN 3/10/98 AC1.03 THIRD FLOOR HVAC PLAN 3/10/98 AC1.04 FOURTH FLOOR HVAC PLAN 3/10/98 AC1.05 ROOF PLAN 3/10/98 AC1.06 ROOF COORDINATION PLAN 3/10/98 AC2.01 PIPING SCHEMATICS AND DETAILS 3/10/98 AC7.01 WIRING AND CONTROLS 3/10/98 ELECTRICAL CIR-E0 COVER SHEET 7/23/97 CIR-SE1 SITE LIGHTING PLAN 7/23/97 CIR-SE2 SITE LIGHTING PLAN 7/23/97 CIR-E1 FIRST FLOOR LIGHTING PLAN 7/23/97 CIR-E2 SECOND FLOOR LIGHTING PLAN 7/23/97 CIR-E3 THIRD FLOOR LIGHTING PLAN 7/23/97 CIR-E4 FOURTH FLOOR LIGHTING PLAN 7/23/97 CIR-E5 FIRST FLOOR POWER PLAN 7/23/97 CIR-E6 SECOND FLOOR POWER PLAN 7/23/97 CIR-E7 THIRD FLOOR POWER PLAN 7/23/97 CIR-E8 FOURTH FLOOR POWER PLAN 7/23/97 CIR-E9 FIRST FLOOR MECHANICAL PLAN 7/23/97 CIR-E10 SECOND FLOOR MECHANICAL PLAN 7/23/97 CIR-E11 THIRD FLOOR MECHANICAL PLAN 7/23/97 CIR-E12 FOURTH FLOOR MECHANICAL PLAN 7/23/97 CIR-E13 ROOF MECHANICAL PLAN 7/23/97 CIR-E14 SINGLE LINE DIAGRAM 11/24/97 CIR-E15 PANEL SCHEDULES 7/23/97 CIR-E16 PANEL SCHEDULES 7/23/97 CIR-E17 TITLE 24 7/23/97 PLUMBING P▇▇ ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇ ▇▇/▇▇/▇▇ ▇▇▇ ▇▇▇ ▇▇▇▇▇ ABOVE GRADE 12/18/97 P2 2ND FLOOR 12/18/97 P▇ ▇▇▇ ▇▇▇▇▇ ▇▇/▇▇/▇▇ ▇▇ ▇▇▇ ▇▇▇▇▇ 12/18/97 P5 ROOF PLAN 12/18/97 FIRE ALARM SYSTEM FA-1 FIRST FLOOR BUILDING ONE 12/5/97 FA-2 SECOND FLOOR BUILDING ONE 12/5/97 FA-3 THIRD FLOOR BUILDING ONE 1▇/▇/▇▇ ▇▇-▇ ▇▇▇▇▇▇ ▇▇▇▇▇ BUILDING ONE 12/5/97 FA-5 ROOF PLAN BUILDING ONE 12/5/97

Substantial Completion. A. When the CONTRACTOR considers that the entire Work ready for its intended use Work, or a portion thereof, which the OWNER agrees to accept separately, is Substantially Complete, the CONTRACTOR shall notify OWNER and ENGINEER in writing that the entire Work is substantially complete (except for items specifically listed by CONTRACTOR as incomplete) and request that ENGINEER issue a certificate of Substantial Completion. Promptly thereafter, OWNER, CONTRACTOR, and ENGINEER shall make an inspection of the Work to determine the status of completion. If ENGINEER does not consider the Work substantially complete, ENGINEER will notify CONTRACTOR in writing giving the reasons therefor. If ENGINEER considers the Work substantially complete, ENGINEER will prepare and deliver to OWNER a tentative certificate of Substantial Completion which shall fix the date of Substantial Completion. There shall be attached submit to the certificate OWNER’S REPRESENTATIVE a tentative comprehensive list of items to be completed or corrected before final paymentand corrected. OWNER The CONTRACTOR shall have seven days after proceed promptly to complete and correct items on the list. Failure to include an item on the list does not relieve the CONTRACTOR of the responsibility to complete all Work in accordance with the Contract Documents. Upon receipt of the tentative certificate during which to CONTRACTOR's list, the OWNER’S REPRESENTATIVE will make written objection to ENGINEER as to any provisions an inspection, and with the approval of the certificate or attached list. IfOWNER, after considering such objections, ENGINEER concludes that the Work is not substantially complete, ENGINEER will within 14 days after submission of the tentative certificate to OWNER notify CONTRACTOR in writing, stating the reasons therefor. If, after consideration of OWNER’s objections, ENGINEER considers the Work substantially complete, ENGINEER will within said 14 days execute and deliver to OWNER and CONTRACTOR a definitive certificate of Substantial Completion (with a revised tentative list of items to be completed or corrected) reflecting such changes from the tentative certificate as ENGINEER believes justified after consideration of any objections from OWNER. At the time of delivery of the tentative certificate of Substantial Completion ENGINEER will deliver to OWNER and CONTRACTOR a written recommendation as to division of responsibilities pending final payment between OWNER and CONTRACTOR with respect to security, operation, safety, and protection of determine whether the Work, maintenanceor designated portion thereof, heatis Substantially Complete. If the OWNER’S REPRESENTATIVE's inspection discloses any item, utilitieswhether or not included on the CONTRACTOR's list, insurancewhich is not in accordance with the requirements of the Contact Documents, and warranties and guarantees. Unless OWNER and the CONTRACTOR agree otherwise in writing and so inform ENGINEER in writing prior to ENGINEER’s issuing shall, before issuance of the definitive certificate Certificate of Substantial Completion, ENGINEER’s aforesaid recommendation complete or correct such item upon notification by the OWNER’S REPRESENTATIVE. The CONTRACTOR may request additional inspections by the OWNER’S REPRESENTATIVE as may be reasonable to determine when Substantial Completion has been achieved. When the Work or designated portion thereof, is Substantially Complete, the OWNER’S REPRESENTATIVE will be binding on prepare a Certificate of Substantial Completion which shall establish the date of Substantial Completion and shall establish responsibilities of the OWNER and CONTRACTOR until final payment. B. OWNER for: Security Maintenance Water, sewer, electric and other utilities Damages to the Work; and Insurance Responsibilities The Certificate shall have also establish the right time within which the CONTRACTOR shall finish all items on the list of incomplete Work or corrections otherwise necessary to exclude CONTRACTOR from meet the Site after requirements of the Contract Documents. Warranties required by the Contract Documents shall commence on the date of Substantial Completion, but or designated portion thereof, unless otherwise provided in the Certificate of Substantial Completion. The Certificate of Substantial Completion shall be submitted to the OWNER and CONTRACTOR for their written acceptance of responsibilities assigned to each. Upon Substantial Completion of the Work, or designated portion thereof, and upon application by the CONTRACTOR, certification by the OWNER’S REPRESENTATIVE, and approval by the OWNER, the OWNER shall allow CONTRACTOR reasonable access to complete make payment, reflecting adjustment in retainage, if any, for such Work or correct items on portion thereof as provided in the tentative listContract Documents.

Substantial Completion. A. When CONTRACTOR considers (a) Developer shall give Mall II Buyer quarterly updates of the entire Work ready progress of construction of the Mall Improvements and the Palazzo Casino Resort and monthly updates for its intended use CONTRACTOR shall notify OWNER and ENGINEER in writing that the entire Work is substantially complete six (except for items specifically listed by CONTRACTOR as incomplete6) and request that ENGINEER issue a certificate of months immediately preceding the date on which Developer expects to achieve Substantial Completion. Promptly thereafter, OWNER, CONTRACTOR, and ENGINEER Developer shall make an inspection of the Work to determine the status of completion. If ENGINEER does not consider the Work substantially complete, ENGINEER will notify CONTRACTOR in writing giving the reasons therefor. If ENGINEER considers the Work substantially complete, ENGINEER will prepare and deliver to OWNER a tentative certificate of achieve Substantial Completion which shall fix by the date that is the earlier of (i) thirty-six (36) months after the date on which sufficient permits are received to allow Developer to begin construction in compliance with Legal Requirements and (ii) March 1, 2008, as the same may be extended due to Force Majeure, Construction Delays or Buyer Delays (the "OUTSIDE SUBSTANTIAL COMPLETION DATE"). In the event that, despite Developer's diligent efforts, Substantial Completion. There Completion has not occurred by the Outside Substantial Completion Date and Developer shall nevertheless be endeavoring diligently to complete the Mall Improvements, then so long as Mall II Buyer is not in default of any obligations under this Agreement, Mall II Buyer shall be attached entitled to liquidated damages (the certificate a tentative list "INTERIM LIQUIDATED DAMAGES") in the amount of items $5,000 per day for each day after the Outside Substantial Completion Date on which Substantial Completion has not occurred up to be completed or corrected before final paymentand including the date that is six (6) months after the Outside Substantial Completion Date and $10,000 per day for each day from and after said date to and including the date that is one (1) year after the Outside Substantial Completion Date on which Substantial Completion has not occurred. OWNER shall have seven days after receipt of During the tentative certificate one year period during which Interim Liquidated Damages are payable, Developer shall also reimburse Mall II Buyer for actual out-of-pocket damages incurred and paid to make written objection to ENGINEER as to Tenants under said Tenant's Leases (including any provisions of the certificate reduced rent, rent abatements or attached list. If, after considering such objections, ENGINEER concludes that the Work is not substantially complete, ENGINEER will within 14 days after submission of the tentative certificate to OWNER notify CONTRACTOR other rent concessions under said Tenant's Leases) resulting from Developer's delay in writing, stating the reasons therefor. If, after consideration of OWNER’s objections, ENGINEER considers the Work substantially complete, ENGINEER will within said 14 days execute and deliver to OWNER and CONTRACTOR a definitive certificate of achieving Substantial Completion (with "LEASE DAMAGES"). (b) If Substantial Completion has not occurred on or before the date that is one (1) year after the Outside Substantial Completion Date, subject to extension for Force Majeure, Construction Delays and Buyer Delays, then Mall II Buyer and Developer agree that it would be impracticable and extremely difficult to ascertain the actual damage to Mall II Buyer as a revised tentative list of items to be completed or corrected) reflecting such changes from the tentative certificate as ENGINEER believes justified after consideration of any objections from OWNER. At the time of delivery result of the tentative certificate failure of Developer to achieve Substantial Completion ENGINEER will deliver to OWNER by such date and CONTRACTOR that the Buyer Liquidated Damages Amount is a written recommendation as to division of responsibilities pending final payment between OWNER and CONTRACTOR with respect to security, operation, safety, and protection reasonable estimate of the Workdamages which Mall II Buyer will incur as a result of such failure and, maintenancein such an event, heat, utilities, insurance, Developer shall pay to Mall II Buyer the Buyer Liquidated Damages Amount and warranties and guaranteesDeveloper shall be responsible to pay the Lease Damages. Unless OWNER and CONTRACTOR agree otherwise The "BUYER LIQUIDATED DAMAGES AMOUNT" as used in writing and so inform ENGINEER in writing prior to ENGINEER’s issuing the definitive certificate of Substantial Completion, ENGINEER’s aforesaid recommendation will be binding on OWNER and CONTRACTOR until final paymentthis Agreement shall mean one hundred million dollars ($100,000,000). B. OWNER shall have the right to exclude CONTRACTOR from the Site after the date of Substantial Completion, but OWNER shall allow CONTRACTOR reasonable access to complete or correct items on the tentative list.

Substantial Completion. A. When CONTRACTOR considers (a) Project Co shall deliver a notice of the entire date anticipated to be the Substantial Completion Date to CHH and the Consultant at least 90 days prior to the date anticipated by Project Co to be the Substantial Completion Date. Project Co acknowledges that CHH needs a minimum of 90 days notice prior to the anticipated Substantial Completion Date to prepare for Commissioning. Project Co shall advise CHH and the Consultant of any change in the anticipated date. Project Co shall, by the date which is 20 days prior to the anticipated Substantial Completion Date as set out in Project Co’s notice, prepare a list, in electronic format on software that identifies deficiencies by division, trade and location (“Project Co’s Preliminary Minor Deficiencies List”) of Minor Deficiencies, including an estimate of the cost of and the time for rectifying such Minor Deficiencies. (b) Project Co shall reconfirm the anticipated Substantial Completion Date in a notice given to CHH and to the Consultant 20 days prior to the anticipated Substantial Completion Date which notice shall include a copy of Project Co’s Preliminary Minor Deficiencies List. Project Co shall plan for start-up and verification of all systems to be completed no later than 7 days prior to the anticipated Substantial Completion Date. Project Co shall reconfirm the anticipated Substantial Completion Date and when Project Co is satisfied that it has completed all of the requirements for Substantial Completion, Project Co shall apply to CHH and the Consultant for certification of Substantial Completion in a notice to CHH and the Consultant by the date which is 10 days prior to the anticipated Substantial Completion Date. The Consultant shall in the next following 10 days, proceed to review and inspect the Work ready for the purpose of: (i) confirming the achievement of Substantial Completion and providing its intended use CONTRACTOR shall notify OWNER report with respect thereto pursuant to Section 16.1(d); (ii) certifying substantial performance of the Work in accordance with the Construction Lien Act (Ontario) pursuant to Section 16.1(c); and ENGINEER in writing that (iii) taking into account Project Co’s Preliminary Minor Deficiencies List, preparing its own list of Minor Deficiencies (the entire Work is substantially complete (except for items specifically listed by CONTRACTOR as incomplete“Minor Deficiencies List”) and request its estimate of the cost of and the time for rectifying the Minor Deficiencies set out in the Minor Deficiencies List. (c) When the Consultant is satisfied that ENGINEER issue substantial performance of the Work in accordance with the Construction Lien Act (Ontario) has been achieved, the Consultant shall provide Project Co and CHH with a certificate of substantial performance in accordance with the Construction Lien Act (Ontario). (d) When the Consultant is satisfied that Substantial Completion has been achieved, the Consultant shall provide to CHH and to Project Co a report confirming the Minor Deficiencies List and the date on which the Consultant determines that Substantial Completion was achieved. Failure to include an item on the Minor Deficiencies List does not alter the responsibility of Project Co to complete the Work. (e) The Consultant shall state the Substantial Completion Date as set out in its report delivered under Section 16.1(d) in a certificate. (f) The Consultant shall prepare the Minor Deficiencies List before a certificate of Substantial Completion. Promptly thereafter, OWNER, CONTRACTORCompletion is issued, and ENGINEER if the certificate referred to in Section 16.1(c) has been issued, then the Consultant shall make an inspection of not withhold the Work to determine the status of completion. If ENGINEER does not consider the Work substantially complete, ENGINEER will notify CONTRACTOR in writing giving the reasons therefor. If ENGINEER considers the Work substantially complete, ENGINEER will prepare and deliver to OWNER a tentative certificate of Substantial Completion which by reason solely that there are such Minor Deficiencies. (g) Project Co shall fix publish in a construction trade newspaper in the date of Substantial Completion. There shall be attached to the certificate a tentative list of items to be completed or corrected before final payment. OWNER shall have seven days after receipt area of the tentative certificate during which to make written objection to ENGINEER as to any provisions of the certificate or attached list. If, after considering such objections, ENGINEER concludes that the Work is not substantially complete, ENGINEER will within 14 days after submission of the tentative certificate to OWNER notify CONTRACTOR in writing, stating the reasons therefor. If, after consideration of OWNER’s objections, ENGINEER considers the Work substantially complete, ENGINEER will within said 14 days execute and deliver to OWNER and CONTRACTOR a definitive certificate of Substantial Completion (with a revised tentative list of items to be completed or corrected) reflecting such changes from the tentative certificate as ENGINEER believes justified after consideration of any objections from OWNER. At the time of delivery of the tentative certificate of Substantial Completion ENGINEER will deliver to OWNER and CONTRACTOR a written recommendation as to division of responsibilities pending final payment between OWNER and CONTRACTOR with respect to security, operation, safety, and protection location of the Work, maintenance, heat, utilities, insurancea copy of the certificate of substantial performance in accordance with the Construction Lien Act (Ontario) and Project Co shall provide suitable evidence of the publication to the Consultant and CHH. (h) CHH may withhold from the payment otherwise due on the Substantial Completion Payment Date a holdback amount that is [REDACTED]% of the amount estimated by the Consultant for CHH to complete and rectify the Minor Deficiencies. The Consultant shall inspect the completion of the Minor Deficiencies and shall provide a monthly progress report to CHH describing the Minor Deficiencies which have been completed to the satisfaction of the Consultant, and CHH shall release from such holdback the amount of any holdback allocated to the Minor Deficiencies which have been completed. If, at any time after the 120 day period for completion of the Minor Deficiencies referred to in Section 5.2 of Schedule 18 – Payments and Holdbacks, any of the Minor Deficiencies are not completed in 10 Business Days following Project Co’s receipt of a written notice from CHH to correct the deficient work, or Project Co is not diligently working towards completion of the deficient work to the satisfaction of the Consultant, and unless CHH otherwise agrees, or the reasons for any delay are acceptable to CHH, or the delay is caused by CHH or a CHH Party, CHH may engage others to perform the work necessary to complete and rectify the Minor Deficiencies at the risk and cost of Project Co and CHH may deduct such cost from the holdback amount or any other amount remaining owing by CHH to Project Co. If the cost of completion and rectification of any Minor Deficiencies exceeds the amount held back by CHH, then Project Co shall reimburse CHH for all such excess costs. (i) Project Co shall assign to CHH and submit with the application for Substantial Completion, all guarantees, warranties (whether from manufacturers, or Project Co Parties), certificates, preliminary testing and guaranteesbalancing reports, distribution system diagrams, maintenance and operation instructions, maintenance manuals and materials and any other materials or documentation required to be submitted under this Project Agreement and otherwise required for the proper use and operation of the Work for the Project (collectively, the “Project Deliverables”). Unless OWNER If Project Co requests, Project Co and CONTRACTOR the Consultant shall, within 60 days following the request of Project Co, settle and agree otherwise upon a list specifying in writing reasonable detail the items to be assigned and so inform ENGINEER submitted under the foregoing sentence. If Project Co is unable to provide any of the Project Deliverables for any reason, Project Co may submit a list of the outstanding Project Deliverables and if a delay in the delivery of such outstanding Project Deliverables will not impair the safety, security or health of the occupants of the Project, such outstanding Project Deliverables shall be included as Minor Deficiencies. Failure to submit any of the Project Deliverables that are required for the safe occupation and use of the Work and as may be necessary for the security and health of the occupants of the Project, shall be grounds for the Consultant to reject Project Co’s application for Substantial Completion. For the purposes of Section 16.1(h), and any holdback to be taken as contemplated thereunder, the value of such outstanding Project Deliverables shall, without regard to the degree or quantum of such outstanding Project Deliverables, be set at $[REDACTED]. The assignment by Project Co of all guarantees and warranties shall expressly reserve the right of Project Co to make any claims under such guarantees and warranties for the repair or replacement of any Work and such assignment shall in no way prejudice any rights of or benefits accruing to Project Co pursuant to such guarantees and warranties. For greater certainty, nothing herein is intended to constitute a release or waiver of the obligation of Project Co to submit and assign (as applicable) to CHH all of the Project Deliverables. (j) The submission of an application for payment upon Substantial Completion shall constitute a waiver by Project Co of all claims whatsoever against CHH under this Project Agreement, whether for a change in the Guaranteed Price, extension of the Contract Time or otherwise, except (i) those made in writing prior to ENGINEERProject Co’s issuing the definitive certificate application for payment upon Substantial Completion and still unsettled; (ii) any third party claim which Project Co was not aware of Substantial Completionat such time and with respect to which Project Co is entitled to indemnification from CHH in accordance with this Project Agreement; and (iii) subject to any subsequent waiver under Section 34.1, ENGINEER’s aforesaid recommendation will be binding on OWNER and CONTRACTOR until final payment. B. OWNER shall have the right to exclude CONTRACTOR from the Site claims arising out of any act or omission of CHH or any CHH Party after the date of Substantial Completionthe waiver, but OWNER shall allow CONTRACTOR reasonable access to complete or correct items on and third-party claims arising after the tentative listdate of the waiver. For greater certainty, for the purposes of clauses (i) and (ii) above, a third party claim does not include any claim by a Project Co Party.

Substantial Completion. A. When CONTRACTOR considers Trane may provide written notice to Customer that one or more of the entire Work ready for its intended use CONTRACTOR shall notify OWNER and ENGINEER items comprising the Services described in writing that the entire Work is Exhibit B (each, a “Service Element”) is/are substantially complete (except for items specifically listed by CONTRACTOR as incomplete) and request that ENGINEER Customer issue a certificate of Substantial Completion. Promptly thereafter, OWNER, CONTRACTOR, and ENGINEER shall make an inspection of the Work to determine the status of completion. If ENGINEER does not consider the Work substantially complete, ENGINEER will notify CONTRACTOR in writing giving the reasons therefor. If ENGINEER considers the Work substantially complete, ENGINEER will prepare and deliver to OWNER a tentative certificate Certificate of Substantial Completion which shall fix and Acceptance with respect to such Service Elements, substantially in the form of Exhibit B.1. Substantial Completion with respect to a Service Element is the date when the specified Services have been performed or installed and are operating as required by this Agreement, with only minor work remaining as may be specified on a punch list agreed to by Customer and Trane and, if applicable, annexed to the Certificate of Substantial CompletionCompletion and Acceptance. There Customer shall be attached to the certificate a tentative list of items to be completed or corrected before final payment. OWNER shall have seven within fourteen (14) days after following receipt of the tentative certificate during which to make written objection to ENGINEER as to any provisions of the certificate or attached list. If, after considering such objections, ENGINEER concludes that the Work is not substantially complete, ENGINEER will within 14 days after submission of the tentative certificate to OWNER notify CONTRACTOR in writing, stating the reasons therefor. If, after consideration of OWNER’s objections, ENGINEER considers the Work substantially complete, ENGINEER will within said 14 days execute and deliver to OWNER and CONTRACTOR a definitive certificate Certificate of Substantial Completion (with a revised tentative list of items to be completed or corrected) reflecting such changes from and Acceptance inspect the tentative certificate as ENGINEER believes justified after consideration of any objections from OWNER. At specified Service Element and either execute the time of delivery of the tentative certificate Certificate of Substantial Completion ENGINEER will deliver and Acceptance or reject such certificate setting forth in detail the reasons for such rejection. If Customer fails to OWNER accept or reject the Certificate of Substantial Completion and CONTRACTOR a written recommendation as Acceptance within such fourteen (14) day period, Customer shall be deemed to division have accepted the Services outlined in the Certificate of responsibilities pending final payment between OWNER Substantial Completion and CONTRACTOR Acceptance and the Substantial Completion Date with respect to securitythe applicable Service Element shall be deemed the date such certificate was issued. . If Customer timely and properly rejects such certificate, operation, safety, Trane will correct deficiencies in the Services and protection will issue another Certificate of Substantial Completion and Acceptance to Customer. The procedure set forth above shall be repeated until the Certificate of Substantial Completion and Acceptance shall have been executed or deemed executed by the Customer. Customer’s acceptance of the Work, maintenance, heat, utilities, insurance, and warranties and guarantees. Unless OWNER and CONTRACTOR agree otherwise in writing and so inform ENGINEER in writing prior to ENGINEER’s issuing the definitive certificate Certificate of Substantial CompletionCompletion and Acceptance shall not be unreasonably withheld, ENGINEER’s aforesaid recommendation will be binding on OWNER conditioned or delayed by Customer. Exhibit B.1 may specify the responsibilities between Customer and CONTRACTOR until final paymentTrane for Performance Period Services (pursuant to Exhibit G) and any adjustment of compensation therefor. B. OWNER shall have the right to exclude CONTRACTOR from the Site after the date of Substantial Completion, but OWNER shall allow CONTRACTOR reasonable access to complete or correct items on the tentative list.

Substantial Completion. ‌ A. When CONTRACTOR considers the entire Work ready for its intended use use, CONTRACTOR shall notify OWNER and ENGINEER CITY REP, in writing writing, that the entire Work is substantially complete (except for items specifically listed by CONTRACTOR as incomplete) and request that ENGINEER CITY REP issue a certificate of Substantial Completion. Promptly thereafter, OWNER, CONTRACTOR, CITY REP and ENGINEER the Project Designer shall make an inspection of the Work to determine the status of completion. If ENGINEER CITY does not consider the Work substantially complete, ENGINEER CITY REP will notify CONTRACTOR in writing giving the reasons therefor. If ENGINEER CITY considers the Work substantially complete, ENGINEER CITY REP, with the concurrence of CITY and assistance from the Project Designer, will prepare and deliver to OWNER a tentative certificate of Substantial Completion which shall fix the date of Substantial Completion. There shall be attached to the certificate a tentative list (punch list) of items to be completed or corrected before final payment. OWNER shall have seven days after receipt of the tentative certificate during which to make written objection to ENGINEER as to any provisions of the certificate or attached list. If, after considering such objections, ENGINEER concludes that the Work is not substantially complete, ENGINEER will within 14 days after submission of the tentative certificate to OWNER notify CONTRACTOR in writing, stating the reasons therefor. If, after consideration of OWNER’s objections, ENGINEER considers the Work substantially complete, ENGINEER will within said 14 days execute acceptance and deliver to OWNER and CONTRACTOR a definitive certificate of Substantial Completion (with a revised tentative and shall fix the date of Substantial Completion. The list of items to be completed or corrected) reflecting such changes from corrected shall be attached to the tentative certificate as ENGINEER believes justified after consideration of any objections from OWNERSubstantial Completion when it is issued to CONTRACTOR. At the time of delivery of the tentative certificate of Substantial Completion ENGINEER and list, CITY REP will also deliver to OWNER and CONTRACTOR a written recommendation as to a division of responsibilities pending final payment between OWNER CITY and CONTRACTOR with respect to security, operation, safety, and protection of the Work, maintenance, heat, utilities, utilities and insurance, and warranties and guarantees. Unless OWNER and until CONTRACTOR and CITY agree otherwise in writing and so inform ENGINEER in writing prior to ENGINEER’s issuing the definitive certificate of Substantial Completionwriting, ENGINEER’s aforesaid this recommendation will shall be binding on OWNER CITY and CONTRACTOR until final paymentCONTRACTOR. B. OWNER CITY shall have the right to exclude CONTRACTOR from the Site Work after the date of Substantial Completion, but OWNER CITY shall allow CONTRACTOR reasonable access to complete or correct items on the tentative punch list.

Substantial Completion. A. When CONTRACTOR considers (a) Project Co shall deliver a notice of the entire Work ready date anticipated to be the Substantial Completion Date to CMH and the Consultant at least 90 days prior to the date anticipated by Project Co to be the Substantial Completion Date. Project Co acknowledges that CMH needs a minimum of 90 days’ notice prior to the anticipated Substantial Completion Date to prepare for its intended use CONTRACTOR Commissioning. Project Co shall notify OWNER advise CMH and ENGINEER the Consultant of any change in writing the anticipated date. Project Co shall, by the date which is 20 days prior to the anticipated Substantial Completion Date as set out in Project Co’s notice, prepare a list, in electronic format on software that identifies deficiencies by division, trade and location (“Project Co’s Preliminary Minor Deficiencies List”) of Minor Deficiencies, including an estimate of the entire Work cost of and the time for rectifying such Minor Deficiencies. (b) Project Co shall reconfirm the anticipated Substantial Completion Date in a notice given to CMH and to the Consultant 20 days prior to the anticipated Substantial Completion Date which notice shall include a copy of Project Co’s Preliminary Minor Deficiencies List. Project Co shall plan for start-up and verification of all systems to be completed no later than 7 days prior to the anticipated Substantial Completion Date. Project Co shall reconfirm the anticipated Substantial Completion Date and when Project Co is substantially complete (except satisfied that it has completed all of the requirements for items specifically listed by CONTRACTOR as incomplete) Substantial Completion, Project Co shall apply to CMH and request that ENGINEER issue a certificate the Consultant for certification of Substantial CompletionCompletion in a notice to CMH and the Consultant by the date which is 10 days prior to the anticipated Substantial Completion Date. Promptly thereafterThe Consultant shall in the next following 10 days, OWNER, CONTRACTOR, proceed to review and ENGINEER shall make an inspection inspect the Work for the purpose of: (i) confirming the achievement of Substantial Completion and providing its report with respect thereto pursuant to Section 16.2(d); (ii) certifying substantial performance of the Work in accordance with the Construction Lien Act (Ontario) pursuant to determine the status of completion. If ENGINEER does not consider the Work substantially complete, ENGINEER will notify CONTRACTOR in writing giving the reasons therefor. If ENGINEER considers the Work substantially complete, ENGINEER will prepare and deliver to OWNER a tentative certificate of Substantial Completion which shall fix the date of Substantial Completion. There shall be attached to the certificate a tentative list of items to be completed or corrected before final payment. OWNER shall have seven days after receipt of the tentative certificate during which to make written objection to ENGINEER as to any provisions of the certificate or attached list. If, after considering such objections, ENGINEER concludes that the Work is not substantially complete, ENGINEER will within 14 days after submission of the tentative certificate to OWNER notify CONTRACTOR in writing, stating the reasons therefor. If, after consideration of OWNER’s objections, ENGINEER considers the Work substantially complete, ENGINEER will within said 14 days execute and deliver to OWNER and CONTRACTOR a definitive certificate of Substantial Completion (with a revised tentative list of items to be completed or corrected) reflecting such changes from the tentative certificate as ENGINEER believes justified after consideration of any objections from OWNER. At the time of delivery of the tentative certificate of Substantial Completion ENGINEER will deliver to OWNER and CONTRACTOR a written recommendation as to division of responsibilities pending final payment between OWNER and CONTRACTOR with respect to security, operation, safety, and protection of the Work, maintenance, heat, utilities, insurance, and warranties and guarantees. Unless OWNER and CONTRACTOR agree otherwise in writing and so inform ENGINEER in writing prior to ENGINEER’s issuing the definitive certificate of Substantial Completion, ENGINEER’s aforesaid recommendation will be binding on OWNER and CONTRACTOR until final payment. B. OWNER shall have the right to exclude CONTRACTOR from the Site after the date of Substantial Completion, but OWNER shall allow CONTRACTOR reasonable access to complete or correct items on the tentative list.Section 16.2(c); and

Substantial Completion. A. When the CONTRACTOR considers that the entire Work ready for its intended use or a portion thereof, which the CITY agrees to accept separately, is Substantially Complete, the CONTRACTOR shall notify OWNER and ENGINEER in writing that the entire Work is substantially complete (except for items specifically listed by CONTRACTOR as incomplete) and request that ENGINEER issue a certificate of Substantial Completion. Promptly thereafter, OWNER, CONTRACTOR, and ENGINEER shall make an inspection of the Work to determine the status of completion. If ENGINEER does not consider the Work substantially complete, ENGINEER will notify CONTRACTOR in writing giving the reasons therefor. If ENGINEER considers the Work substantially complete, ENGINEER will prepare and deliver to OWNER a tentative certificate of Substantial Completion which shall fix the date of Substantial Completion. There shall be attached submit to the certificate Project Engineer a tentative comprehensive list of items to be completed or corrected before final paymentand corrected. OWNER The CONTRACTOR shall have seven days after proceed promptly to complete and correct items on the list. Failure to include an item on the list does not relieve the CONTRACTOR of the responsibility to complete all Work in accordance with the Contract Documents. Upon receipt of the tentative certificate during which to CONTRACTOR’s list, the Project Engineer will make written objection to ENGINEER as to any provisions an inspection, and with the approval of the certificate or attached list. IfCITY, after considering such objections, ENGINEER concludes that the Work is not substantially complete, ENGINEER will within 14 days after submission of the tentative certificate to OWNER notify CONTRACTOR in writing, stating the reasons therefor. If, after consideration of OWNER’s objections, ENGINEER considers the Work substantially complete, ENGINEER will within said 14 days execute and deliver to OWNER and CONTRACTOR a definitive certificate of Substantial Completion (with a revised tentative list of items to be completed or corrected) reflecting such changes from the tentative certificate as ENGINEER believes justified after consideration of any objections from OWNER. At the time of delivery of the tentative certificate of Substantial Completion ENGINEER will deliver to OWNER and CONTRACTOR a written recommendation as to division of responsibilities pending final payment between OWNER and CONTRACTOR with respect to security, operation, safety, and protection of determine whether the Work, maintenanceor designated portion thereof, heatis Substantially Complete. If the Project Engineer’s inspection discloses any item, utilitieswhether or not included on the CONTRACTOR’s list, insurancewhich is not in accordance with the requirements of the Contract Documents, and warranties and guarantees. Unless OWNER and the CONTRACTOR agree otherwise in writing and so inform ENGINEER in writing prior to ENGINEER’s issuing shall, before issuance of the definitive certificate Certificate of Substantial Completion, ENGINEER’s aforesaid recommendation complete or correct such item upon notification by the Project Engineer. The CONTRACTOR may request additional inspections by the Project Engineer as may be reasonable to determine when Substantial Completion has been achieved. When the Work or designated portion thereof, is Substantially Complete, the Project Engineer will be binding on OWNER prepare a Certificate of Substantial Completion that shall establish the date of Substantial Completion and shall establish responsibilities of the CITY and CONTRACTOR until final payment. B. OWNER for: • Security; • Maintenance; • Water, sewer, electric and other utilities; • Damages to the Work; and • Insurance Responsibilities The Certificate shall have also establish the right time within which the CONTRACTOR shall finish all items on the list of incomplete Work or corrections otherwise necessary to exclude CONTRACTOR from meet the Site after requirements of the Contract Documents. Warranties required by the Contract Documents shall commence on the date of Substantial Completion, but OWNER or designated portion thereof, unless otherwise provided in the Certificate of Substantial Completion. The Certificate of Substantial Completion shall allow be submitted to the CITY and CONTRACTOR reasonable access for their written acceptance of responsibilities assigned to complete each. Upon Substantial Completion of the Work, or correct items on designated portion thereof, and upon application by the tentative listCONTRACTOR, certification by the Project Engineer, and approval by the CITY, the CITY shall make payment, reflecting adjustment in retainage, if any, for such Work or portion thereof as provided in the Contract Documents.

Substantial Completion. A. When CONTRACTOR Contractor considers a Deliverable Portion of Work Substantially Complete, Contractor shall prepare for Owner Parties’ review and approval a comprehensive list of incomplete and unsatisfactory items. Owner Parties will edit and supplement this list, as appropriate, and when approved the entire list shall be the Punch List for such Deliverable Portion of Work. Contractor and Owner Parties shall also, at the same time they develop the first Punch List, establish a schedule (the “Punch List Schedule”) setting forth anticipated dates for Owner Parties’ inspections of all anticipated Deliverable Portions of Work ready to determine Substantial Completion and Final Completion of the same. Notwithstanding anything to the contrary contained in the Contract Documents, a Deliverable Portion of Work with systems - e.g., mechanical, electrical, HVAC - shall not be considered Substantially Complete until it has demonstrated a minimum of thirty (30) consecutive Days of successful, trouble-free operation, beginning after all inspections and testing have been completed for its intended use CONTRACTOR shall notify OWNER such Deliverable Portion of Work. SAMPLE Once a Punch List and ENGINEER in writing that Punch List Schedule are mutually accepted, Owner Parties will inspect the entire Project to determine if each Deliverable Portion of Work is substantially complete (except for items specifically listed by CONTRACTOR as incomplete) Substantially Complete. During inspection, if Owner Parties determine any incomplete or incorrect item, whether or not included on the Punch List, causes the Deliverable Portion of Work to fail to be Substantially Complete, Contractor shall be given notice and shall promptly correct such item. Following completion of all incomplete items, Contractor shall request that ENGINEER issue Owner Parties’ re-inspect the Deliverable Portion of Work to again determine if it is Substantially Complete. When Owner Parties determine a Deliverable Portion of Work is Substantially Complete, Owner Parties will prepare a certificate (a “Certificate of Substantial Completion. Promptly thereafter, OWNER, CONTRACTOR, and ENGINEER shall make an inspection of the Work to determine the status of completion. If ENGINEER does not consider the Work substantially complete, ENGINEER ”) that will notify CONTRACTOR in writing giving the reasons therefor. If ENGINEER considers the Work substantially complete, ENGINEER will prepare and deliver to OWNER a tentative certificate of Substantial Completion which shall fix establish the date of Substantial Completion of that Deliverable Portion of Work, fix the time within which Contractor shall complete and correct items noted in that Certificate of Substantial Completion. There shall be attached to , and designate the certificate a tentative list of items to be completed or corrected before final payment. OWNER shall have seven days after receipt responsibilities of the tentative certificate during which to make written objection to ENGINEER as to any provisions of the certificate or attached list. If, after considering such objections, ENGINEER concludes that the Work is not substantially complete, ENGINEER will within 14 days after submission of the tentative certificate to OWNER notify CONTRACTOR in writing, stating the reasons therefor. If, after consideration of OWNER’s objections, ENGINEER considers the Work substantially complete, ENGINEER will within said 14 days execute Owner and deliver to OWNER and CONTRACTOR a definitive certificate of Substantial Completion (with a revised tentative list of items to be completed or corrected) reflecting such changes from the tentative certificate as ENGINEER believes justified after consideration of any objections from OWNER. At the time of delivery of the tentative certificate of Substantial Completion ENGINEER will deliver to OWNER and CONTRACTOR a written recommendation as to division of responsibilities pending final payment between OWNER and CONTRACTOR with respect to Contractor for security, operation, safety, and protection of the Work, maintenance, heat, utilities, insurance, and warranties and guaranteesinsurance pertaining to such Deliverable Portion of Work. Unless OWNER and CONTRACTOR agree otherwise in writing and so inform ENGINEER in writing prior to ENGINEER’s issuing the definitive certificate Upon receipt of a Certificate of Substantial Completion, ENGINEER’s aforesaid recommendation will be binding on OWNER Contractor shall diligently complete all items of incomplete Work and CONTRACTOR until final payment. B. OWNER shall have repair all Defective Work, including those identified in the right to exclude CONTRACTOR from the Site after the date applicable Punch List and Certificate of Substantial Completion. However, but OWNER failure by any party to include an item on the Punch List or in the Certificate of Substantial Completion shall allow CONTRACTOR reasonable access not alter Contractor’s responsibility to complete all Work in accordance with the Contract Documents. In accordance with the Punch List Schedule, Owner Parties anticipate they will make an initial visit and one re-inspection for each of Contractor’s Deliverable Portions of Work. If, after making a re-inspection, Owner Parties determine a Deliverable Portion of Work is not Substantially Complete or correct items on the tentative listthat previously scheduled Punch List Work has not been completed, Contractor shall pay, without Owner’s reimbursement, Owner Parties’ costs and expenses resulting from additional inspections necessary for Owner Parties to issue Certificates of Substantial Completion.

Substantial Completion. A. When CONTRACTOR considers the entire Work ready for its intended use CONTRACTOR shall notify OWNER OWNER, Owner’s Representative and ENGINEER ARCHITECT in writing that the entire Work is substantially complete (except for items specifically listed by CONTRACTOR as incomplete) and request that ENGINEER Owner’s Representative or ARCHITECT issue a certificate of Substantial Completion. Promptly thereafter, OWNER, CONTRACTOR, Owner’s Representative and ENGINEER ARCHITECT shall make an inspection of the Work to determine the status of completion. If ENGINEER ARCHITECT does not consider the Work substantially complete, ENGINEER ARCHITECT will notify OWNER, Owner’s Representative and CONTRACTOR in writing giving the reasons therefor. If ENGINEER ARCHITECT considers the Work substantially complete, ENGINEER ARCHITECT will prepare and deliver to OWNER a tentative certificate of Substantial Completion Completion, which shall fix the date of Substantial Completion. There shall be attached to the certificate a tentative list of items to be completed or corrected before final payment. OWNER shall have seven days after receipt of the tentative certificate during which to make written objection to ENGINEER ARCHITECT as to any provisions of the certificate or attached list. If, after considering such objections, ENGINEER ARCHITECT concludes that the Work is not substantially complete, ENGINEER ARCHITECT will within 14 days after submission of the tentative certificate to OWNER notify CONTRACTOR in writing, stating the reasons therefor. If, after consideration of OWNER’s objections, ENGINEER ARCHITECT considers the Work substantially complete, ENGINEER ARCHITECT will within said 14 days execute and deliver to OWNER and CONTRACTOR a definitive certificate of Substantial Completion (with a revised tentative list of items to be completed or corrected) reflecting such changes from the tentative certificate as ENGINEER ARCHITECT believes justified after consideration of any objections from OWNER. At the time of delivery of the tentative certificate of Substantial Completion ENGINEER ARCHITECT will deliver to OWNER and CONTRACTOR a written recommendation as to division of responsibilities pending final payment between OWNER and CONTRACTOR with respect to security, operation, safety, and protection of the Work, maintenance, heat, utilities, insurance, and warranties and guarantees. Unless OWNER and CONTRACTOR agree otherwise in writing and so inform ENGINEER ARCHITECT in writing prior to ENGINEERARCHITECT’s issuing the definitive certificate of Substantial Completion, ENGINEERARCHITECT’s aforesaid recommendation will be binding on OWNER and CONTRACTOR until final payment. B. OWNER shall have the right to exclude CONTRACTOR from the Site after the date of Substantial Completion, but OWNER shall allow CONTRACTOR reasonable access to complete or correct items on the tentative list.

Substantial Completion. A. When CONTRACTOR considers the entire Work ready for its intended use CONTRACTOR shall notify OWNER and ENGINEER in writing that the entire Work is substantially complete (except for items specifically listed by CONTRACTOR as incomplete) and request that ENGINEER issue a certificate of Substantial Completion. Promptly thereafterWith respect to each SGF, OWNER, CONTRACTOR, and ENGINEER shall make an inspection of the Work to determine the status of completion. If ENGINEER does not consider the Work substantially complete, ENGINEER will notify CONTRACTOR in writing giving the reasons therefor. If ENGINEER when Contractor considers the Work substantially completefor such SGF to be Substantially Complete in accordance with the Contract Documents, ENGINEER will prepare Contractor shall issue to Owner and deliver to OWNER a tentative certificate of Substantial Completion which shall fix the date of Authority Construction Monitor an Application for Substantial Completion. There , together with a Punch List prepared by Contractor for approval by Owner and Authority Construction Monitor, which Punch List shall be attached to identify the certificate a tentative list items of items remaining Work to be completed prior to Final Completion. Owner and Authority Construction Monitor shall, within five (5) Business Days of receipt of the Application for Substantial Completion and Punch List, review the Work for the sole purpose of determining that it is Substantially Complete and in conformance with the SGF Specifications/Scope of Work, final Construction Documents and any Change Orders and review the Punch List to confirm its accuracy. If Owner and Authority Construction Monitor fail to respond to Contractor with its approval or corrected disapproval of the Application for Substantial Completion and Punch List within such five (5) Business Day period, then Contractor shall be entitled to a Change Order pursuant to ARTICLE 8 extending the Guaranteed Substantial Completion Date on a day for day basis for each day after such period that Owner and Authority Construction Monitor have not responded with approval or disapproval. In connection with such review, Owner and Authority Construction Monitor may give Notice to Contractor of additional actions necessary before final paymentthe Work is Substantially Complete and/or any necessary modifications to the Punch List. OWNER shall have seven Within twenty (20) days after receipt of the tentative certificate during which to make written objection to ENGINEER as to any provisions of the certificate or attached list. If, after considering such objections, ENGINEER concludes Notice from Owner and Authority Construction Monitor that the Work is not substantially completeSubstantially Complete or that the Punch List needs modifications, ENGINEER or within a reasonable time if such non-compliance cannot be remedied within twenty (20) days, Contractor will within 14 days after submission of promptly complete any incomplete items, remedy defective items and/or make such modifications to the tentative certificate to OWNER notify CONTRACTOR in writing, stating the reasons therefor. IfPunch List (as applicable), after consideration of OWNER’s objections, ENGINEER considers the Work substantially complete, ENGINEER will within said 14 days execute and deliver to OWNER and CONTRACTOR a definitive certificate of Substantial Completion (with which Contractor shall submit a revised tentative list of items to be completed or corrected) reflecting such changes from the tentative certificate as ENGINEER believes justified after consideration of any objections from OWNER. At the time of delivery of the tentative certificate of Substantial Completion ENGINEER will deliver to OWNER and CONTRACTOR a written recommendation as to division of responsibilities pending final payment between OWNER and CONTRACTOR with respect to security, operation, safety, and protection of the Work, maintenance, heat, utilities, insurance, and warranties and guarantees. Unless OWNER and CONTRACTOR agree otherwise in writing and so inform ENGINEER in writing prior to ENGINEER’s issuing the definitive certificate of Application for Substantial Completion, ENGINEER’s aforesaid recommendation will together with the Punch List (revised as necessary). Owner and Authority Construction Monitor shall re-inspect all Work completed or remedied by Contractor and perform its evaluation and review of the Punch List within ten (10) Business Days of receipt by Owner and Authority Construction Monitor of such revised Application for Substantial Completion and Punch List. If Owner and Authority Construction Monitor fail to respond to Contractor with its approval or disapproval of the revised Application for Substantial Completion and Punch List within such ten (10) Business Day period, then Contractor shall be binding entitled to a Change Order pursuant to ARTICLE 8 extending the Guaranteed Substantial Completion Date on OWNER a day for day basis for each day after such period that Owner and CONTRACTOR until Authority Construction Monitor have not responded with approval or disapproval. Once Owner and Authority Construction Monitor determine that the Work is Substantially Complete and the Punch List is in final payment. B. OWNER form, Owner shall deliver a Substantial Completion Certificate to Contractor, which shall be deemed to have the right to exclude CONTRACTOR from the Site after been delivered by Owner on the date of that the applicable Application for Substantial Completion, but OWNER shall allow CONTRACTOR reasonable access to complete or correct items on the tentative listCompletion and Punch List were issued by Contractor.

Substantial Completion. A. When CONTRACTOR considers Prior to final payment, the entire Work ready for its intended use CONTRACTOR ▇▇▇▇ shall notify OWNER and ENGINEER certify in writing to the Library’s Project Manager that the entire Work is substantially complete (except for items specifically listed by CONTRACTOR as incomplete) Substantially Complete and request that ENGINEER the Library’s Project Manager issue a certificate of Substantial Completion. Promptly Within a reasonable time thereafter, OWNERthe Library’s Project Manager, CONTRACTOR, Design Team and ENGINEER shall ▇▇▇▇ will make an inspection of the Work to determine the status of completion. If ENGINEER the Library’s Project Manager does not consider the Work substantially completeSubstantially Complete, ENGINEER the ▇▇▇▇ will notify CONTRACTOR be notified in writing giving the reasons therefortherefore. If ENGINEER the Library’s Project Manager considers the Work substantially Substantially complete, ENGINEER will prepare and deliver to OWNER a tentative certificate of Substantial Completion which will be issued. This Certificate shall fix the date of Substantial CompletionCompletion and the responsibilities between the Library and the ▇▇▇▇ for maintenance, heat and utilities. There shall be attached to the certificate Certificate a tentative single punch list of items to be completed or corrected before by the ▇▇▇▇. The punch list must specify a date, not to exceed five (5) days after the punch list has been developed and reviewed, in which the delivery of the punch list to the ▇▇▇▇ must be made. Items not included on the punch list cannot be used as a basis to withhold final paymentpayment for retainage. OWNER In addition, the final contract completion date shall have seven be at least thirty (30) days after the delivery of the punch list to the ▇▇▇▇. Punch lists not provided to the ▇▇▇▇ by the date agreed upon for delivery will cause the contract time for completion to be extended by the number of days the local government exceeded the delivery date. Damages may only be assessed against the ▇▇▇▇ in the event the ▇▇▇▇ fails to complete the Project within the contract period as was extended by the guidelines set forth in this provision. The final undisputed retainage payment must be made within twenty (20) business days after receipt of a proper payment request. This would be less any amount withheld in accordance with the tentative certificate during which contract provisions for incomplete or uncorrected work unless otherwise provided for by written notice to make written objection to ENGINEER as to any provisions the ▇▇▇▇ specifying the failure of the certificate or attached ▇▇▇▇ to meet contract requirements in the development of the punch list. If, after considering such objections, ENGINEER concludes that the Work is not substantially complete, ENGINEER will within 14 days after submission of the tentative certificate to OWNER notify CONTRACTOR in writing, stating the reasons therefor. If, after consideration of OWNER’s objections, ENGINEER considers the Work substantially complete, ENGINEER will within said 14 days execute and deliver to OWNER and CONTRACTOR a definitive certificate of Substantial Completion (with a revised tentative list of items to be completed or corrected) reflecting such changes from the tentative certificate as ENGINEER believes justified after consideration of any objections from OWNER. At the time of delivery of the tentative certificate of Substantial Completion ENGINEER will deliver to OWNER and CONTRACTOR a written recommendation as to division of responsibilities pending final payment between OWNER and CONTRACTOR with respect to security, operation, safety, and protection of the Work, maintenance, heat, utilities, insurance, and warranties and guarantees. Unless OWNER and CONTRACTOR agree otherwise in writing and so inform ENGINEER in writing prior to ENGINEER’s issuing the definitive certificate of Substantial Completion, ENGINEER’s aforesaid recommendation will be binding on OWNER and CONTRACTOR until final payment. B. OWNER The Library shall have the right to exclude CONTRACTOR the ▇▇▇▇ from the Site Project after the date achievement of Substantial Completion, but OWNER shall the Library will allow CONTRACTOR the ▇▇▇▇ reasonable access to complete or correct items on the tentative punch list.

Substantial Completion. A. The Contractor will commence the Work within   days after the Date of Commencement and will successfully achieve Substantial Completion of the Project within   days from the Date of Commencement, subject only to adjustments of the Contract Time as provided in the Contract Documents. 1.3.1 When CONTRACTOR considers the entire Work ready for its intended use CONTRACTOR shall notify OWNER and ENGINEER in writing Contractor believes that the entire Work is substantially complete (except for items specifically listed by CONTRACTOR as incomplete) and request that ENGINEER issue Project or a particular Conservation Measure has achieved Interim or Substantial Completion, the Contractor will submit a certificate of Interim or Substantial CompletionCompletion and a Punch List to the Owner on a form agreed to by the Parties. Promptly thereafter, OWNER, CONTRACTOR, and ENGINEER shall make an inspection If the Owner concurs that the described portion of the Work as performed has achieved Interim or Substantial Completion, the Owner will accept that Work by signing the certificate of Interim or Substantial Completion and the Punch List and returning both to determine the status of completionContractor. If ENGINEER the Owner does not consider concur that the Work substantially completehas achieved Interim or Substantial Completion and/or that the Punch List is not complete or correct, ENGINEER will then the Owner shall notify CONTRACTOR in writing giving the reasons thereforContractor within ten (10) business days of any discrepancies. To the extent the Contractor does not dispute the discrepancies raised by the Owner, the Contractor shall (i) promptly and diligently correct the Work to conform to the description of the Work set forth herein, and resubmit the certificate of Interim or Substantial Completion to the Owner, and (ii) promptly complete all items on the Punch List. If ENGINEER considers the Work substantially completeContractor disagrees with the discrepancies raised by the Owner, ENGINEER will prepare the Contractor shall notify the Owner of a dispute and such dispute shall be resolved in accordance with the provisions of Article 7 herein. If the Owner does not deliver written notice to OWNER a tentative the Contractor within ten (10) business days of receiving the certificate of Interim or Substantial Completion which shall fix and the date of Substantial Completion. There shall Punch List, the Owner will be attached deemed to have agreed to the certificate a tentative list of items to be completed Interim or corrected before final payment. OWNER shall have seven days after receipt of the tentative certificate during which to make written objection to ENGINEER as to any provisions of the certificate or attached list. If, after considering such objections, ENGINEER concludes that the Work is not substantially complete, ENGINEER will within 14 days after submission of the tentative certificate to OWNER notify CONTRACTOR in writing, stating the reasons therefor. If, after consideration of OWNER’s objections, ENGINEER considers the Work substantially complete, ENGINEER will within said 14 days execute and deliver to OWNER and CONTRACTOR a definitive certificate of Substantial Completion (with a revised tentative list of items to be completed or corrected) reflecting such changes from the tentative certificate as ENGINEER believes justified after consideration of any objections from OWNER. At the time of delivery of the tentative certificate of Substantial Completion ENGINEER will deliver to OWNER and CONTRACTOR a written recommendation as to division of responsibilities pending final payment between OWNER and CONTRACTOR with respect to security, operation, safety, and protection of the Work, maintenance, heat, utilities, insurance, and warranties and guarantees. Unless OWNER and CONTRACTOR agree otherwise in writing and so inform ENGINEER in writing prior to ENGINEER’s issuing the definitive certificate of Substantial Completion, ENGINEER’s aforesaid recommendation will be binding on OWNER and CONTRACTOR until final payment. B. OWNER shall have the right to exclude CONTRACTOR from the Site after the date of Substantial Completion, but OWNER shall allow CONTRACTOR reasonable access to complete or correct items on not the tentative listPunch List.

Substantial Completion. A. When CONTRACTOR considers For purposes of the entire Amendment, the "Substantial Completion Date" shall mean the date that Landlord, its architect or construction manager determines that the Landlord Work ready has been completed, except for its intended (a) finishing details, decorative items, minor omissions, mechanical adjustments, and similar items of the type customarily found on an architectural punch-list, the correction or completion of which will not substantially interfere with Tenant's occupancy and use CONTRACTOR of the Remaining Premises, and (b) any trade fixtures, workstations, telecommunications or built-in furniture or equipment to be installed by Tenant. Landlord shall notify OWNER Tenant of the Substantial Completion Date and, promptly thereafter, Landlord and ENGINEER Tenant shall set a mutually convenient time for Tenant, Landlord and the General Contractor to inspect the Remaining Premises and the Landlord Work. Upon completion of the inspection, ▇▇▇▇▇▇ shall acknowledge in writing that the entire Substantial Completion Date has occurred by executing a commencement date confirmation letter. In the event Tenant fails to inspect the Landlord Work within two (2) business days after Landlord's notice to Tenant of the Substantial Completion Date, or in the event Tenant fails to return a commencement date confirmation letter to Landlord within five (5) business days after Tenant's inspection, the Substantial Completion Date shall be deemed to have occurred on the date determined by Landlord and Tenant shall be bound by Landlord's statements regarding the matters contained in Landlord's commencement date memorandum. Further, ▇▇▇▇▇▇'s acceptance of possession of the Remaining Premises shall conclusively evidence its agreement that the Remaining Premises is substantially complete (in the condition required hereunder, except for punch-list items specifically listed by CONTRACTOR as incompletespecified above. Landlord shall use commercially reasonable efforts to complete the punch-list items within thirty (30) and request that ENGINEER issue a certificate of Substantial Completion. Promptly thereafter, OWNER, CONTRACTOR, and ENGINEER shall make an inspection of days after the Work to determine the status of completion. If ENGINEER does not consider the Work substantially complete, ENGINEER will notify CONTRACTOR in writing giving the reasons therefor. If ENGINEER considers the Work substantially complete, ENGINEER will prepare and deliver to OWNER a tentative certificate of Substantial Completion which shall fix the date of Substantial Completion. There shall be attached to the certificate a tentative list of items to be completed or corrected before final payment. OWNER Date; however, Landlord shall have seven days after receipt no liability to Tenant for losses, costs or damages resulting from or attributable to delays in the completion by Landlord of the tentative certificate during which punch-list items. Tenant shall cooperate with Landlord to make written objection to ENGINEER as to any provisions of the certificate or attached list. If, after considering such objections, ENGINEER concludes that the Work is not substantially complete, ENGINEER will within 14 days after submission of the tentative certificate to OWNER notify CONTRACTOR in writing, stating the reasons therefor. If, after consideration of OWNER’s objections, ENGINEER considers the Work substantially complete, ENGINEER will within said 14 days execute and deliver to OWNER and CONTRACTOR a definitive certificate of Substantial Completion (with a revised tentative list of items to be completed or corrected) reflecting such changes from the tentative certificate as ENGINEER believes justified after consideration facilitate completion of any objections from OWNER. At the time of delivery of the tentative certificate of Substantial Completion ENGINEER will deliver to OWNER and CONTRACTOR a written recommendation punch-list items as to division of responsibilities pending final payment between OWNER and CONTRACTOR with respect to security, operation, safety, and protection of the Work, maintenance, heat, utilities, insurance, and warranties and guarantees. Unless OWNER and CONTRACTOR agree otherwise in writing and so inform ENGINEER in writing prior to ENGINEER’s issuing the definitive certificate of Substantial Completion, ENGINEER’s aforesaid recommendation will be binding on OWNER and CONTRACTOR until final paymentquickly as possible. B. OWNER shall have the right to exclude CONTRACTOR from the Site after the date of Substantial Completion, but OWNER shall allow CONTRACTOR reasonable access to complete or correct items on the tentative list.

Substantial Completion. A. When CONTRACTOR considers the entire Work ready for its intended use CONTRACTOR shall notify OWNER OWNER, Owner’s Representative and ENGINEER ARCHITECT in writing that the entire Work is substantially complete (except for items specifically listed by CONTRACTOR as incomplete) and request that ENGINEER Owner’s Representative or ARCHITECT issue a certificate of Substantial Completion. Promptly thereafter, OWNER, CONTRACTOR, Owner’s Representative and ENGINEER ARCHITECT shall make an inspection of the Work to determine the status of completion. If ENGINEER ARCHITECT does not consider the Work substantially complete, ENGINEER ARCHITECT will notify OWNER, Owner’s Representative and CONTRACTOR in writing giving the reasons therefor. If ENGINEER ARCHITECT considers the Work substantially complete, ENGINEER ARCHITECT will prepare and deliver to OWNER a tentative certificate of Substantial Completion Completion, which shall fix the date of Substantial Completion. There shall be attached to the certificate a tentative list of items to be completed or corrected before final payment. OWNER shall have seven days after receipt of the tentative certificate during which to make written objection to ENGINEER ARCHITECT as to any provisions of the certificate or attached list. If, after considering such objections, ENGINEER ARCHITECT concludes that the Work is not substantially complete, ENGINEER ARCHITECT will within 14 days after submission of the tentative certificate to OWNER notify CONTRACTOR in writing, stating the reasons therefor. If, after consideration of OWNER’s objections, ENGINEER ARCHITECT considers the Work substantially complete, ENGINEER ARCHITECT will within said these 14 days execute and deliver to OWNER and CONTRACTOR a definitive certificate of Substantial Completion (with a revised tentative list of items to be completed or corrected) reflecting such changes from the tentative certificate as ENGINEER ARCHITECT believes justified after consideration of any objections from OWNER. At the time of delivery of the tentative certificate of Substantial Completion ENGINEER ARCHITECT will deliver to OWNER and CONTRACTOR a written recommendation as to division of responsibilities pending final payment between OWNER and CONTRACTOR with respect to security, operation, safety, and protection of the Work, maintenance, heat, utilities, insurance, and warranties and guarantees. Unless OWNER and CONTRACTOR agree otherwise in writing and so inform ENGINEER ARCHITECT in writing prior to ENGINEERARCHITECT’s issuing the definitive certificate of Substantial Completion, ENGINEERARCHITECT’s aforesaid recommendation will be binding on OWNER and CONTRACTOR until final payment. B. OWNER shall have the right to exclude CONTRACTOR from the Site after the date of Substantial Completion, but OWNER shall allow CONTRACTOR reasonable access to complete or correct items on the tentative list.

Substantial Completion. A. When CONTRACTOR Contractor considers the entire Work ready for its intended use CONTRACTOR Contractor shall notify OWNER Owner and ENGINEER Engineer in writing that the entire Work is substantially complete (except for items specifically listed by CONTRACTOR as incomplete) and request that ENGINEER Engineer issue a certificate of Substantial Completion. Contractor shall at the same time submit to Owner and Engineer an initial draft of punch list items to be completed or corrected before final payment. B. Promptly thereafterafter Contractor’s notification, OWNEROwner, CONTRACTORContractor, and ENGINEER Engineer shall make an inspection of the Work to determine the status of completion. If ENGINEER Engineer does not consider the Work substantially complete, ENGINEER Engineer will notify CONTRACTOR Contractor in writing giving the reasons therefor. . C. If ENGINEER Engineer considers the Work substantially complete, ENGINEER Engineer will prepare and deliver to OWNER Owner a tentative preliminary certificate of Substantial Completion which shall fix the date of Substantial Completion. There Engineer shall be attached attach to the certificate a tentative punch list of items to be completed or corrected before final payment. OWNER Owner shall have seven days after receipt of the tentative preliminary certificate during which to make written objection to ENGINEER Engineer as to any provisions of the certificate or attached punch list. If, after considering such objectionsthe objections to the provisions of the preliminary certificate, ENGINEER Engineer concludes that the Work is not substantially complete, ENGINEER will Engineer will, within 14 days after submission of the tentative preliminary certificate to OWNER Owner, notify CONTRACTOR Contractor in writingwriting that the Work is not substantially complete, stating the reasons therefor. IfIf Owner does not object to the provisions of the certificate, after or if despite consideration of OWNEROwner’s objections, ENGINEER considers objections Engineer concludes that the Work is substantially complete, ENGINEER will then Engineer will, within said 14 days days, execute and deliver to OWNER Owner and CONTRACTOR Contractor a definitive final certificate of Substantial Completion (with a revised tentative punch list of items to be completed or corrected) reflecting such changes from the tentative preliminary certificate as ENGINEER Engineer believes justified after consideration of any objections from OWNER. Owner. D. At the time of delivery receipt of the tentative preliminary certificate of Substantial Completion ENGINEER Completion, Owner and Contractor will deliver to OWNER and CONTRACTOR a written recommendation as to division confer regarding Owner’s use or occupancy of responsibilities pending final payment between OWNER and CONTRACTOR the Work following Substantial Completion, review the builder’s risk insurance policy with respect to the end of the builder’s risk coverage, and confirm the transition to coverage of the Work under a permanent property insurance policy held by Owner. Unless Owner and Contractor agree otherwise in writing, Owner shall bear responsibility for security, operation, safety, and protection of the Work, property insurance, maintenance, heat, utilities, insurance, and warranties and guarantees. Unless OWNER and CONTRACTOR agree otherwise in writing and so inform ENGINEER in writing prior to ENGINEERutilities upon Owner’s issuing use or occupancy of the definitive certificate of Substantial Completion, ENGINEER’s aforesaid recommendation will be binding on OWNER and CONTRACTOR until final paymentWork. B. OWNER shall have the right to exclude CONTRACTOR from the Site after the date of Substantial Completion, but OWNER shall allow CONTRACTOR reasonable access to complete or correct items on the tentative list.

Substantial Completion. A. When CONTRACTOR Contractor considers the entire Work ready for its intended use CONTRACTOR use, Contractor shall notify OWNER Owner and ENGINEER Architect/Engineer in writing that the entire Work is substantially complete (except for items specifically listed by CONTRACTOR Contractor as incomplete) and request that ENGINEER Architect/Engineer issue a certificate of Substantial Completion. Promptly Within a reasonable time thereafter, OWNEROwner, CONTRACTOR, Architect/Engineer and ENGINEER Owner's Representative shall make an inspection of the Work to determine the status of completion. If ENGINEER Architect/Engineer does not consider the Work substantially complete, ENGINEER Architect/Engineer will notify CONTRACTOR Contractor in writing giving the reasons therefortherefore. If ENGINEER Architect/Engineer considers the Work substantially complete, ENGINEER Architect/Engineer will prepare and deliver to OWNER Owner a tentative certificate of Substantial Completion Completion, which shall fix the date of Substantial Completion. There shall be attached to the certificate certificate, a tentative list of items to be completed or corrected before final payment. OWNER Owner shall have seven ten (10) days after receipt of the tentative certificate during which to make written objection to ENGINEER Architect/Engineer through Owner's Representative as to any provisions of the certificate or attached list. If, after considering such objections, ENGINEER Architect/Engineer concludes that the Work is not substantially complete, ENGINEER Architect/Engineer will within 14 twenty (20) days after submission of the tentative certificate to OWNER Owner, notify CONTRACTOR Contractor in writing, stating the reasons therefor. therefore If, after consideration of OWNER’s Owner's objections, ENGINEER Architect/Engineer considers the Work substantially complete, ENGINEER Architect/Engineer will within said 14 twenty (20) days execute and deliver to OWNER Owner and CONTRACTOR Contractor, a definitive certificate of Substantial Completion (with a revised tentative list of items to be completed or corrected) reflecting such changes from the tentative certificate as ENGINEER Architect/Engineer believes justified after consideration of any objections from OWNEROwner. At the time of delivery of the tentative certificate of Substantial Completion ENGINEER Completion, Architect/Engineer will deliver to OWNER Owner and CONTRACTOR Contractor a written recommendation as to division of responsibilities pending final payment between OWNER Owner and CONTRACTOR Contractor with respect to security, operation, safety, and protection of the Work, maintenance, heat, utilities, insurance, insurance and warranties and guaranteeswarranties. Unless OWNER Owner and CONTRACTOR Contractor agree otherwise in writing writing, and so inform ENGINEER in writing Architect/Engineer prior to ARCHITECT/ENGINEER’s 's issuing the definitive certificate of Substantial Completion, ENGINEER’s Architect/Engineer's aforesaid recommendation will be binding on OWNER Owner and CONTRACTOR Contractor until final payment. B. OWNER shall have the right to exclude CONTRACTOR from the Site after the date of Substantial Completion, but OWNER shall allow CONTRACTOR reasonable access to complete or correct items on the tentative list.

Substantial Completion. A. “Substantial Completion” means the stage in the progress of the Work when the Work, or designated portions thereof, may still require minor modifications or adjustments but, in the Owner’s opinion, the Work has progressed to the point such that all parts of the Work under consideration are fully operational and usable for intended purposes, as evidenced by a Certificate of Substantial Completion approved by the Owner. If a Certificate of Occupancy is required by public authorities having jurisdiction over the Work, said certificate shall be issued before the Work or any portion thereof is considered substantially complete. When CONTRACTOR the Contractor considers that the entire Work ready for its intended use CONTRACTOR Work, or a portion thereof which the Owner agrees to accept separately, is substantially complete, the Contractor shall notify OWNER and ENGINEER in writing that Owner’s Designated Representative (sometimes referred to as the entire Work is substantially complete (except for items specifically listed by CONTRACTOR as incomplete“ODR”) and request that ENGINEER issue a certificate of Substantial Completion. Promptly thereafter, OWNER, CONTRACTOR, and ENGINEER shall make an inspection of determination as to whether the Work to determine the status of completionor designated portion thereof is substantially complete. If ENGINEER the ODR does not consider the Work substantially complete, ENGINEER the ODR will notify CONTRACTOR the Contractor giving reasons therefore. Failure on the Owner’s part to list a reason does not alter the responsibility of the Contractor to complete all Work in writing giving accordance with the reasons thereforterms of this Agreement. After satisfactorily completing items identified by Owner’s Designated Representative, the Contractor shall then submit another request for the ODR to determine Substantial Completion. If ENGINEER The ODR considers the Work substantially complete, ENGINEER The ODR will prepare and deliver to OWNER a tentative certificate of Substantial Completion which shall fix establish the date of Substantial Completion. There , shall be attached to the certificate include a tentative punch list of items to be completed or corrected before final completion and final payment. OWNER , shall have seven days after receipt establish the time within which the Contractor shall finish the punch list, and shall establish responsibilities of the tentative certificate during which to make written objection to ENGINEER as to any provisions of Owner and the certificate or attached list. If, after considering such objections, ENGINEER concludes that the Work is not substantially complete, ENGINEER will within 14 days after submission of the tentative certificate to OWNER notify CONTRACTOR in writing, stating the reasons therefor. If, after consideration of OWNER’s objections, ENGINEER considers the Work substantially complete, ENGINEER will within said 14 days execute and deliver to OWNER and CONTRACTOR a definitive certificate of Substantial Completion (with a revised tentative list of items to be completed or corrected) reflecting such changes from the tentative certificate as ENGINEER believes justified after consideration of any objections from OWNER. At the time of delivery of the tentative certificate of Substantial Completion ENGINEER will deliver to OWNER and CONTRACTOR a written recommendation as to division of responsibilities pending final payment between OWNER and CONTRACTOR with respect to Contractor for security, operation, safety, and protection of the Work, maintenance, heat, utilities, damage to the Work, warranty and insurance, . Failure to include an item on the punch list does not alter the responsibility of the Contractor to complete all Work in accordance with the terms and warranties and guaranteesconditions of this Agreement. Unless OWNER and CONTRACTOR agree otherwise in writing and so inform ENGINEER in writing prior to ENGINEER’s issuing the definitive The certificate of Substantial Completion, ENGINEER’s aforesaid recommendation Completion shall be signed by the Owner and the Contractor to evidence acceptance of the responsibilities assigned to them in such certificate. Substantial Completion (as defined in this agreement) for all stages of the Work shall be achieved on or before the following Substantial Completion date: DATE FOR SUBSTANTIAL COMPLETION: _35 Days_ Under no circumstances will be binding on OWNER and CONTRACTOR until final paymentthe time for Substantial Completion exceed this date without a written amendment to this Agreement. THE TIMES SET FORTH IN THE CONSTRUCTION DOCUMENTS ARE AN ESSENTIAL ELEMENT OF THE AGREEMENT. TIME LIMITS STATED IN THE CONTRACT DOCUMENTS ARE OF THE ESSENCE OF THIS AGREEMENT. B. OWNER shall have the right to exclude CONTRACTOR from the Site after the date of Substantial Completion, but OWNER shall allow CONTRACTOR reasonable access to complete or correct items on the tentative list.

Substantial Completion. A. When CONTRACTOR considers (a) Developer shall give Mall II Buyer quarterly updates of the entire Work ready progress of construction of the Mall Improvements and the Palazzo Casino Resort and monthly updates for its intended use CONTRACTOR shall notify OWNER and ENGINEER in writing that the entire Work is substantially complete six (except for items specifically listed by CONTRACTOR as incomplete6) and request that ENGINEER issue a certificate of months immediately preceding the date on which Developer expects to achieve Substantial Completion. Promptly thereafter, OWNER, CONTRACTOR, and ENGINEER Developer shall make an inspection of the Work to determine the status of completion. If ENGINEER does not consider the Work substantially complete, ENGINEER will notify CONTRACTOR in writing giving the reasons therefor. If ENGINEER considers the Work substantially complete, ENGINEER will prepare and deliver to OWNER a tentative certificate of achieve Substantial Completion which shall fix by the date that is the earlier of (i) thirty-six (36) months after the date on which sufficient permits are received to allow Developer to begin construction in compliance with Legal Requirements and (ii) March 1, 2008, as the same may be extended due to Force Majeure, Construction Delays or Buyer Delays (the "Outside Substantial CompletionCompletion Date"). There In the event that, despite Developer's diligent efforts, Substantial Completion has not occurred by the Outside Substantial Completion Date and Developer shall nevertheless be endeavoring diligently to complete the Mall Improvements, then so long as Mall II Buyer is not in default of any obligations under this Agreement, Mall II Buyer shall be attached entitled to liquidated damages (the certificate a tentative list "Interim Liquidated Damages") in the amount of items $5,000 per day for each day after the Outside Substantial Completion Date on which Substantial Completion has not occurred up to be completed or corrected before final paymentand including the date that is six (6) months after the Outside Substantial Completion Date and $10,000 per day for each day from and after said date to and including the date that is one (1) year after the Outside Substantial Completion Date on which Substantial Completion has not occurred. OWNER shall have seven days after receipt of During the tentative certificate one year period during which Interim Liquidated Damages are payable, Developer shall also reimburse Mall II Buyer for actual out-of-pocket damages incurred and paid to make written objection to ENGINEER as to Tenants under said Tenant's Leases (including any provisions of the certificate reduced rent, rent abatements or attached list. If, after considering such objections, ENGINEER concludes that the Work is not substantially complete, ENGINEER will within 14 days after submission of the tentative certificate to OWNER notify CONTRACTOR other rent concessions under said Tenant's Leases) resulting from Developer's delay in writing, stating the reasons therefor. If, after consideration of OWNER’s objections, ENGINEER considers the Work substantially complete, ENGINEER will within said 14 days execute and deliver to OWNER and CONTRACTOR a definitive certificate of achieving Substantial Completion (with "Lease Damages"). (b) If Substantial Completion has not occurred on or before the date that is one (1) year after the Outside Substantial Completion Date, subject to extension for Force Majeure, Construction Delays and Buyer Delays, then Mall II Buyer and Developer agree that it would be impracticable and extremely difficult to ascertain the actual damage to Mall II Buyer as a revised tentative list of items to be completed or corrected) reflecting such changes from the tentative certificate as ENGINEER believes justified after consideration of any objections from OWNER. At the time of delivery result of the tentative certificate failure of Developer to achieve Substantial Completion ENGINEER will deliver to OWNER by such date and CONTRACTOR that the Buyer Liquidated Damages Amount is a written recommendation as to division of responsibilities pending final payment between OWNER and CONTRACTOR with respect to security, operation, safety, and protection reasonable estimate of the Workdamages which Mall II Buyer will incur as a result of such failure and, maintenancein such an event, heat, utilities, insurance, Developer shall pay to Mall II Buyer the Buyer Liquidated Damages Amount and warranties and guaranteesDeveloper shall be responsible to pay the Lease Damages. Unless OWNER and CONTRACTOR agree otherwise The "Buyer Liquidated Damages Amount" as used in writing and so inform ENGINEER in writing prior to ENGINEER’s issuing the definitive certificate of Substantial Completion, ENGINEER’s aforesaid recommendation will be binding on OWNER and CONTRACTOR until final paymentthis Agreement shall mean one hundred million dollars ($100,000,000). B. OWNER shall have the right to exclude CONTRACTOR from the Site after the date of Substantial Completion, but OWNER shall allow CONTRACTOR reasonable access to complete or correct items on the tentative list.

Substantial Completion. A. When CONTRACTOR considers 9.8.1 Substantial Completion is the entire stage in the progress of the Work ready when the Work is complete in accordance with the Contract Documents so the Owner can occupy or utilize the Work for its intended use CONTRACTOR shall notify OWNER and ENGINEER use. 9.8.2 Unless otherwise provided in writing the Contract Documents, when the Contractor considers that the entire Work Work, or a portion thereof which the Owner agrees to accept separately, is substantially complete (except for items specifically listed by CONTRACTOR as incomplete) and request that ENGINEER issue a certificate of Substantial Completion. Promptly thereafter, OWNER, CONTRACTOR, and ENGINEER shall make an inspection of the Work to determine the status of completion. If ENGINEER does not consider the Work substantially complete, ENGINEER will notify CONTRACTOR in writing giving the reasons therefor. If ENGINEER considers Contractor shall thoroughly inspect the Work substantially complete, ENGINEER will and prepare and deliver to OWNER a tentative certificate of Substantial Completion which shall fix the date of Substantial Completion. There shall be attached submit to the certificate Engineer a tentative list of items to be completed or corrected before final payment. OWNER shall have seven days after receipt of the tentative certificate during which to make written objection to ENGINEER as to any provisions of the certificate or attached list. If, after considering such objections, ENGINEER concludes that the Work is not substantially complete, ENGINEER will within 14 days after submission of the tentative certificate to OWNER notify CONTRACTOR in writing, stating the reasons therefor. If, after consideration of OWNER’s objections, ENGINEER considers the Work substantially complete, ENGINEER will within said 14 days execute and deliver to OWNER and CONTRACTOR a definitive certificate of Substantial Completion (with a revised tentative comprehensive list of items to be completed or corrected) reflecting such changes from the tentative certificate as ENGINEER believes justified after consideration , Contractor’s Notice of any objections from OWNER. At the time of delivery Substantial Completion, and a written request for Engineer’s review of the tentative certificate Work. The Contractor shall proceed promptly to complete and correct items on the list. Failure to include an item on such list does not alter the responsibility of the Contractor to complete all Work in accordance with the Contract Documents. Upon approval of Substantial Completion ENGINEER will deliver by Brazos County, Contractor has thirty (30) days to OWNER and CONTRACTOR a written recommendation as to division of responsibilities pending final payment between OWNER and CONTRACTOR with respect to security, operation, safety, and protection reach Final Completion of the Work. If the Contractor does not achieve Final Completion within thirty (30) days after Substantial Completion, Contractor shall be subject to additional Liquidated Damages as set forth under paragraph 9.11 herein. 9.8.3 Unless otherwise provided in the Contract Documents, after receipt of the Contractor’s Notice of Substantial Completion and the Contractor’s list, the Engineer and Owner will make inspections to determine whether the Work or designated portion thereof is substantially complete. If the Engineer's and Owner’s inspections disclose any item, whether or not included on the Contractor's list, which is not in accordance with the requirements of the Contract Documents, the Contractor shall, before issuance of the Certificate of Substantial Completion, complete or correct such item upon notification by the Engineer. In such case, the Contractor shall then submit another Contractor’s Notice of Substantial Completion and a request for another inspection by the Engineer and Owner to determine Substantial Completion. 9.8.4 When the Work is substantially complete, the Engineer will prepare a Certificate of Substantial Completion which shall establish the date of Substantial Completion, shall establish responsibilities of the Owner and Contractor for security, maintenance, heat, utilities, damage to the Work and insurance, and warranties and guaranteesshall fix the time within which the contractor shall finish all items on the list accompanying the Certificate. Unless OWNER and CONTRACTOR agree otherwise in writing and so inform ENGINEER in writing prior to ENGINEER’s issuing Warranties required by the definitive certificate of Substantial Completion, ENGINEER’s aforesaid recommendation will be binding Contract Documents shall commence on OWNER and CONTRACTOR until final payment. B. OWNER shall have the right to exclude CONTRACTOR from the Site after the date of Substantial Completion of the Work or designated portion thereof unless otherwise provided in the Certificate of Substantial Completion. The Certificate of Substantial Completion shall be submitted to the Owner and Contractor for their written acceptance or responsibilities assigned to them in such Certificate. 9.8.5 The Certificate of Substantial Completion shall be submitted to the Owner and Contractor for their written acceptance of responsibilities assigned to them in such Certificate. Upon such acceptance and consent of surety, but OWNER if any, the Owner shall allow CONTRACTOR reasonable access make payment of retainage applying to complete such Work or correct items on designated portion thereof. Such payment shall be adjusted for Work that is incomplete or not in accordance with the tentative listrequirements of the Contract Documents.

Substantial Completion. A. When CONTRACTOR considers ‌ (a) Project Co shall deliver a notice of the entire date anticipated to be the Substantial Completion Date to THP and the Consultant at least 90 days prior to the date anticipated by Project Co to be the Substantial Completion Date. Project Co acknowledges that THP needs a minimum of 90 days’ notice prior to the anticipated Substantial Completion Date to prepare for Commissioning. Project Co shall advise THP and the Consultant of any change in the anticipated date. Project Co shall, by the date which is 20 days prior to the anticipated Substantial Completion Date as set out in Project Co’s notice, prepare a list, in electronic format on software that identifies deficiencies by division, trade and location (“Project Co’s Preliminary Minor Deficiencies List”) of Minor Deficiencies, including an estimate of the cost of and the time for rectifying such Minor Deficiencies. (b) Project Co shall reconfirm the anticipated Substantial Completion Date in a notice given to THP and to the Consultant 20 days prior to the anticipated Substantial Completion Date which notice shall include a copy of Project Co’s Preliminary Minor Deficiencies List. Project Co shall plan for start-up and verification of all systems to be completed no later than 7 days prior to the anticipated Substantial Completion Date. Project Co shall reconfirm the anticipated Substantial Completion Date and when Project Co is satisfied that it has completed all of the requirements for Substantial Completion, Project Co shall apply to THP and the Consultant for certification of Substantial Completion in a notice to THP and the Consultant by the date which is 10 days prior to the anticipated Substantial Completion Date. The Consultant shall in the next following 10 days, proceed to review and inspect the Work ready for the purpose of: (i) confirming the achievement of Substantial Completion and providing its intended use CONTRACTOR shall notify OWNER report with respect thereto pursuant to Section 16.1(d); (ii) certifying substantial performance of the Work in accordance with the Construction Lien Act (Ontario) pursuant to Section 16.1(c); and ENGINEER in writing that (iii) taking into account Project Co’s Preliminary Minor Deficiencies List, preparing its own list of Minor Deficiencies (the entire Work is substantially complete (except for items specifically listed by CONTRACTOR as incomplete“Minor Deficiencies List”) and request its estimate of the cost of and the time for rectifying the Minor Deficiencies set out in the Minor Deficiencies List. (c) When the Consultant is satisfied that ENGINEER issue substantial performance of the Work in accordance with the Construction Lien Act (Ontario) has been achieved, the Consultant shall provide Project Co and THP with a certificate of substantial performance in accordance with the Construction Lien Act (Ontario).‌ (d) When the Consultant is satisfied that Substantial Completion has been achieved, the Consultant shall provide to THP and to Project Co a report confirming the Minor Deficiencies List and the date on which the Consultant determines that Substantial Completion was achieved. Failure to include an item on the Minor Deficiencies List does not alter the responsibility of Project Co to complete the Work.‌ (e) The Consultant shall state the Substantial Completion Date as set out in its report delivered under Section 16.1(d) in a certificate.‌ (f) The Consultant shall prepare the Minor Deficiencies List before a certificate of Substantial Completion. Promptly thereafter, OWNER, CONTRACTORCompletion is issued, and ENGINEER if the certificate referred to in Section 16.1(c) has been issued, then the Consultant shall make an inspection of not withhold the Work to determine the status of completion. If ENGINEER does not consider the Work substantially complete, ENGINEER will notify CONTRACTOR in writing giving the reasons therefor. If ENGINEER considers the Work substantially complete, ENGINEER will prepare and deliver to OWNER a tentative certificate of Substantial Completion which by reason solely that there are such Minor Deficiencies. (g) Project Co shall fix publish in a construction trade newspaper in the date of Substantial Completion. There shall be attached to the certificate a tentative list of items to be completed or corrected before final payment. OWNER shall have seven days after receipt area of the tentative certificate during which to make written objection to ENGINEER as to any provisions of the certificate or attached list. If, after considering such objections, ENGINEER concludes that the Work is not substantially complete, ENGINEER will within 14 days after submission of the tentative certificate to OWNER notify CONTRACTOR in writing, stating the reasons therefor. If, after consideration of OWNER’s objections, ENGINEER considers the Work substantially complete, ENGINEER will within said 14 days execute and deliver to OWNER and CONTRACTOR a definitive certificate of Substantial Completion (with a revised tentative list of items to be completed or corrected) reflecting such changes from the tentative certificate as ENGINEER believes justified after consideration of any objections from OWNER. At the time of delivery of the tentative certificate of Substantial Completion ENGINEER will deliver to OWNER and CONTRACTOR a written recommendation as to division of responsibilities pending final payment between OWNER and CONTRACTOR with respect to security, operation, safety, and protection location of the Work, maintenance, heat, utilities, insurancea copy of the certificate of substantial performance in accordance with the Construction Lien Act (Ontario) and Project Co shall provide suitable evidence of the publication to the Consultant and THP. (h) THP may withhold from the payment otherwise due on the Substantial Completion Payment Date a holdback amount that is [REDACTED]% of the amount estimated by the Consultant for THP to complete and rectify the Minor Deficiencies. The Consultant shall inspect the completion of the Minor Deficiencies and shall provide a monthly progress report to THP describing the Minor Deficiencies which have been completed to the satisfaction of the Consultant, and THP shall release from such holdback the amount of any holdback allocated to the Minor Deficiencies which have been completed. If, at‌ any time after the 120 day period for completion of the Minor Deficiencies referred to in Section 5.2 of Schedule 18 – Payments And Holdbacks, any of the Minor Deficiencies are not completed in 10 Business Days following Project Co’s receipt of a written notice from THP to correct the deficient work, or Project Co is not diligently working towards completion of the deficient work to the satisfaction of the Consultant, and unless THP otherwise agrees, or the reasons for any delay are acceptable to THP, or the delay is caused by THP or a THP Party, THP may engage others to perform the work necessary to complete and rectify the Minor Deficiencies at the risk and cost of Project Co and THP may deduct such cost from the holdback amount or any other amount remaining owing by THP to Project Co. If the cost of completion and rectification of any Minor Deficiencies exceeds the amount held back by THP, then Project Co shall reimburse THP for all such excess costs. (i) Project Co shall assign to THP and submit with the application for Substantial Completion, all guarantees, warranties (whether from manufacturers, or Project Co Parties), certificates, preliminary testing and guaranteesbalancing reports, distribution system diagrams, maintenance and operation instructions, maintenance manuals and materials and any other materials or documentation required to be submitted under this Project Agreement and otherwise required for the proper use and operation of the Work for the Project (collectively, the “Project Deliverables”). Unless OWNER If Project Co requests, Project Co and CONTRACTOR the Consultant shall, within 60 days following the request of Project Co, settle and agree otherwise upon a list specifying in writing reasonable detail the items to be assigned and so inform ENGINEER submitted under the foregoing sentence. If Project Co is unable to provide any of the Project Deliverables for any reason, Project Co may submit a list of the outstanding Project Deliverables and if a delay in the delivery of such outstanding Project Deliverables will not impair the safety, security or health of the occupants of the Project, such outstanding Project Deliverables shall be included as Minor Deficiencies. Failure to submit any of the Project Deliverables that are required for the safe occupation and use of the Work and as may be necessary for the security and health of the occupants of the Project, shall be grounds for the Consultant to reject Project Co’s application for Substantial Completion. For the purposes of Section 16.1(h), and any holdback to be taken as contemplated thereunder, the value of such outstanding Project Deliverables shall, without regard to the degree or quantum of such outstanding Project Deliverables, be set at $[REDACTED]. The assignment by Project Co of all guarantees and warranties shall expressly reserve the right of Project Co to make any claims under such guarantees and warranties for the repair or replacement of any Work and such assignment shall in no way prejudice any rights of or benefits accruing to Project Co pursuant to such guarantees and warranties. For greater certainty, nothing herein is intended to constitute a release or waiver of the obligation of Project Co to submit and assign (as applicable) to THP all of the Project Deliverables. (j) The submission of an application for payment upon Substantial Completion shall constitute a waiver by Project Co of all claims whatsoever against THP under this Project Agreement, whether for a change in the Guaranteed Price, extension of the Contract Time or otherwise, except (i) those made in writing prior to ENGINEERProject Co’s issuing the definitive certificate application for payment upon Substantial Completion and still unsettled; (ii) any third party claim which Project Co was not aware of Substantial Completionat such time and with respect to which Project Co is entitled to indemnification from THP in accordance with this Project Agreement; and (iii) subject to any subsequent waiver under Section 34.1, ENGINEER’s aforesaid recommendation will be binding on OWNER and CONTRACTOR until final payment. B. OWNER shall have the right to exclude CONTRACTOR from the Site claims arising out of any act or omission of THP or any THP Party after the date of Substantial Completionthe waiver, but OWNER shall allow CONTRACTOR reasonable access to complete or correct items on and third-party claims arising after the tentative listdate of the waiver. For greater certainty, for the purposes of clauses (i) and (ii) above, a third party claim does not include any claim by a Project Co Party.

Substantial Completion. A. “Substantial Completion” means the stage in the progress of the Work when the Work, or designated portions thereof, may still require minor modifications or adjustments but, in the Owner’s opinion, the Work has progressed to the point such that all parts of the Work under consideration are fully operational and usable for intended purposes, as evidenced by a Certificate of Substantial Completion approved by the Owner. If a Certificate of Occupancy is required by public authorities having jurisdiction over the Work, said certificate shall be issued before the Work or any portion thereof is considered substantially complete. When CONTRACTOR the Contractor considers that the entire Work ready for its intended use CONTRACTOR Work, or a portion thereof which the Owner agrees to accept separately, is substantially complete, the Contractor shall notify OWNER and ENGINEER in writing that Owner’s Designated Representative (sometimes referred to as the entire Work is substantially complete (except for items specifically listed by CONTRACTOR as incomplete“ODR”) and request that ENGINEER issue a certificate of Substantial Completion. Promptly thereafter, OWNER, CONTRACTOR, and ENGINEER shall make an inspection of determination as to whether the Work to determine the status of completionor designated portion thereof is substantially complete. If ENGINEER the ODR does not consider the Work substantially complete, ENGINEER the ODR will notify CONTRACTOR the Contractor giving reasons therefore. Failure on the Owner’s part to list a reason does not alter the responsibility of the Contractor to complete all Work in writing giving accordance with the reasons thereforterms of this Agreement. After satisfactorily completing items identified by Owner’s Designated Representative, the Contractor shall then submit another request for the ODR to determine Substantial Completion. If ENGINEER The ODR considers the Work substantially complete, ENGINEER The ODR will prepare and deliver to OWNER a tentative certificate of Substantial Completion which shall fix establish the date of Substantial Completion. There , shall be attached to the certificate include a tentative punch list of items to be completed or corrected before final completion and final payment. OWNER , shall have seven days after receipt establish the time within which the Contractor shall finish the punch list, and shall establish responsibilities of the tentative certificate during which to make written objection to ENGINEER as to any provisions of Owner and the certificate or attached list. If, after considering such objections, ENGINEER concludes that the Work is not substantially complete, ENGINEER will within 14 days after submission of the tentative certificate to OWNER notify CONTRACTOR in writing, stating the reasons therefor. If, after consideration of OWNER’s objections, ENGINEER considers the Work substantially complete, ENGINEER will within said 14 days execute and deliver to OWNER and CONTRACTOR a definitive certificate of Substantial Completion (with a revised tentative list of items to be completed or corrected) reflecting such changes from the tentative certificate as ENGINEER believes justified after consideration of any objections from OWNER. At the time of delivery of the tentative certificate of Substantial Completion ENGINEER will deliver to OWNER and CONTRACTOR a written recommendation as to division of responsibilities pending final payment between OWNER and CONTRACTOR with respect to Contractor for security, operation, safety, and protection of the Work, maintenance, heat, utilities, damage to the Work, warranty and insurance, . Failure to include an item on the punch list does not alter the responsibility of the Contractor to complete all Work in accordance with the terms and warranties and guaranteesconditions of this Agreement. Unless OWNER and CONTRACTOR agree otherwise in writing and so inform ENGINEER in writing prior to ENGINEER’s issuing the definitive The certificate of Substantial Completion, ENGINEER’s aforesaid recommendation will Completion shall be binding signed by the Owner and the Contractor to evidence acceptance of the responsibilities assigned to them in such certificate. Substantial Completion (as defined in this agreement) for all stages of the Work shall be achieved on OWNER and CONTRACTOR until final payment. B. OWNER shall have or before the right to exclude CONTRACTOR following Substantial Completion date: DATE FOR SUBSTANTIAL COMPLETION: 25 days from the Site after Notice to Proceed Under no circumstances will the time for Substantial Completion exceed this date of Substantial Completion, but OWNER shall allow CONTRACTOR reasonable access without a written amendment to complete or correct items on the tentative listthis Agreement. THE TIMES SET FORTH IN THE CONSTRUCTION DOCUMENTS ARE AN ESSENTIAL ELEMENT OF THE AGREEMENT. TIME LIMITS STATED IN THE CONTRACT DOCUMENTS ARE OF THE ESSENCE OF THIS AGREEMENT.

Substantial Completion. A. When CONTRACTOR considers 9.8.1 Substantial Completion is the entire stage in the progress of the Work ready when the Work is complete in accordance with the Contract Documents so the Owner can occupy or utilize the Work for its intended use CONTRACTOR shall notify OWNER and ENGINEER use. 9.8.2 Unless otherwise provided in writing the Contract Documents, when the Contractor considers that the entire Work Work, or a portion thereof which the Owner agrees to accept separately, is substantially complete (except for items specifically listed by CONTRACTOR as incomplete) and request that ENGINEER issue a certificate of Substantial Completion. Promptly thereafter, OWNER, CONTRACTOR, and ENGINEER shall make an inspection of the Work to determine the status of completion. If ENGINEER does not consider the Work substantially complete, ENGINEER will notify CONTRACTOR in writing giving the reasons therefor. If ENGINEER considers Contractor shall thoroughly inspect the Work substantially complete, ENGINEER will and prepare and deliver to OWNER a tentative certificate of Substantial Completion which shall fix the date of Substantial Completion. There shall be attached submit to the certificate Engineer a tentative list of items to be completed or corrected before final payment. OWNER shall have seven days after receipt of the tentative certificate during which to make written objection to ENGINEER as to any provisions of the certificate or attached list. If, after considering such objections, ENGINEER concludes that the Work is not substantially complete, ENGINEER will within 14 days after submission of the tentative certificate to OWNER notify CONTRACTOR in writing, stating the reasons therefor. If, after consideration of OWNER’s objections, ENGINEER considers the Work substantially complete, ENGINEER will within said 14 days execute and deliver to OWNER and CONTRACTOR a definitive certificate of Substantial Completion (with a revised tentative comprehensive list of items to be completed or corrected) reflecting such changes from the tentative certificate as ENGINEER believes justified after consideration , Contractor’s Notice of any objections from OWNER. At the time of delivery Substantial Completion, and a written request for Engineer’s review of the tentative certificate Work. The Contractor shall proceed promptly to complete and correct items on the list. Failure to include an item on such list does not alter the responsibility of the Contractor to complete all Work in accordance with the Contract Documents. Upon approval of Substantial Completion ENGINEER will deliver by Brazos County, Contractor has thirty (30) days to OWNER and CONTRACTOR a written recommendation as to division of responsibilities pending final payment between OWNER and CONTRACTOR with respect to security, operation, safety, and protection reach Final Completion of the Work. If the Contractor does not achieve Final Completion within thirty (30) days after Substantial Completion, Contractor shall be subject to additional Liquidated Damages as set forth under paragraph 9.11.2 herein. 9.8.3 Unless otherwise provided in the Contract Documents, after receipt of the Contractor’s Notice of Substantial Completion and the Contractor’s list, the Engineer and Owner will make inspections to determine whether the Work or designated portion thereof is substantially complete. If the Engineer's and Owner’s inspections disclose any item, whether or not included on the Contractor's list, which is not in accordance with the requirements of the Contract Documents, the Contractor shall, before issuance of the Certificate of Substantial Completion, complete or correct such item upon notification by the Engineer. In such case, the Contractor shall then submit another Contractor’s Notice of Substantial Completion and a request for another inspection by the Engineer and Owner to determine Substantial Completion. 9.8.4 When the Work is substantially complete, the Engineer will prepare a Certificate of Substantial Completion which shall establish the date of Substantial Completion, shall establish responsibilities of the Owner and Contractor for security, maintenance, heat, utilities, damage to the Work and insurance, and warranties and guaranteesshall fix the time within which the contractor shall finish all items on the list accompanying the Certificate. Unless OWNER and CONTRACTOR agree otherwise in writing and so inform ENGINEER in writing prior to ENGINEER’s issuing Warranties required by the definitive certificate of Substantial Completion, ENGINEER’s aforesaid recommendation will be binding Contract Documents shall commence on OWNER and CONTRACTOR until final payment. B. OWNER shall have the right to exclude CONTRACTOR from the Site after the date of Substantial Completion of the Work or designated portion thereof unless otherwise provided in the Certificate of Substantial Completion. The Certificate of Substantial Completion shall be submitted to the Owner and Contractor for their written acceptance or responsibilities 9.8.5 The Certificate of Substantial Completion shall be submitted to the Owner and Contractor for their written acceptance of responsibilities assigned to them in such Certificate. Upon such acceptance and consent of surety, but OWNER if any, the Owner shall allow CONTRACTOR reasonable access make payment of retainage applying to complete such Work or correct items on designated portion thereof. Such payment shall be adjusted for Work that is incomplete or not in accordance with the tentative listrequirements of the Contract Documents.

Substantial Completion. A. When ▇. ▇▇▇▇▇ to final payment, CONTRACTOR considers the entire Work ready for its intended use CONTRACTOR shall notify OWNER and ENGINEER may, in writing to CITY and Engineer, certify that the entire Work Project or part thereof is substantially complete (except for items specifically listed by CONTRACTOR as incomplete) Substantially Complete and request that ENGINEER Engineer issue a certificate notice of Substantial Completion. Promptly Within a reasonable time thereafter, OWNERCITY, CONTRACTOR, CONTRACTOR and ENGINEER Engineer shall make an inspection of the Work Project to determine the status of completion. If ENGINEER Engineer does not consider the Work Project (or part thereof) substantially complete, ENGINEER it will notify CONTRACTOR in writing giving the its reasons therefortherefore. If ENGINEER Engineer considers the Work Project (or part thereof) substantially complete, ENGINEER it will prepare and deliver to OWNER CITY a tentative certificate notice of Substantial Completion which shall fix the date of Substantial CompletionCompletion and the responsibilities between CITY and CONTRACTOR for maintenance, heat and utilities. There shall be attached to the certificate notice a tentative list of items to be completed or corrected before final payment, and the notice shall fix the time within which such items shall be completed or corrected, said time to be within the Contract Time. OWNER CITY shall have seven ten (10) days after receipt of the tentative certificate during which notice to make written objection to ENGINEER as to any provisions of review, approve or disapprove the certificate or attached listtentative notice. If, after considering such CITY'S objections, ENGINEER Engineer concludes that the Work Project is not substantially completeSubstantially Complete, ENGINEER it will within 14 days after submission of the tentative certificate to OWNER notify CONTRACTOR in writing, writing stating the its reasons therefortherefore. If, after consideration CITY's review and approval of OWNER’s objectionsthe tentative notice, ENGINEER the Engineer considers the Work substantially completePROJECT Substantially Complete it will, ENGINEER will within said 14 days fifteen (15) days, execute and deliver to OWNER CITY and CONTRACTOR a definitive certificate notice of Substantial Completion (with a revised tentative list of items to be completed or corrected) reflecting such changes from the tentative certificate notice as ENGINEER it believes justified after consideration of any objections from OWNER. At the time of delivery of the tentative certificate of Substantial Completion ENGINEER will deliver to OWNER and CONTRACTOR a written recommendation as to division of responsibilities pending final payment between OWNER and CONTRACTOR with respect to security, operation, safety, and protection of the Work, maintenance, heat, utilities, insurance, and warranties and guarantees. Unless OWNER and CONTRACTOR agree otherwise in writing and so inform ENGINEER in writing prior to ENGINEER’s issuing the definitive certificate of Substantial Completion, ENGINEER’s aforesaid recommendation will be binding on OWNER and CONTRACTOR until final paymentjustified. B. OWNER CITY shall have the right to exclude CONTRACTOR from the Site Project (or a specified part thereof) after the date of Substantial Completion, but OWNER CITY shall allow CONTRACTOR reasonable access to complete or correct items on the tentative list.