Common use of Approved Plans and Working Drawings for Landlord’s Work Clause in Contracts

Approved Plans and Working Drawings for Landlord’s Work. Plans and specifications for the Building Shell and other aspects of Landlord’s Work have been and continue to be under development and review by Landlord, Tenant and the respective Architects, but no such plans and specifications have yet been finally approved. Landlord shall continue to promptly and diligently (and in all events prior to any applicable Work Deadlines) cause to be prepared and delivered to Tenant, for approval, plans and specifications for the Improvements constituting Landlord’s Work (except “to the extent Tenant is responsible for the design of such Improvements pursuant to the Coordination Schedule, in which event Tenant shall promptly and diligently, and in all events prior to any applicable Work Deadlines, cause such plans and specifications to be prepared and delivered to Landlord for approval). Following such mutual approval, Landlord shall then cause to be prepared and delivered to Tenant, on or before the applicable Work Deadline (assuming timely delivery by Tenant of all information, decisions and drawings required to be furnished or made by Tenant in order to permit complete preparation of plans and drawings), final working drawings and specifications for the Improvements constituting Landlord’s Work, including structural, fire protection, life safety, mechanical and electrical working drawings and final architectural drawings (collectively, “Final Working Drawings”). The Final Working Drawings shall substantially conform to the Approved Plans. Landlord’s obligation to deliver the Final Working Drawings to Tenant within the time period set forth above shall be extended for any delay encountered by Landlord as a result of a request by Tenant for changes in accordance with the procedure set forth below, any other Tenant Delays, or any Unavoidable Delays. No later than the applicable Work Deadline (assuming timely delivery of plans and drawings by Landlord), Tenant shall either approve the Final Working Drawings or set forth in writing with particularity any changes necessary to bring the Final Working Drawings into substantial conformity with the Approved Plans or into a form which will be acceptable to Tenant. In no event, however, shall Tenant have the right to object to any aspect of the proposed plans and specifications or proposed Final Working Drawings for Landlord’s Work (including, but not limited to, any change from the Approved Plans) that is necessitated by applicable law, or to any aspect of such proposed plans and specifications or proposed Final Working Drawings that relates to the Building Shell or Site Improvements, although Landlord agrees to consult with Tenant and to give reasonable consideration to Tenant’s views regarding functional characteristics of the Building Shell and Site Improvements. Failure of Tenant to deliver to Landlord written notice of disapproval and specification of required changes on or before the applicable Work Deadline shall constitute and be deemed to be approval of the Final Working Drawings. Upon approval, actual or deemed, of the Final Working Drawings by Landlord and Tenant, the Final Working Drawings shall be deemed to be incorporated in and considered part of the Approved Plans, superseding (to the extent of any inconsistencies) any inconsistent features of the previously existing Approved Plans.

Approved Plans and Working Drawings for Landlord’s Work. Plans and specifications for the Building Shell and other aspects of Landlord’s Work have been and continue to be under development and review by Landlord, Tenant and the respective Architects, but no such plans and specifications have yet been finally approved. Landlord shall continue to promptly and diligently (and in all events prior to any applicable Work Deadlines, subject to Tenant Delays and Unavoidable Delays) prepare or cause to be prepared and delivered to Tenant, for approval, plans and specifications for the Improvements constituting Landlord’s 's Work and for all other Improvements (if any) for which Landlord is expressly assigned design responsibility under Schedule C-2 to this Workletter. Such plans and specifications shall not be subject to Tenant's approval, except “to the extent Tenant is responsible for (and only to the design of such Improvements extent) that Landlord's Work includes, pursuant to this Workletter or by other mutual agreement of Landlord and Tenant, any portion of the Coordination Schedule, in which event Tenant Improvements. Landlord shall promptly and diligently, and in all events prior to any applicable Work Deadlines, cause deliver copies of such plans and specifications to Tenant for Tenant's approval (but only to the extent provided in the preceding sentence) and information, to assist Tenant in providing any information and making any decisions necessary to be prepared provided or made by Tenant in order to permit preparation of Landlord's Final Working Drawings as hereinafter defined, and delivered to Landlord assist Tenant in preparing plans, specifications and drawings for approval)Tenant's Work as hereinafter set forth. Following approval of such mutual approvalplans and specifications by Landlord and, if applicable, by Tenant (as so approved, the "Landlord's Approved Plans"), Landlord shall then prepare or cause to be prepared and delivered to Tenantprepared, on or before the applicable Work Deadline (assuming timely delivery by Tenant of all information, information and decisions and drawings required to be furnished or made by Tenant in order to permit complete preparation of plans and drawingsLandlord's Final Working Drawings), final detailed working drawings and specifications for the Improvements constituting Landlord’s 's Work, including structural, fire protection, life safety, mechanical and electrical working drawings and final architectural drawings (collectively, “"Landlord's Final Working Drawings”"). The Landlord's Final Working Drawings shall substantially conform to the Landlord's Approved Plans. Landlord’s 's Final Working Drawings shall not be subject to Tenant's approval, except to the extent (and only to the extent), as noted above, that Landlord's Work includes, pursuant to this Workletter or by other mutual agreement of Landlord and Tenant, any portion of the Tenant Improvements. Landlord shall deliver copies of Landlord's Final Working Drawings to Tenant for Tenant's approval (but only to the extent provided in the preceding sentence) and information, and to assist Tenant in preparing plans, specifications and drawings for Tenant's Work as hereinafter set forth. Landlord's obligation to deliver the Landlord's Final Working Drawings to Tenant within the time period set forth above shall be extended for any delay encountered by Landlord as a result of a request by Tenant for changes in accordance with the procedure set forth below, any other Tenant Delays, or any Unavoidable Delays. No To the extent Tenant has any right of approval over Landlord's proposed plans and specifications or Landlord's proposed Final Working Drawings pursuant to the foregoing provisions, no later than the applicable Work Deadline (assuming timely delivery of plans and drawings by Landlord), Tenant shall either approve (to the extent of Tenant's approval right) Landlord's proposed plans and specifications or Landlord's proposed Final Working Drawings Drawings, as applicable, or set forth in writing with particularity any changes necessary to bring the aspects of such proposed plans and specifications or proposed Landlord's Final Working Drawings into substantial conformity with the Approved Plans or over which Tenant has a right of approval into a form which will be acceptable to TenantTenant or, in the case of Landlord's Final Working Drawings, into substantial conformity with the Landlord's Approved Plans. In Notwithstanding any other provisions of this paragraph (other than the final sentence thereof), in no event, however, event shall Tenant have the right to object to any aspect of the Landlord's proposed plans and specifications or proposed Landlord's Final Working Drawings for Landlord’s Work (including, but not limited to, any change subsequently proposed changes therein from the Approved Planstime to time) that is necessitated by applicable lawlaw or as a condition of any governmental or other third-party approvals that are required to be obtained in connection with Landlord's Work, or to any aspect that is required as a result of such proposed plans and specifications or proposed Final Working Drawings that relates to unanticipated conditions encountered in the Building Shell or Site Improvements, although Landlord agrees to consult with Tenant and to give reasonable consideration to Tenant’s views regarding functional characteristics course of the Building Shell and Site Improvementsconstruction of Landlord's Work. Failure of Tenant to deliver to Landlord written notice of disapproval and specification of required changes (to the extent Tenant has a right of approval or objection under this paragraph) on or before the applicable Work Deadline shall constitute and be deemed to be approval of the Landlord's proposed plans and specifications or proposed Landlord's Final Working Drawings, as applicable. Upon approval, actual or deemed, of the Landlord's Final Working Drawings by Landlord and TenantTenant (to the extent Tenant has such a right of approval under this paragraph), the Landlord's Final Working Drawings shall be deemed to be incorporated in and considered part of the Landlord's Approved Plans, superseding (to the extent of any inconsistencies) any inconsistent features of the previously existing Landlord's Approved Plans. Notwithstanding the foregoing provisions of this paragraph, the parties acknowledge and agree as follows: (i) as to the Building Shells for the Phase IA and Phase IB Buildings (excluding the Connector Bridge, which has not yet been designed), the plans and specifications for which building permits have already been issued by the City of South San Francisco constitute Landlord's Approved Plans for such Building Shells, subject to any changes that may be required in connection with the design and construction of the Connector Bridge; (ii) as to the Building Shell for the Phase II Building, the plans and specifications filed with Landlord's pending permit application with the City of South San Francisco constitute Landlord's Approved Plans for such Building Shell, subject to any changes that may be required by the City of South San Francisco in connection with the issuance of a building permit for such Building Shell; and (iii) Tenant shall have a right of approval over the plans and specifications to be prepared by Landlord for the shell of the Connector Bridge, which approval shall not be unreasonably withheld and which right of approval shall be exercised within any applicable Work Deadlines or, to the extent there is no specifically applicable Work Deadline, within five (5) business days after delivery of plans and specifications for review by Tenant.

Approved Plans and Working Drawings for Landlord’s Work. Plans and specifications for the Building Shell and other aspects of Landlord’s Work have been and continue to be under development and review by Landlord, Tenant and the respective Architects, but no such plans and specifications have yet been finally approved. Landlord shall continue to promptly and diligently (and in all events prior to any applicable Work Deadlines, subject to Tenant Delays and Unavoidable Delays) prepare or cause to be prepared and delivered to Tenant, for approval, plans and specifications for the Improvements constituting Landlord’s Work and for all other Improvements (if any) for which Landlord is expressly assigned design responsibility under Schedule C-2 to this Workletter. Such plans and specifications shall not be subject to Tenant’s approval, except “to the extent Tenant is responsible for (and only to the design of such Improvements extent) that Landlord’s Work includes, pursuant to this Workletter or by other mutual agreement of Landlord and Tenant, any portion of the Coordination Schedule, in which event Tenant Improvements. Landlord shall promptly and diligently, and in all events prior to any applicable Work Deadlines, cause deliver copies of such plans and specifications to Tenant for Tenant’s approval (but only to the extent provided in the preceding sentence) and information, to assist Tenant in providing any information and making any decisions necessary to be prepared provided or made by Tenant in order to permit preparation of Landlord’s Final Working Drawings as hereinafter defined, and delivered to Landlord assist Tenant in preparing plans, specifications and drawings for approval)Tenant’s Work as hereinafter set forth. Following approval of such mutual approvalplans and specifications by Landlord and, if applicable, by Tenant (as so approved, the “Landlord’s Approved Plans”), Landlord shall then prepare or cause to be prepared and delivered to Tenantprepared, on or before the applicable Work Deadline (assuming timely delivery by Tenant of all information, information and decisions and drawings required to be furnished or made by Tenant in order to permit complete preparation of plans and drawingsLandlord’s Final Working Drawings), final detailed working drawings and specifications for the Improvements constituting Landlord’s Work, including structural, fire protection, life safety, mechanical and electrical working drawings and final architectural drawings (collectively, “Landlord’s Final Working Drawings”’’). The Landlord’s Final Working Drawings shall substantially conform to the Landlord’s Approved Plans. Landlord’s Final Working Drawings shall not be subject to Tenant’s approval, except to the extent (and only to the extent), as noted above, that Landlord’s Work includes, pursuant to this Workletter or by other mutual agreement of Landlord and Tenant, any portion of the Tenant Improvements. Landlord shall deliver copies of Landlord’s Final Working Drawings to Tenant for Tenant’s approval (but only to the extent provided in the preceding sentence) and information, and to assist Tenant in preparing plans, specifications and drawings for Tenant’s Work as hereinafter set forth. Landlord’s obligation to deliver the Landlord’s Final Working Drawings to Tenant within the time period set forth above shall be extended for any delay encountered by Landlord as a result of a request by Tenant for changes in accordance with the procedure set forth below, any other Tenant Delays, or any Unavoidable Delays. No To the extent Tenant has any right of approval over Landlord’s proposed plans and specifications or Landlord’s proposed Final Working Drawings pursuant to the foregoing provisions, no later than the applicable Work Deadline (assuming timely delivery of plans and drawings by Landlord), Tenant shall either approve (to the extent of Tenant’s approval right) Landlord’s proposed plans and specifications or Landlord’s proposed Final Working Drawings Drawings, as applicable, or set forth in writing with particularity any changes necessary to bring the aspects of such proposed plans and specifications or proposed Landlord’s Final Working Drawings into substantial conformity with the Approved Plans or over which Tenant has a right of approval into a form which will be acceptable to TenantTenant or, in the case of Landlord’s Final Working Drawings, into substantial conformity with the Landlord’s Approved Plans. In Notwithstanding any other provisions of this paragraph (other than the final sentence thereof), in no event, however, event shall Tenant have the right to object to any aspect of the Landlord’s proposed plans and specifications or proposed Landlord’s Final Working Drawings for Landlord’s Work (including, but not limited to, any change subsequently proposed changes therein from the Approved Planstime to time) that is necessitated by applicable lawlaw or as a condition of any governmental or other third-party approvals that are required to be obtained in connection with Landlord’s Work, or to any aspect that is required as a result of such proposed plans and specifications or proposed Final Working Drawings that relates to unanticipated conditions encountered in the Building Shell or Site Improvements, although Landlord agrees to consult with Tenant and to give reasonable consideration to Tenantcourse of construction of Landlord’s views regarding functional characteristics of the Building Shell and Site ImprovementsWork. Failure of Tenant to deliver to Landlord written notice of disapproval and specification of required changes (to the extent Tenant has a right of approval or objection under this paragraph) on or before the applicable Work Deadline shall constitute and be deemed to be approval of the Landlord’s proposed plans and specifications or proposed Landlord’s Final Working Drawings, as applicable. Upon approval, actual or deemed, of the Landlord’s Final Working Drawings by Landlord and TenantTenant (to the extent Tenant has such a right of approval under this paragraph), the Landlord’s Final Working Drawings shall be deemed to be incorporated in and considered part of the Landlord’s Approved Plans, superseding (to the extent of any inconsistencies) any inconsistent features of the previously existing Landlord’s Approved Plans, Notwithstanding the foregoing provisions of this paragraph, the parties acknowledge and agree as follows: (i) as to the Building Shells for the Phase IA and Phase IB Buildings (excluding the Connector Bridge, which has not yet been designed), the plans and specifications for which building permits have already been issued by the City of South San Francisco constitute Landlord’s Approved Plans for such Building Shells, subject to any changes that may be required in connection with the design and construction of the Connector Bridge; (ii) as to the Building Shell for the Phase II Building, the plans and specifications filed with Landlord’s pending permit application with the City of South San Francisco constitute Landlord’s Approved Plans for such Building Shell, subject to any changes that may be required by the City of South San Francisco in connection with the issuance of a building permit for such Building Shell; and (iii) Tenant shall have a right of approval over the plans and specifications to be prepared by Landlord for the shell of the Connector Bridge which approval shall not be unreasonably withheld and which right of approval shall be exercised within any applicable Work Deadlines or, to the extent there is no specifically applicable Work Deadline, within five (5) business days after delivery of plans and specifications for review by Tenant.

Approved Plans and Working Drawings for Landlord’s Work. Plans and specifications for the Building Shell and other aspects of Landlord’s Work have been and continue to be under development and review by Landlord, Tenant and the respective Architects, but no such plans and specifications have yet been finally approved. Landlord shall continue to promptly and diligently (and in all events prior to any applicable Work Deadlines, subject to Tenant Delays and Unavoidable Delays) prepare or cause to be prepared and delivered to Tenant, for approval, plans and specifications for the Improvements constituting Landlord’s Work and for all other Improvements (if any) for which Landlord is expressly assigned design responsibility under Schedule C-2 to this Workletter. Such plans and specifications shall not be subject to Tenant’s approval, except “to the extent Tenant is responsible for (and only to the design of such Improvements extent) that Landlord’s Work includes, pursuant to this Workletter or by other mutual agreement of Landlord and Tenant, any portion of the Coordination Schedule, in which event Tenant Improvements. Landlord shall promptly and diligently, and in all events prior to any applicable Work Deadlines, cause deliver copies of such plans and specifications to Tenant for Tenant’s approval (but only to the extent provided in the preceding sentence) and information, to assist Tenant in providing any information and making any decisions necessary to be prepared provided or made by Tenant in order to permit preparation of Landlord’s Final Working Drawings as hereinafter defined, and delivered to Landlord assist Tenant in preparing plans, specifications and drawings for approval)Tenant’s Work as hereinafter set forth. Following approval of such mutual approvalplans and specifications by Landlord and, if applicable, by Tenant (as so approved, the “Landlord’s Approved Plans”), Landlord shall then prepare or cause to be prepared and delivered to Tenantprepared, on or before the applicable Work Deadline (assuming timely delivery by Tenant of all information, information and decisions and drawings required to be furnished or made by Tenant in order to permit complete preparation of plans and drawingsLandlord’s Final Working Drawings), final detailed working drawings and specifications for the Improvements constituting Landlord’s Work, including structural, fire protection, life safety, mechanical and electrical working drawings and final architectural drawings (collectively, “Landlord’s Final Working Drawings”). The Landlord’s Final Working Drawings shall substantially conform to the Landlord’s Approved Plans. Landlord’s Final Working Drawings shall not be subject to Tenant’s approval, except to the extent (and only to the extent), as noted above, that Landlord’s Work includes, pursuant to this Workletter or by other mutual agreement of Landlord and Tenant, any portion of the Tenant Improvements. Landlord shall deliver copies of Landlord’s Final Working Drawings to Tenant for Tenant’s approval (but only to the extent provided in the preceding sentence) and information, and to assist Tenant in preparing plans, specifications and drawings for Tenant’s Work as hereinafter set forth. Landlord’s obligation to deliver the Landlord’s Final Working Drawings to Tenant within the time period set forth above shall be extended for any delay encountered by Landlord as a result of a request by Tenant for changes in accordance with the procedure set forth below, any other Tenant Delays, or any Unavoidable Delays. No To the extent Tenant has any right of approval over Landlord’s proposed plans and specifications or Landlord’s proposed Final Working Drawings pursuant to the foregoing provisions, no later than the applicable Work Deadline (assuming timely delivery of plans and drawings by Landlord), Tenant shall either approve (to the extent of Tenant’s approval right) Landlord’s proposed plans and specifications or Landlord’s proposed Final Working Drawings Drawings, as applicable, or set forth in writing with particularity any changes necessary to bring the aspects of such proposed plans and specifications or proposed Landlord’s Final Working Drawings into substantial conformity with the Approved Plans or over which Tenant has a right of approval into a form which will be acceptable to TenantTenant or, in the case of Landlord’s Final Working Drawings, into substantial conformity with the Landlord’s Approved Plans. In Notwithstanding any other provisions of this paragraph (other than the final sentence thereof), in no event, however, event shall Tenant have the right to object to any aspect of the Landlord’s proposed plans and specifications or proposed Landlord’s Final Working Drawings for Landlord’s Work (including, but not limited to, any change subsequently proposed changes therein from the Approved Planstime to time) that is necessitated by applicable lawlaw or as a condition of any governmental or other third-party approvals that are required to be obtained in connection with Landlord’s Work, or to any aspect that is required as a result of such proposed plans and specifications or proposed Final Working Drawings that relates to unanticipated conditions encountered in the Building Shell or Site Improvements, although Landlord agrees to consult with Tenant and to give reasonable consideration to Tenantcourse of construction of Landlord’s views regarding functional characteristics of the Building Shell and Site ImprovementsWork. Failure of Tenant to deliver to Landlord written notice of disapproval and specification of required changes (to the extent Tenant has a right of approval or objection under this paragraph) on or before the applicable Work Deadline shall constitute and be deemed to be approval of the Landlord’s proposed plans and specifications or proposed Landlord’s Final Working Drawings, as applicable. Upon approval, actual or deemed, of the Landlord’s Final Working Drawings by Landlord and TenantTenant (to the extent Tenant has such a right of approval under this paragraph), the Landlord’s Final Working Drawings shall be deemed to be incorporated in and considered part of the Landlord’s Approved Plans, superseding (to the extent of any inconsistencies) any inconsistent features of the previously existing Landlord’s Approved Plans. Notwithstanding the foregoing provisions of this paragraph, the parties acknowledge and agree as follows: (i) as to the Building Shells for the Phase IA and Phase IB Buildings (excluding the Connector Bridge, which has not yet been designed), the plans and specifications for which building permits have already been issued by the City of South San Francisco constitute Landlord’s Approved Plans for such Building Shells, subject to any changes that may be required in connection with the design and construction of the Connector Bridge; (ii) as to the Building Shell for the Phase II Building, the plans and specifications filed with Landlord’s pending permit application with the City of South San Francisco constitute Landlord’s Approved Plans for such Building Shell, subject to any changes that may be required by the City of South San Francisco in connection with the issuance of a building permit for such Building Shell; and (iii) Tenant shall have a right of approval over the plans and specifications to be prepared by Landlord for the shell of the Connector Bridge, which approval shall not be unreasonably withheld and which right of approval shall be exercised within any applicable Work Deadlines or, to the extent there is no specifically applicable Work Deadline, within five (5) business days after delivery of plans and specifications for review by Tenant.

Approved Plans and Working Drawings for Landlord’s Work. Plans and specifications for the Building Shell and other aspects of Landlord’s Work have been and continue to be under development and review by Landlord, Tenant and the respective Architects, but no such plans and specifications have yet been finally approved. Landlord shall continue to promptly and diligently (and in all events prior to any applicable Work Deadlines) cause to be prepared and delivered to Tenant, for approval, plans and specifications for the Improvements constituting Landlord’s Work (except “to the extent Tenant is responsible for the design of such Improvements pursuant to the Coordination Schedule, in which event Tenant shall promptly and diligently, and in all events prior to any applicable Work Deadlines, cause such plans and specifications to be prepared and delivered to Landlord for approval). Following such mutual approval, Landlord shall then cause to be prepared and delivered to Tenant, on or before the applicable Work Deadline (assuming timely delivery by Tenant of all information, decisions and drawings required to be furnished or made by Tenant in order to permit complete preparation of plans and drawings), final working drawings and specifications for the Improvements constituting Landlord’s Work, including structural, fire protection, life safety, mechanical and electrical working drawings and final architectural drawings (collectively, “Final Working Drawings”). The Final Working Drawings shall substantially conform to the Approved Plans. Landlord’s obligation to deliver the Final Working Drawings to Tenant within the time period set forth above shall be extended for any delay encountered by Landlord as a result of a request by Tenant for changes in accordance with the procedure set forth below, any other Tenant Delays, or any Unavoidable Delays. No later than the applicable Work Deadline (assuming timely delivery of plans and drawings by Landlord), Tenant shall either approve the Final Working Drawings or set forth in writing with particularity any changes necessary to bring bring, the Final Working Drawings into substantial conformity with the Approved Plans or into a form which will be acceptable to Tenant. In no event, however, shall Tenant have the right to object to any aspect of the proposed plans and specifications or proposed Final Working Drawings for Landlord’s Work (including, but not limited to, any change from the Approved Plans) that is necessitated by applicable law, or to any aspect of such proposed plans and specifications or proposed Final Working Drawings that relates to the Building Shell or Site Improvements, although Landlord agrees to consult with Tenant and to give reasonable consideration to Tenant’s views regarding functional characteristics of the Building Shell and Site Improvements. Failure of Tenant to deliver to Landlord written notice of disapproval and specification of required changes on or before the applicable Work Deadline shall constitute and be deemed to be approval of the Final Working Drawings. Upon approval, actual or deemed, of the Final Working Drawings by Landlord and Tenant, the Final Working Drawings shall be deemed to be incorporated in and considered part of the Approved Plans, superseding (to the extent of any inconsistencies) any inconsistent features of the previously existing Approved Plans.