Common use of Approval of Plans and Specifications Clause in Contracts

Approval of Plans and Specifications. A design development plan (the “DD Plan”) and Basis of Design (the “BOD”) is attached hereto and made a part hereof as Schedule B-1. Landlord and Tenant hereby approve the DD Plan and the BOD. Tenant shall, by not later than July 1, 2021 (the “Tenant Plans Date”), cause Tenant’s architect (“Architect”) to convert the DD Plan into a complete set of construction drawings (collectively the “Initial Plans”) which conform to all applicable laws, regulations, rules, ordinances and codes and in suitable form for filing an application for a building permit with the City of Cambridge. Landlord shall review and either approve or disapprove of the Initial Plans in writing within ten (10) Business Days of its receipt of the Initial Plans. If Landlord disapproves of the Plans, it shall provide detailed and specific reasons for such disapproval. Tenant shall promptly cause Lxxxxxxx’s comments or objections to be addressed in and incorporated into the next submitted set of the Initial Plans due from Tenant under this Work Letter or, with respect to the Final Plans, Tenant shall have the Final Plans revised by its architect to incorporate all reasonable objections and conditions presented by Landlord and resubmitted to Landlord within five (5) business days following receipt. This procedure shall continue until the Initial Plans are approved by both parties as the “Final Plans.” Landlord and Tenant shall use their good faith and reasonable efforts to agree upon the Final Plans as soon as reasonably practicable. The tenant improvement work described in the Final Plans is hereinafter referred to as the “Tenant Improvements”. If the Final Plans have not been approved by August 1, 2021, except only if due to a failure of Landlord to respond to Tenant’s submissions of the plans within the time periods set forth in this Exhibit B, then such failure shall constitute a Tenant Delay. Tenant shall respond to any written request from Landlord, Lxxxxxxx’s architect, Lxxxxxxx’s contractor and/or Landlord’s Construction Representative for approvals or information in connection with the Tenant Improvements within two (2) business days of Txxxxx’s receipt of such written request. In addition, Tenant shall, within two (2) business days after receipt thereof from Landlord, execute and deliver to Landlord any affidavits and documentation required in order to obtain all permits and approvals necessary for Landlord to commence and complete the Tenant Improvements on a timely basis.

Approval of Plans and Specifications. A design development plan Tenant shall prepare and deliver to Landlord for Landlord's review and approval three (3) sets, plus one (1) reproducible set, of all of the “DD Plan”) and Basis of Design final working drawings for the Tenant Improvements (the “BOD”) is attached hereto and made a part hereof as Schedule B-1. Landlord and Tenant hereby approve the DD Plan and the BOD. Tenant shall, by not later than July 1, 2021 (the “Tenant Plans Date”), cause Tenant’s architect (“Architect”) to convert the DD Plan into a complete set of construction drawings (collectively the “Initial Plans”"TI DRAWINGS") which conform shall cover the work generally described on attached Schedule 1. Upon completion of Landlord's review, Tenant shall have five (5) days in which to all applicable lawsresubmit, regulationsif necessary, rules, ordinances revised TI Drawings to Landlord for Landlord's review and codes and in suitable form for filing an application for a building permit with the City of Cambridgeapproval. Landlord shall review not have any obligation to approve any TI Drawings that (i) do not conform to applicable statutes, ordinances or regulations or is disapproved by any governmental agency, (ii) requires building service beyond the level normally provided to other tenants in the Business Center, (iii) overload the floor, (iv) may, as determined by Landlord, in Landlord's sole and either approve or disapprove absolute discretion, adversely impact the structural integrity of the Initial Plans Building or any of the Building systems, (v) can be seen from the exterior of the Building, (vi) increase any of Landlord's costs, or (vii) are, in writing within Landlord's sole opinion, of a nature or quality that is inconsistent with the objectives of Landlord for the Business Center. If Tenant and Landlord are unable to agree on the TI Drawings, such dispute shall be resolved by the Landlord, DeRevere & Associates, whose determination shall be final. Following such approval of the TI Drawings, both parties shall sign and deliver to each other duplicate copies of the TI Drawings. Thereafter, changes may be made only in strict accordance with the construction contract for the Tenant Improvements, and Landlord shall have approval rights therein to any material changes. The term "APPROVED DRAWINGS" shall include such changes. Upon receipt of a request by Tenant to approve the TI Drawings for any part thereof, Landlord shall have ten (10) Business Days of its business days following receipt of the Initial Plansrequest together with all reasonable supporting documentation in which to review in good faith the submitted drawings and other documents to determine whether they meet the standards for the Building. If Landlord disapproves On or before the expiration of the Plansreview period, it Landlord shall provide detailed prepare and specific reasons for such disapproval. submit to Tenant shall promptly cause Lxxxxxxx’s comments in writing any comments, suggestions, modifications or objections to be addressed in and incorporated into the next submitted set of the Initial Plans due from Tenant under this Work Letter or, with respect it may have to the Final Plans, Tenant shall have the Final Plans revised by its architect to incorporate all reasonable objections and conditions presented by Landlord and resubmitted to Landlord within five (5) business days following receipt. This procedure shall continue until the Initial Plans are approved by both parties as the “Final Planssubmitted drawings or documents.” Landlord and Tenant shall use their good faith and reasonable efforts to agree upon the Final Plans as soon as reasonably practicable. The tenant improvement work described in the Final Plans is hereinafter referred to as the “Tenant Improvements”. If the Final Plans have not been approved by August 1, 2021, except only if due to a failure of Landlord to respond to Tenant’s submissions of the plans within the time periods set forth in this Exhibit B, then such failure shall constitute a Tenant Delay. Tenant shall respond to any written request from Landlord, Lxxxxxxx’s architect, Lxxxxxxx’s contractor and/or Landlord’s Construction Representative for approvals or information in connection with the Tenant Improvements within two (2) business days of Txxxxx’s receipt of such written request. In addition, Tenant shall, within two (2) business days after receipt thereof from Landlord, execute and deliver to Landlord any affidavits and documentation required in order to obtain all permits and approvals necessary for Landlord to commence and complete the Tenant Improvements on a timely basis.

Approval of Plans and Specifications. A design development plan The TI Architect will prepare the plans and specifications for the Turnkey Work to be completed in the Premises, including the items specified in the “TI ($ /SF)” column in Addendum 1 attached hereto, but excluding the Core and Shell and Common Area Work specified as Landlord’s obligation except as required if sections, items or specifications from Landlord’s plans for the Core and Shell and Common Area Work need to be shown in said plans and specifications prepared by the TI Architect which for clarification purposes, will remain as Landlord’s obligations (the “DD Plan”) Plans and Basis of Design (the “BOD”) is attached hereto and made a part hereof as Schedule B-1. Landlord and Tenant hereby approve the DD Plan and the BOD. Tenant shall, by not later than July 1, 2021 (the “Tenant Plans DateSpecifications”). The Plans and Specifications will (a) be compatible with the design, cause Tenant’s architect construction and equipment of the Building, (“Architect”b) to convert the DD Plan into a complete set of construction drawings (collectively the “Initial Plans”) which conform to comply with {00224903.DOC:8} 71 all applicable local and State laws, rules and regulations, rules(d) be capable of logical measurement and construction, ordinances and codes and in suitable form (e) contain all such reasonable information as may be required for filing an application for a building permit with the City of Cambridge. Landlord shall review and either approve or disapprove construction of the Initial Turnkey Work, and (f) contain all partition locations, plumbing locations, air conditioning system and duct work, special air conditioning or venting requirements, reflected ceiling plans, office equipment locations and special security systems. It is understood and agreed by the parties that the Plans in writing within ten and Specifications may or will include MEP drawings prepared the MEP Engineer. Within seven (107) Business Days of its after receipt by Tenant of the Initial Plans. If Landlord Plans and Specifications (i) Tenant will give its written approval thereto, or (ii) if Tenant reasonably disapproves of the Plans, it shall provide detailed work reflected in the Plans and specific reasons for such disapproval. Tenant shall promptly cause Lxxxxxxx’s comments or objections to be addressed in and incorporated into the next submitted set of the Initial Plans due from Tenant under this Work Letter or, with respect to the Final PlansSpecifications, Tenant shall have the Final Plans revised by its architect to incorporate all reasonable objections and conditions presented by Landlord and resubmitted to Landlord within will request other revisions or modifications therein. Within five (5) business days Business Days following receiptreceipt by Tenant of such revisions or modifications, Tenant will give its written approval thereto or will request other revisions or modifications therein (but relating only to the extent Landlord has failed to comply with Tenant’s earlier requests). This The procedure shall continue set forth in the preceding sentence will be implemented repeatedly until Tenant has given its written approval of the Initial Plans and Specifications (as approved, the “Approved Plans and Specifications”). Delivery of all plans and drawings referred to in this Section will be by email, messenger service or personal hand delivery, unless otherwise agreed by Landlord and Tenant. Landlord will provide written notice to Tenant at the time the Plans and Specifications are approved by both parties as of any items of Turnkey Work that Tenant will be required to remove at the “Final Plans.” end of the Term, and if no such notice is given, Tenant will not be required to remove any Turnkey Work at the end of the Term. Landlord and Tenant shall use their good faith and reasonable efforts to agree upon the Final Plans will prepare a construction budget as soon as reasonably practicable. The tenant improvement work described in possible following the Final completion of the Plans is hereinafter referred and Specifications and will submit such budget to as Tenant for Tenant’s review and approval (the “Tenant ImprovementsTurnkey Work Budget”. If the Final Plans have not been approved by August 1, 2021, except only if due to a failure of Landlord to respond to Tenant’s submissions of the plans within the time periods set forth in this Exhibit B, then such failure shall constitute a Tenant Delay. Tenant shall respond to any written request from Landlord, Lxxxxxxx’s architect, Lxxxxxxx’s contractor and/or Landlord’s Construction Representative for approvals or information in connection with the Tenant Improvements within two (2) business days of Txxxxx’s receipt of such written request. In addition, Tenant shall, within two (2) business days after receipt thereof from Landlord, execute and deliver to Landlord any affidavits and documentation required in order to obtain all permits and approvals necessary for Landlord to commence and complete the Tenant Improvements on a timely basis).

Approval of Plans and Specifications. A design development plan Tenant shall submit the Plans and Specifications to Landlord for approval by Landlord within one hundred and twenty (120) days after the “DD Plan”) and Basis execution date of Design (the “BOD”) is attached hereto and made a part hereof as Schedule B-1. Landlord and Tenant hereby approve the DD Plan and the BODthis Sublease. Tenant shallshall take no action to effectuate the Plans and Specifications unless Landlord has approved them, by which approval shall not later than July 1, 2021 be unreasonably withheld or delayed (the “Tenant Plans Date”), cause Tenant’s architect (“Architect”) to convert the DD Plan into a complete set of construction drawings (collectively the “Initial Plans”) which conform to all applicable laws, regulations, rules, ordinances and codes and in suitable form for filing an application for a building permit with no event beyond thirty (30) days from the City of Cambridge. date provided to Landlord shall review and either approve or disapprove of the Initial Plans in writing within ten (10) Business Days of its receipt of the Initial Plansby Tenant). If Landlord disapproves any of the Planssuch Plans and Specifications, it shall provide detailed promptly notify the Tenant thereof and specific reasons shall indicate in detail to the Tenant the nature of such revisions as must be made for such disapprovalthem to be approved. Tenant shall promptly cause Lxxxxxxx’s comments not be required to seek additional approval from Landlord for minor or objections non-material revisions to be addressed in the Plan and incorporated into Specifications, so long as Tenant complies with the next submitted set terms and conditions of the Initial Ground Lease. Upon approval of the Plans due from Tenant under this Work Letter orand Specifications by Landlord, with respect both parties shall sign the Plans and Specifications and it shall be submitted to the Final PlansGround Lessor for approval. Upon approval of the Plans and Specifications by the Ground Lessor, the Plans and Specifications shall be submitted to any other applicable governmental agencies, including the Federal Aviation Administration ("FAA"), for requisite review and approval. Tenant agrees to use its best efforts to obtain approval of the Plans and Specifications by Landlord, the Ground Lessor and any other applicable governmental agencies and shall make any necessary revisions to the Plans and Specifications in a timely manner. Landlord agrees to reasonably assist Tenant in obtaining approval of the Ground Lessor of Tenant's Plans and Specifications hereunder. If such Plans and Specifications are not reasonably approved by any of the applicable parties, Tenant shall have the Final Plans revised by its architect right to incorporate terminate this Sublease upon thirty (30) days written notice and all reasonable objections obligations and conditions presented by Landlord liabilities shall terminate and resubmitted to Landlord within five (5) business days following receipt. This procedure Rent shall continue until the Initial Plans are approved by both parties as the “Final Plans.” Landlord and Tenant shall use their good faith and reasonable efforts to agree upon the Final Plans as soon as reasonably practicable. The tenant improvement work described in the Final Plans is hereinafter referred to as the “Tenant Improvements”. If the Final Plans have not been approved by August 1, 2021, except only if due to a failure of Landlord to respond to Tenant’s submissions of the plans within the time periods set forth in this Exhibit B, then such failure shall constitute a Tenant Delaybe prorated accordingly. Tenant shall respond agrees to any written request from Landlord, Lxxxxxxx’s architect, Lxxxxxxx’s contractor and/or Landlord’s Construction Representative for approvals or information in connection with the Tenant Improvements within two (2) business days send Landlord copies of Txxxxx’s receipt of such written request. In addition, Tenant shall, within two (2) business days after receipt thereof from Landlord, execute and deliver all correspondence to Landlord any affidavits and documentation required in order Ground Lessor relating to obtain all permits and approvals necessary for Landlord to commence and complete the Tenant Improvements on a timely basisthis Sublease.

Approval of Plans and Specifications. A design development plan Lessee at its cost shall prepare and deliver to Lessor for its approval two (2) sets of the plans and specifications (“DD PlanTenant’s Plans”) for interior improvements to the Premises, including without limitation interior walls, plumbing, lighting, fixtures, electrical, and Basis of Design all other work necessary to enable Tenant to operate the Premises for the Primary Use (the “BOD”) is attached hereto and made a part hereof as Schedule B-1. Landlord and Tenant hereby approve the DD Plan and the BOD. Tenant shall, by not later than July 1, 2021 (the “Tenant Plans DateTenant’s Work”), cause which shall be subject to Lessor’s approval, which shall not be unreasonably withheld or conditioned. Lessor shall not be able to arbitrarily disapprove Tenant’s architect Plans, and shall only disapprove Tenant’s Plans if (“Architect”1) the design negatively impacts the Building systems, (2) the design negatively impacts the Building structure, (3) the design is not in compliance with current building codes, or (4) the design negatively impacts the exterior appearance of the Building, or (5) the cost of removal at the end of the Lease will be excessive, unless Lessee posts sufficient security for such removal cost. Within 10 days after receipt of the Tenant Plans, Lessor shall return to convert the DD Plan into a complete Lessee one (1) set of construction drawings prints of the Tenant Plans with Lessor’s modifications or its approval. If the Tenant Plans are returned to Lessee with modifications, but not bearing Lessor’s approval, the Tenant Plans shall be immediately revised by Lessee and submitted to Lessor for its approval within ten (collectively the “Initial Plans”10) which conform to all applicable lawsdays of their receipt by Lessee. Upon approval by Lessor, regulations, rules, ordinances Lessee shall file a full and codes and in suitable form for filing an complete application for a building permit along with required fees and costs and obtain the City of Cambridgenecessary building permits. Landlord shall review and either approve or disapprove Following issuance of the Initial Plans building permits, Lessee shall commence construction of Tenant’s Work and diligently prosecute Tenant’s Work to completion. Lessor reserves the right to approve Lessee’s contractor and major subcontractors, but such approval shall not be unreasonably withheld or delayed. Notwithstanding Paragraph 7.4(b), Lessee need not remove any of Tenant’s Work, which Lessor expressly agrees in writing within ten (10) Business Days of in its receipt of the Initial Plans. If Landlord disapproves of the Plans, it shall provide detailed sole and specific reasons for such disapproval. Tenant shall promptly cause Lxxxxxxx’s comments or objections to absolute discretion need not be addressed in and incorporated into the next submitted set of the Initial Plans due from Tenant under this Work Letter or, with respect to the Final Plans, Tenant shall have the Final Plans revised by its architect to incorporate all reasonable objections and conditions presented by Landlord and resubmitted to Landlord within five (5) business days following receipt. This procedure shall continue until the Initial Plans are approved by both parties as the “Final Plansremoved.” Landlord and Tenant shall use their good faith and reasonable efforts to agree upon the Final Plans as soon as reasonably practicable. The tenant improvement work described in the Final Plans is hereinafter referred to as the “Tenant Improvements”. If the Final Plans have not been approved by August 1, 2021, except only if due to a failure of Landlord to respond to Tenant’s submissions of the plans within the time periods set forth in this Exhibit B, then such failure shall constitute a Tenant Delay. Tenant shall respond to any written request from Landlord, Lxxxxxxx’s architect, Lxxxxxxx’s contractor and/or Landlord’s Construction Representative for approvals or information in connection with the Tenant Improvements within two (2) business days of Txxxxx’s receipt of such written request. In addition, Tenant shall, within two (2) business days after receipt thereof from Landlord, execute and deliver to Landlord any affidavits and documentation required in order to obtain all permits and approvals necessary for Landlord to commence and complete the Tenant Improvements on a timely basis.

Approval of Plans and Specifications. A design development plan (the “DD Plan”) Landlord acknowledges that it has approved Tenant's preliminary plans for Tenant's Work which are annexed hereto as Exhibit 4 and Basis of Design (the “BOD”) is attached Tenant's proposed signage annexed hereto and as Exhibit 5 made a part hereof as Schedule B-1(herein "Tenant's Preliminary Plans"). Within sixty (60) days following the Effective Date, Tenant shall submit to Landlord for Landlord's prior approval, the proposed working plans and Tenant hereby approve the DD Plan specifications for Tenant's Work, including Tenant's signage and final site plan. Landlord's approval or disapproval (and the BOD. reasons for any disapproval) shall be communicated to Tenant shall, by not later than July 1, 2021 (the “Tenant Plans Date”), cause Tenant’s architect (“Architect”) to convert the DD Plan into a complete set of construction drawings (collectively the “Initial Plans”) which conform to all applicable laws, regulations, rules, ordinances and codes and in suitable form for filing an application for a building permit with the City of Cambridge. Landlord shall review and either approve or disapprove of the Initial Plans in writing within ten (10) Business Days of its business days following Landlord's receipt of the Initial PlansTenant's plans and specifications for Tenant's Work. If Landlord disapproves any portion of the Plans, it shall provide detailed Tenant's plans and specific reasons for such disapproval. Tenant shall promptly cause Lxxxxxxx’s comments or objections to be addressed in and incorporated into the next submitted set of the Initial Plans due from Tenant under this Work Letter or, with respect to the Final Plans, Tenant shall have the Final Plans revised by its architect to incorporate all reasonable objections and conditions presented by Landlord and resubmitted to Landlord within five (5) business days following receipt. This procedure shall continue until the Initial Plans are approved by both parties as the “Final Plans.” Landlord and Tenant shall use their good faith and reasonable efforts to agree upon the Final Plans as soon as reasonably practicable. The tenant improvement work described in the Final Plans is hereinafter referred to as the “Tenant Improvements”. If the Final Plans have not been approved by August 1, 2021, except only if due to a failure of Landlord to respond to Tenant’s submissions of the plans within the time periods set forth in this Exhibit B, then such failure shall constitute a Tenant Delay. Tenant shall respond to any written request from Landlord, Lxxxxxxx’s architect, Lxxxxxxx’s contractor and/or Landlord’s Construction Representative for approvals or information in connection with the Tenant Improvements within two (2) business days of Txxxxx’s receipt of such written request. In additionspecifications, Tenant shall, within two a reasonable period of time after Landlord's disapproval, submit substitute plans and specifications or portions thereof for Tenant's Work which satisfy Landlord's reasons for disapproval, and the same provisions as hereinabove set forth in this Section shall apply with respect to Landlord's approval or disapproval of such substitute plans and specifications or portions thereof and, if necessary, Tenant shall resubmit such plans and specifications until same have been approved by Landlord; provided, however, if Landlord disapproves of such plans and specifications more than twice, then Tenant may terminate this lease within fifteen (215) business days following any disapproval of such plans and specifications by Landlord after receipt thereof from Landlordthe second disapproval by Landlord of the same. When such plans and specifications have been approved by Landlord (herein the "Approved Plans"), execute sets of the Approved Plans shall be signed by Landlord and deliver Tenant, and at least one (1) set so signed shall be delivered to Landlord any affidavits and documentation required in order to obtain all permits and approvals necessary for Landlord to commence and complete the Tenant Improvements on a timely basiseach party.

Approval of Plans and Specifications. A design development plan Within seven (7) Business Days after the District’s receipt of any initial (or resubmitted, if applicable) set of Plans and Specifications for each Design Phase of the Tenant Improvements (the “DD PlanResponse Period”), the District shall notify Landlord of the District’s approval thereof or the reasons why such approval was withheld or is not granted (with any denial specifying the District’s reasons in reasonable detail). Landlord shall cause Project Architect to make any revisions necessary to address the District’s comments on each Design Phase’s Plans and Specifications, and resubmit the same for the District’s approval. The revisions and resubmissions shall continue until District gives its final approval, or is deemed to have given final approval (as provided in Section 7 below) of each Design Phase’s Plans and Basis Specifications. Following the District’s approval or deemed approval of the Plans and Specifications for PAGE 70 OF 135 (as modified) DC DGS FORM L-105 (3/2018) 0000 Xxxxxxxxx Xxxxxx XX XX 000000000x0 EXECUTION VERSION the final Design Phase, Landlord shall cause the Project Architect to submit complete and unified Plans and Specifications for all Design Phases of the Tenant Improvements which incorporate the revised and approved Plans and Specifications for each Design Phase (the “BOD”) is attached hereto Complete Plans and made a part hereof as Schedule B-1. Landlord and Tenant hereby approve the DD Plan and the BOD. Tenant shall, by not later than July 1, 2021 (the “Tenant Plans DateSpecifications”), cause Tenant’s architect (“Architect”) to convert the DD Plan into a complete set of construction drawings (collectively the “Initial Plans”) which conform to all applicable laws, regulations, rules, ordinances and codes and in suitable form for filing an application for a building permit with the City of Cambridge. Landlord shall review and either approve or disapprove of the Initial Plans in writing within ten (10) Business Days of its receipt of the Initial Plans. If Landlord disapproves of the Plans, it shall provide detailed and specific reasons for such disapproval. Tenant shall promptly cause Lxxxxxxx’s comments or objections to be addressed in and incorporated into the next submitted set of the Initial Plans due from Tenant under this Work Letter or, with respect deliver to the Final Plans, Tenant shall have District therewith the Final then current budget based on such Complete Plans revised by its architect to incorporate all reasonable objections and conditions presented by Landlord and resubmitted to Landlord within Specifications. Within five (5) business days following receiptBusiness Days after Landlord’s delivery to the District of the Complete Plans and Specifications (the “Final Response Period”), the District shall notify Landlord of the District’s approval thereof or the reasons why such approval was withheld or is not granted (with any denial specifying the District’s reasons in reasonable detail). This procedure Landlord shall cause Project Architect to make any revisions necessary to address the District’s comments on each Design Phase’s Plans and Specifications or the Complete Plans and Specifications (as applicable), and resubmit the same for the District’s approval. The revisions and resubmissions shall continue until the Initial District gives its final approval, or is deemed to have given final approval (as provided in Section 7 below) of each Design Phase’s Plans are and Specifications or of the Complete Plans and Specifications. The process of revising, resubmitting and reviewing the resubmission shall be as provided above in this Section 6. Such final approved by both parties as (or deemed approved) Complete Plans and Specifications shall be the “Final Plans.” Landlord Plans and Tenant shall use their good faith and reasonable efforts to agree upon the Final Plans as soon as reasonably practicableSpecifications”. The tenant improvement work described in the Final District will not unreasonably withhold, condition or delay its approval of any aspects of any Design Phase’s Plans is hereinafter referred to as the “Tenant Improvements”. If the Final Plans have not been approved by August 1, 2021, except only if due to a failure of Landlord to respond to Tenant’s submissions and Specifications (or of the plans within the time periods set forth in this Exhibit B, then such failure shall constitute a Tenant Delay. Tenant shall respond to any written request from Landlord, Lxxxxxxx’s architect, Lxxxxxxx’s contractor and/or Landlord’s Construction Representative Complete Plans and Specifications) for approvals or information in connection with the Tenant Improvements within two which are consistent with, and in accordance with, the District Requirements and shall not disapprove any aspects of any Design Phase’s Plans and Specifications that do not reflect a material change from the Plans and Specifications for the immediately preceding Design Phases that the District had approved or which had been deemed approved (2) business days of Txxxxx’s receipt of such written request. In addition, Tenant shall, within two (2) business days after receipt thereof from Landlord, execute and deliver to Landlord any affidavits and documentation required it being agreed that additional detail provided in order to obtain all permits and approvals necessary for Landlord to commence and complete the Tenant Improvements on subsequent plans shall not constitute a timely basischange).

Approval of Plans and Specifications. A design development plan 2.1 Tenant shall prepare and deliver to Landlord for Landlord’s review and approval three (3) sets, plus one (1) reproducible set, of all of the final working drawings for the Tenant Improvements which shall substantially conform to the Approved Plan (“DD Plan”) and Basis of Design (the “BOD”) is attached hereto and made a part hereof as Schedule B-1. Landlord and Tenant hereby approve the DD Plan and the BOD. Tenant shall, by not later than July 1, 2021 (the “Tenant Plans DateTI Drawings”), cause . Concurrently with submission of the TI Drawings Tenants shall submit to Landlord for review Tenant’s architect (“Architect”) to convert the DD Plan into a complete set of construction drawings (collectively the “Initial Plans”) proposed signage, which conform to all applicable laws, regulations, rules, ordinances and codes and in suitable form for filing an application for a building permit shall be consistent with the City Sign Criteria. Upon completion of Cambridge. Landlord shall review and either approve or disapprove of the Initial Plans in writing within ten (10) Business Days of its receipt of the Initial Plans. If Landlord disapproves of the Plans, it shall provide detailed and specific reasons for such disapproval. Tenant shall promptly cause LxxxxxxxLandlord’s comments or objections to be addressed in and incorporated into the next submitted set of the Initial Plans due from Tenant under this Work Letter or, with respect to the Final Plansreview, Tenant shall have the Final Plans revised by its architect to incorporate all reasonable objections and conditions presented by Landlord and resubmitted to Landlord within five (5) business days following receiptin which to resubmit, if necessary, revised TI Drawings to Landlord for Landlord’s review and approval. This procedure Landlord shall continue until not have any obligation to approve any TI Drawings that (i) do not conform to applicable statutes, ordinances or regulations or is disapproved by any governmental agency, (ii) requires building service beyond the Initial Plans level normally provided to other tenants in the Project, (iii) overload the floor, (iv) may, as determined by Landlord, in Landlord’s sole and absolute discretion, adversely impact the structural integrity of the Building or any of the Building systems, (v) can be seen from the exterior of the Building, (vi) increase any of Landlord’s costs, or (vii) are, in Landlord’s sole opinion, of a nature or quality that is inconsistent with the objectives of Landlord for the Project. If Tenant and Landlord are approved unable to agree on the TI Drawings, such dispute shall be resolved by the Project architect, DeRevere & Associates, whose determination shall be final. Following such approval of the TI Drawings, both parties as the “Final Plans.” Landlord and Tenant shall use their good faith and reasonable efforts to agree upon the Final Plans as soon as reasonably practicable. The tenant improvement work described in the Final Plans is hereinafter referred to as the “Tenant Improvements”. If the Final Plans have not been approved by August 1, 2021, except only if due to a failure of Landlord to respond to Tenant’s submissions of the plans within the time periods set forth in this Exhibit B, then such failure shall constitute a Tenant Delay. Tenant shall respond to any written request from Landlord, Lxxxxxxx’s architect, Lxxxxxxx’s contractor and/or Landlord’s Construction Representative for approvals or information in connection with the Tenant Improvements within two (2) business days of Txxxxx’s receipt of such written request. In addition, Tenant shall, within two (2) business days after receipt thereof from Landlord, execute sign and deliver to Landlord any affidavits and documentation required each other duplicate copies of the TI Drawings. Thereafter, changes may be made only in order to obtain all permits and approvals necessary strict accordance with the construction contract for Landlord to commence and complete the Tenant Improvements on a timely basisImprovements, and Landlord shall have approval rights therein to any material changes. The term “Approved Drawings” shall include such changes.

Approval of Plans and Specifications. A design development plan Before proceeding with any Alteration, Tenant shall submit for approval a reasonable number of copies of the Plans and Specifications for such Alteration to Landlord. The term "Plans and Specifications" with respect to any Alteration shall mean architectural, mechanical and engineering plans and specifications prepared and sealed by an architect or professional engineer licensed to practice as such in the State of New York and reasonably satisfactory to Landlord ("Tenant's Architect") (a) sufficient to secure all required governmental approvals and permits, (b) sufficient for a contractor to perform the “DD Plan”work covered thereby and shown thereon and (c) and Basis of Design sufficient to determine (i) if the “BOD”materials to be used by Tenant are acceptable to Landlord, (ii) if the Alteration is attached hereto and made a part hereof as Schedule B-1. Landlord and Tenant hereby approve the DD Plan and the BOD. Tenant shall, by not later than July 1, 2021 (the “Tenant Plans Date”), cause Tenant’s architect (“Architect”) likely to convert the DD Plan into a complete set of construction drawings (collectively the “Initial Plans”) which conform to comply with all applicable laws, regulations, rules, ordinances laws and codes and in suitable form for filing an application for a building permit with (iii) the City of Cambridge. Landlord shall review and either approve or disapprove effect of the Initial Plans in writing within Alteration on the structural components, service systems and facilities of the Building. Within ten (10) Business Days of after its receipt of the Initial PlansPlans and Specifications for any Alteration proposed by Tenant, Landlord shall advise Tenant of its approval thereof or provide Tenant with its required revisions thereto. If Landlord disapproves of Any revisions to the Plans, it shall provide detailed Plans and specific reasons Specifications for such disapproval. an Alteration proposed by Tenant shall promptly cause Lxxxxxxx’s comments or objections to be addressed in and incorporated into the next submitted set of the Initial Plans due from Tenant under this Work Letter or, with respect to the Final Plans, Tenant shall have the Final Plans revised reviewed by its architect to incorporate all reasonable objections and conditions presented by Landlord and resubmitted to Landlord within five (5) business days following receiptBusiness Days of its receipt thereof in each case. This procedure shall continue until Except in the Initial case of Tenant's Work, if Landlord fails to respond to Tenant regarding its Plans are approved by both parties as and Specifications or any revisions thereto within the “Final Plans.” indicated time periods, Tenant may send a reminder notice (a "Reminder Notice") to Landlord and Tenant if Landlord continues to fail to respond for more than three (3) Business Days after its receipt of the Reminder Notice, Tenant’s proposed Plans and Specifications shall use their good faith and reasonable efforts be deemed to agree upon the Final Plans as soon as reasonably practicable. The tenant improvement work described in the Final Plans is hereinafter referred to as the “Tenant Improvements”. If the Final Plans have not been approved by August 1Landlord. Any revisions to the Plans and Specifications which have been approved by Landlord (the "Final Plans") which are made prior to or after commencement of any Alteration shall be subject to review and approval or disapproval by Landlord in accordance with the requirements of the preceding paragraphs of this Section 8.2. The review and approval by Landlord, 2021its agents, except only if due consultants and/or contractors of any Alteration or of Plans and Specifications are solely for the benefit of Landlord, and neither Landlord nor any of its agents, consultants or contractors shall have any duty toward Tenant, nor shall Landlord or any of its agents, consultants and/or contractors be deemed to a failure of Landlord to respond have made any representation or warranty to Tenant’s submissions , or have any liability, with respect to the safety, adequacy, correctness, efficiency or compliance with laws of the plans within Plans and Specifications, the time periods set forth in this Exhibit BAlteration, then such failure shall constitute a Tenant Delay. Tenant shall respond to or any written request from Landlord, Lxxxxxxx’s architect, Lxxxxxxx’s contractor and/or Landlord’s Construction Representative for approvals or information in connection with the Tenant Improvements within two (2) business days of Txxxxx’s receipt of such written request. In addition, Tenant shall, within two (2) business days after receipt thereof from Landlord, execute and deliver to Landlord any affidavits and documentation required in order to obtain all permits and approvals necessary for Landlord to commence and complete the Tenant Improvements on a timely basisother matter relating thereto.

Approval of Plans and Specifications. A design development plan Landlord acknowledges that it and the President of North Dakota State University (the “DD PlanPresident”) have approved Tenant’s preliminary plans for Tenant’s Work identified on Exhibit 4 (“Tenant’s Preliminary Plans”). Within thirty (30) days following the Effective Date, Tenant shall submit to Landlord for Landlord’s prior approval, which approval shall not be unreasonably withheld, the proposed working plans and Basis of Design specifications for Tenant’s Work, including Tenant’s signage and final site plan. Landlord’s approval or disapproval (the “BOD”) is attached hereto and made a part hereof as Schedule B-1. Landlord and Tenant hereby approve the DD Plan and the BOD. reasons for any disapproval) shall be communicated to Tenant shall, by not later than July 1, 2021 (the “Tenant Plans Date”), cause Tenant’s architect (“Architect”) to convert the DD Plan into a complete set of construction drawings (collectively the “Initial Plans”) which conform to all applicable laws, regulations, rules, ordinances and codes and in suitable form for filing an application for a building permit with the City of Cambridge. Landlord shall review and either approve or disapprove of the Initial Plans in writing within ten (10) Business Days of its business days following Landlord’s receipt of the Initial PlansTenant’s plans and specifications for Tenant’s Work. If Landlord disapproves any portion of the Plans, it shall provide detailed and specific reasons for such disapproval. Tenant shall promptly cause Lxxxxxxx’s comments or objections to be addressed in and incorporated into the next submitted set of the Initial Plans due from Tenant under this Work Letter or, with respect to the Final Plans, Tenant shall have the Final Plans revised by its architect to incorporate all reasonable objections and conditions presented by Landlord and resubmitted to Landlord within five (5) business days following receipt. This procedure shall continue until the Initial Plans are approved by both parties as the “Final Plans.” Landlord and Tenant shall use their good faith and reasonable efforts to agree upon the Final Plans as soon as reasonably practicable. The tenant improvement work described in the Final Plans is hereinafter referred to as the “Tenant Improvements”. If the Final Plans have not been approved by August 1, 2021, except only if due to a failure of Landlord to respond to Tenant’s submissions of the plans within the time periods set forth in this Exhibit B, then such failure shall constitute a Tenant Delay. Tenant shall respond to any written request from Landlord, Lxxxxxxx’s architect, Lxxxxxxx’s contractor and/or Landlord’s Construction Representative for approvals or information in connection with the Tenant Improvements within two (2) business days of Txxxxx’s receipt of such written request. In additionand specifications, Tenant shall, within two a reasonable period of time after Landlord’s disapproval, submit substitute plans and specifications, or portions thereof, for Tenant’s Work which satisfy Landlord’s reasons for disapproval, and the same provisions as herein above set forth in this Section shall apply with respect to Landlord’s approval or disapproval of such substitute plans and specifications or portions thereof. If necessary, Tenant shall resubmit such plans and specifications until same have been approved by Landlord; provided, however, if Landlord disapproves of such plans and specifications more than twice, then Tenant may terminate this Lease within fifteen (215) business days after receipt thereof from following any second disapproval of such plans and specifications by Landlord. When such plans and specifications have been approved by Landlord (the “Approved Plans”), execute sets of the Approved Plans shall be signed by Landlord and deliver Tenant, and at least one (1) signed set shall be delivered to each party. Notwithstanding anything herein to the contrary, Landlord and Tenant acknowledge that any affidavits design, alteration, construction or similar approval of Landlord required hereunder also requires the review and documentation required in order approval of the President pursuant to obtain the Underlying Lease, which approval shall not be unreasonably withheld, Further, Landlord may delegate any and all permits and approvals necessary for Landlord such review activities hereunder directly to commence and complete the Tenant Improvements on a timely basisPresident.