Common use of Construction Plans Clause in Contracts

Construction Plans. On or before seven (7) business days after approval of both the Design and Color Scheme and the Above Standard Product Specification List by Landlord and Tenant, Landlord’s space planner and engineer will meet to prepare construction plans (such construction plans, when approved, and all changes and amendments thereto agreed to by Landlord and Tenant in writing, the “Construction Plans”) for all of the improvements to the Expansion Premises (individually and collectively, the “Expansion Improvements”) described in the Space Plan, the Design and Color Scheme and the Above Standard Product Specification List, including complete detail and finish drawings for partitions, doors, reflected ceiling, telephone outlets, electrical switches and outlets and Building Standard heating, ventilation and air conditioning equipment and controls. Within five (5) business days after the Construction Plans are delivered to Tenant, Tenant shall approve (which approval shall not be unreasonably withheld) or disapprove same in writing and, if disapproved, Tenant shall provide Landlord and Landlord’s space planner and engineer specific reasons for disapproval. If Tenant disapproves of any aspect of the Construction Plans, Landlord shall cause Landlord’s space planner and engineer to revise the applicable portions of the Construction Plans to address Tenants objections, and shall deliver such revised documentation to Tenant. The foregoing process shall continue until the Construction Plans are approved by Tenant; provided that if Tenant fails to respond in any five (5) business day period, Tenant shall be deemed to have approved the last submitted construction plans. Each day thereafter that the Construction Plans are not approved by Tenant shall constitute one (1) day of Tenant Delay. The Expansion Improvements shall not include any of Tenant’s trade fixtures, equipment, furniture, furnishings, telephone and date equipment or other personal property.

Construction Plans. On or before seven fifteen (715) business days after approval of both the Design and Color Scheme and the Above Standard Product Specification List ------------------ Space Plan by Landlord and Tenant, Landlord’s a licensed architect reasonably acceptable to Landlord (which architect may be the approved space planner and engineer if the space planner is a licensed architect), at Tenant's expense, will meet to prepare construction plans and specifications (such construction plansplans and specifications, when approvedapproved by Landlord and Tenant, and all changes and amendments thereto agreed to by Landlord and Tenant in writing, are herein called the “"Construction Plans”") for all of the Tenant's improvements requested pursuant to the Expansion Premises Space Plan (individually and collectively, all improvements required by the “Expansion Construction Plans are herein called "Tenant's Improvements”) described in the Space Plan, the Design and Color Scheme and the Above Standard Product Specification List"), including complete color and design schemes, detail and finish drawings for partitions, doors, reflected ceiling, telephone outlets, electrical switches and outlets and Building Standard standard heating, ventilation and air conditioning equipment and controls. Within five (5) business days after the Construction Plans construction plans and specifications are delivered to TenantLandlord, Tenant Landlord shall approve (which approval shall not be unreasonably withheld) or disapprove same in writing and, and if disapproved, Tenant Landlord shall provide Landlord and Landlord’s space planner and engineer Tenant's architect specific reasons for disapproval. If Tenant disapproves of any aspect of the Construction Plans, Landlord shall cause Landlord’s space planner and engineer to revise the applicable portions of the Construction Plans to address Tenants objections, and shall deliver such revised documentation to Tenant. The foregoing process shall continue until the Construction Plans construction plans and specifications are approved by TenantLandlord; provided that if Tenant Landlord fails to respond in any five (5) business day period, Tenant Landlord shall be deemed to have approved the last submitted construction plans. Each Landlord hereby agrees that Landlord shall not be entitled to disapprove construction plans except for the following reasons: (i) the construction plans do not conform to applicable laws, rules and regulations, (ii) the construction plans or specifications will not accommodate Building standard heating, cooling, mechanical, electrical or plumbing improvements, (iii) the construction plans or specifications do not conform to the Space Plan, (iv) the construction required by the construction plans could in Landlord's judgment affect the structural integrity or any structural member of the Building or any part thereof or requires a floor of the Building to be cut through or in Landlord's judgment will adversely affect existing Building standard heating, cooling, mechanical, electrical or plumbing improvements in any part of the Building, (v) the design and/or color of the improvements which can been seen from the Common Areas do not conform to the design and/or color scheme generally found in other parts of the Building, (vi) the work required by the construction plans affects the exterior of the Premises or the Building, or (vii) the construction plans are incomplete or contain material errors or omissions (collectively, "Permitted Objections"). If the construction plans and specifications are not approved in writing by both Tenant and Landlord on or before September 15, 1998 on account of Permitted Objections, Landlord may, at its sole option, terminate the Lease and this Agreement, whereupon shall have no further liability or obligation thereunder or hereunder. If Landlord does not elect to so terminate, then each day thereafter after September 15, 1998, that the Construction Plans construction plans are not approved by Tenant shall constitute one (1) day of Tenant Delay. The Expansion Improvements Tenant shall not include any reimburse Landlord for the cost of Tenant’s trade fixtures, equipment, furniture, furnishings, telephone Landlord's architectural review of the Space Plan and date equipment or other personal propertythe Construction Plans within thirty (30) days of receipt of an invoice therefor.

Construction Plans. On or before seven (7) business days after Prior to the approval of both the Design Supplement and Color Scheme initial installation of all Light Poles, Equipment, and/or replacement Light Poles, and the Above Standard Product Specification List by Landlord for any and Tenantall subsequent revisions and/or modifications thereof, Landlord’s space planner and engineer will meet to prepare or additions thereto, LICENSEE shall provide LICENSOR with construction plans (such "Construction Plans") which shall be submitted to the LICENSOR through its Planning and Development Department electronic plan submittal process, and consisting of the following: Line or CAD drawings (AutoCAD DWG format or ESRI Shapefile) showing the location and materials of all planned installations, plus an engineer's estimate of all materials and construction plansmethods, with locations to be shown using UTM projection coordinates NAD83, Zone 14N, US-ET; Construction Specifications and Product Specifications for all planned installations; Diagrams and Shop Drawings of proposed Equipment and/or new replacement Light Poles; Drawings showing elevations of the proposed equipment to be installed, and identification and distance to nearby features (and, when approvedrequested by LICENSOR, photo simulations); and A complete and detailed inventory of all changes Equipment and amendments thereto agreed personal property of LICENSEE to by Landlord be actually placed on the Site. LICENSOR retains the right to survey the installed Equipment and Tenant in writing, to reject construction that does not comport with the “approved Construction Plans”, Uniform Manual, or City Ordinances Construction Plans shall be easily readable and subject to prior written approval by LICENSOR, which shall not be withheld, conditioned, or delayed without cause. LICENSOR shall have sixty (60) for all of the improvements calendar days to the Expansion Premises (individually review and collectively, the “Expansion Improvements”) described in the Space Plan, the Design and Color Scheme and the Above Standard Product Specification List, including complete detail and finish drawings for partitions, doors, reflected ceiling, telephone outlets, electrical switches and outlets and Building Standard heating, ventilation and air conditioning equipment and controls. Within five (5) business days after comment on the Construction Plans are delivered and deficiencies and resubmittals shall be handled as provided in Article II, above. Failure to Tenant, Tenant shall approve respond within sixty (which approval shall 60) calendar days does not be unreasonably withheld) create a "deemed rejection" or disapprove same in writing and, if disapproved, Tenant shall provide Landlord and Landlord’s space planner and engineer specific reasons for disapproval. If Tenant disapproves of any aspect "deemed acceptance" of the Construction Plans, Landlord shall cause Landlord’s space planner and engineer to revise the applicable portions of . Should the Construction Plans need to address Tenants objectionsbe revised based on the comments provided by LICENSOR, no construction shall commence until final approval is granted by LICENSOR. Final Construction Plans shall have affixed to them the signature of LICENSEE's engineer who shall be licensed in the State of South Dakota. LICENSEE must obtain its building/construction permit on a timely basis as provided by City Ordinance or such plan approval will expire without notice. LICENSEE or its Contractor must timely commence construction and/or installation after obtaining the required permits for such construction and/or installation, and shall deliver such revised documentation must timely call for and submit to Tenantinspection upon completion as provided by City Ordinance. The foregoing process shall continue until LICENSEE must make payment of Make-Ready Costs related to work to be performed by LICENSOR, as applicable, and the Construction Plans are approved installation must be inspected by Tenant; provided that if Tenant fails to respond in any five (5) business day period, Tenant shall be deemed to have approved LICENSOR before LICENSOR accepts ownership and maintenance responsibility for the last submitted construction plans. Each day thereafter that the Construction Plans are not approved by Tenant shall constitute one (1) day of Tenant Delay. The Expansion Improvements shall not include any of Tenant’s trade fixtures, equipment, furniture, furnishings, telephone and date equipment or other personal propertysubject Light Poles.

Construction Plans. On or before seven Within sixty (760) business days after written approval (or deemed approval) of both the Design and Color Scheme and the Above Standard Product Specification List Space Plan by Landlord and Tenant, a licensed architect and MEP engineer selected by Tenant and reasonably acceptable to Landlord, at Tenant’s space planner and engineer expense (subject to reimbursement through the Finish Allowance), will meet to prepare construction plans (such construction plans, when approved in writing (or deemed approved) by Landlord and Tenant, and all changes and amendments thereto agreed to by Landlord and Tenant in writing, are herein called the “Construction Plans”) for all of the Tenant’s improvements requested pursuant to the Expansion Premises Space Plan (individually and collectively, all improvements required by the Construction Plans are herein called “Expansion Tenant’s Improvements”) described in the Space Plan, the Design and Color Scheme and the Above Standard Product Specification List), including complete detail and finish drawings for partitions, doors, reflected ceiling, telephone outlets, electrical switches and outlets and Building Standard standard heating, ventilation and air conditioning equipment and controls. Within five (5) business days after the Construction Plans construction plans are delivered to TenantLandlord, Tenant Landlord shall approve (which approval shall not be unreasonably withheld) or disapprove same in writing and, and if disapproved, Tenant Landlord shall provide Landlord Tenant and LandlordTenant’s space planner and engineer architect specific reasons for disapproval. If Tenant Landlord disapproves of any aspect the submitted construction plans, Tenant shall cause Tenant’s architect to revise the construction plans to incorporate Landlord’s comments and re-submit the revised construction plans to Landlord within five (5) business days after Landlord’s notice of disapproval. Within three (3) business days after the Construction Plansrevised construction plans are delivered to Landlord, Landlord shall cause Landlordapprove (which approval shall not be unreasonably withheld) or disapprove same in writing and if disapproved, Landlord shall provide Tenant and Tenant’s space planner and engineer to revise the applicable portions of the Construction Plans to address Tenants objections, and shall deliver such revised documentation to Tenantarchitect specific reasons for disapproval. The foregoing process shall continue until the Construction Plans construction plans are approved by TenantLandlord; provided that if Tenant Landlord fails to respond in any the five (5) or any three (3) business day period, Tenant as applicable, Landlord shall be deemed to have approved the last submitted construction plans. Each day thereafter that If the Construction Plans construction plans are not approved in writing (or deemed approved) by both Tenant and Landlord on or before April 30, 2012 for any reason whatsoever, then each day after April 30, 2012 that the construction plans are not approved (or deemed approved) by Landlord and Tenant shall constitute one (1) day of Tenant Delay. The Expansion Improvements Landlord hereby agrees that Landlord shall not include any be entitled to disapprove construction plans except for the following reasons: (i) the construction plans do not conform to applicable laws, rules and regulations, (ii) the construction plans or specifications will not accommodate Building standard heating, cooling, mechanical, electrical or plumbing improvements, (iii) the construction plans or specifications do not conform to the Space Plan, or (iv) the work required by the construction plans affects the exterior of Tenant’s trade fixtures, equipment, furniture, furnishings, telephone and date equipment the Third Expansion Space or other personal propertythe Building.

Construction Plans. On or before seven ten (710) business days after approval of both the Space Plan, the Design and Color Scheme and the Above Standard Product Specification List by Landlord and Tenant, Landlord’s space planner and engineer engineer, , will meet to prepare construction plans (such construction plans, when approved, and all changes and amendments thereto agreed to by Landlord and Tenant in writing, are herein called the “Construction Plans”) for all of the improvements Tenant’s Improvements requested pursuant to the Expansion Premises (individually and collectively, the “Expansion Improvements”) described in the Space Plan, the Design and Color Scheme and the Above Standard Product Specification ListList (all improvements required by the Construction Plans are herein called, [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. “Tenant’s Improvements”), including complete detail and finish drawings for partitions, doors, reflected ceiling, telephone outlets, electrical switches and outlets and Building Standard heating, ventilation and air conditioning equipment and controls. The cost of producing the Construction Plans shall not exceed $1.10 per usable square foot. Within five three (53) business days after the Construction Plans are delivered to Tenant, Tenant shall approve (which approval shall not be unreasonably withheld) or disapprove same in writing and, if disapproved, Tenant shall provide Landlord and Landlord’s space planner and engineer specific reasons for disapproval. If Tenant disapproves of any aspect of the Construction PlansAfter Tenant’s disapproval, Landlord shall cause Landlord’s space planner and engineer to revise the applicable portions of the within three (3) business days provide a revised Construction Plans to address Tenants objections, and shall deliver such revised documentation to TenantPlan. The foregoing process shall continue until the Construction Plans are approved by Tenant; provided that if Tenant fails to respond in any five three (53) business day period, Tenant shall be deemed to have approved the last submitted construction plans. Each day thereafter that the Construction Plans are not approved by Tenant shall constitute one (1) day of Tenant Delay or Landlord Delay. The Expansion Improvements shall not include any of Tenant’s trade fixtures, equipment, furniture, furnishings, telephone and date equipment or other personal property.

Construction Plans. On or before seven ten (710) business days after approval of both the Space Plan, the Design and Color Scheme and the Above Standard Product Specification List by Landlord and Tenant, Landlord’s space planner and engineer engineer, will meet to prepare construction plans (such construction plans, when approved, and all changes and amendments thereto agreed to by Landlord and Tenant in writing, are herein called the “Construction Plans”) for all of the improvements Tenant’s Improvements requested pursuant to the Expansion Premises (individually and collectively, the “Expansion Improvements”) described in the Space Plan, the Design and Color Scheme and the Above Standard Product Specification ListList (all improvements required by the Construction Plans are herein called, “Tenant’s Improvements”), including complete detail and finish drawings for partitions, doors, reflected ceiling, telephone outlets, electrical switches and outlets and Building Standard heating, ventilation and air conditioning equipment and controls. The cost of producing the Space Plans and Construction Plans shall not exceed $1.10 per usable square foot. Within five three (53) business days after the Construction Plans are delivered to Tenant, Tenant shall approve (which approval shall not be unreasonably withheld) or disapprove same in writing and, if disapproved, Tenant shall provide Landlord and Landlord’s space planner and engineer specific reasons for disapproval. If Tenant disapproves of any aspect of the Construction PlansAfter Tenant’s disapproval, Landlord shall cause Landlord’s space planner and engineer to revise the applicable portions of the within three (3) business days provide a revised Construction Plans to address Tenants objections, and shall deliver such revised documentation to TenantPlan. The foregoing process shall continue until the Construction Plans are approved by Tenant; provided that if Tenant fails to respond in any five three (53) business day period, Tenant shall be deemed to have approved the last submitted construction plans. Each day thereafter that the Construction Plans are not approved by Tenant shall constitute one (1) day of Tenant Delay or Landlord Delay. The Expansion Improvements shall not include any of Tenant’s trade fixtures, equipment, furniture, furnishings, telephone and date equipment or other personal property.

Construction Plans. On or before seven Within four (74) business days weeks after approval execution of both the Design and Color Scheme and the Above Standard Product Specification List by Landlord and Lease, Tenant’s Architect, shall provide Landlord’s space planner and engineer will meet architect with sufficient information for Landlord’s architect to prepare construction plans (such construction planscomplete the Construction Plans, when approvedincluding Tenant's contemplated electrical loads, finishes, and all changes and amendments thereto agreed 1001 3rd Avenue South - Select Comfort Corporation - NNN (2016 v1.1) other items necessary for Landlord’s Architect to by Landlord and Tenant in writing, complete the “Construction Plans”) . Attached to this Exhibit E is the schedule of approval dates as prepared by Tenant’s Architect Landlord’s Architect and Landlord’s engineer will, at Tenant’s expense (after Tenant has approved such costs), prepare an initial set of Construction Plans for all of the improvements to the Expansion Premises (individually and collectively, the “Expansion Initial Improvements”) described in the Space Plan, the Design and Color Scheme and the Above Standard Product Specification List, including complete detail and finish drawings for partitions, doors, reflected ceiling, telephone outlets, electrical switches and outlets and Building Standard standard heating, ventilation and air conditioning equipment and controls. Prior to the time that the Construction Plans are completed, (at Schematic Design, with updates at Design Develop and 70% completion of the Construction Documents) Landlord will retain a price estimate contactor to provide pricing information for both Landlord and Tenant, regarding construction of the improvements to the Premises and Common Areas. The parties will select a mutually acceptable price estimate contractor to provide the pricing information. This price estimate contractor will also be allowed the right to submit a proposal in response to the RFP to select a construction contractor to construct the improvements to the Premises and the Common Area. . Within five ten (510) business days Working Days after the Construction Plans are delivered to Tenant, Tenant shall approve (which approval shall be not be unreasonably withheld) or disapprove same the initial set of Construction Plans in writing and, and if disapproved, Tenant shall provide Landlord and Landlord’s space planner Architect and Landlord’s engineer with specific reasons for disapproval. If Tenant disapproves of any aspect of the Construction Plans, Landlord shall cause Landlord’s space planner and engineer to revise the applicable portions of the Construction Plans to address Tenants objections, and shall deliver such revised documentation to Tenant. The foregoing process shall continue be repeated until the Construction Plans are approved by Tenant; provided that if Tenant fails to respond in any five (5) business day period, Tenant shall be deemed to have approved the last submitted construction plans. Each day thereafter that If the Construction Plans are not approved in writing by both Tenant and Landlord on or before a date mutually agreed to by the parties, because of a delay caused by Tenant, then each day after that date until the Constructions Plans are approved by Tenant shall constitute one (1) day of Tenant Delay. The Expansion Improvements shall Notwithstanding the foregoing, any delay caused by Landlord in not include any of approving Tenant’s trade fixturesmodifications beyond the mutually agreed to date will constitute one (1) day of Landlord Delay delaying the Rent Commencement Date for each day of Landlord Delays. Landlord agrees that any changes to the Construction Plans, equipment, furniture, furnishings, telephone and date equipment or other personal propertychanges to the specified materials require Tenant’s prior written approval before commencement of work. Landlord will be responsible for latent defects to the building system.

Construction Plans. On or before seven fifteen (715) business days after approval of both the Design and Color Scheme and the Above Standard Product Specification List ------------------ Space Plan by Landlord and Tenant, Landlord’s a licensed architect reasonably acceptable to Landlord (which architect may be the approved space planner and engineer if the space planner is a licensed architect), at Tenant's expense, will meet to prepare construction plans and specifications (such construction plansplans and specifications, when approvedapproved by Landlord and Tenant, and all changes and amendments thereto agreed to by Landlord and Tenant in writing, are herein called the “"Construction Plans”") for all of the Tenant's improvements requested pursuant to the Expansion Premises Space Plan (individually and collectively, all improvements required by the “Expansion Construction Plans are herein called "Tenant's Improvements”) described in the Space Plan, the Design and Color Scheme and the Above Standard Product Specification List"), including complete color and design schemes, detail and finish drawings for partitions, doors, reflected ceiling, telephone outlets, electrical switches and outlets and Building Standard standard heating, ventilation and air conditioning equipment and controls. Within five (5) business days after the Construction Plans construction plans and specifications are delivered to TenantLandlord, Tenant Landlord shall approve (which approval shall not be unreasonably withheld) or disapprove same in writing and, and if disapproved, Tenant Landlord shall provide Landlord and Landlord’s space planner and engineer Tenant's architect specific reasons for disapproval. If Tenant disapproves of any aspect of the Construction Plans, Landlord shall cause Landlord’s space planner and engineer to revise the applicable portions of the Construction Plans to address Tenants objections, and shall deliver such revised documentation to Tenant. The foregoing process shall continue until the Construction Plans construction plans and specifications are approved by TenantLandlord; provided that if Tenant Landlord fails to respond in any five (5) business day period, Tenant Landlord shall be deemed to have approved the last submitted construction plans. Each day thereafter Landlord hereby agrees that Landlord shall not be entitled to disapprove construction plans except for the following reasons: (i) the construction plans do not conform to applicable laws, rules and regulations, (ii) the construction plans or specifications will not accommodate Building standard heating, cooling, mechanical, electrical or plumbing improvements, (iii) the construction plans or specifications do not conform to the Space Plan, (iv) the construction required by the construction plans could in Landlord's judgment affect the structural integrity or any structural member of the Building or any part thereof or requires a floor of the Building to be cut through or in Landlord's judgment will adversely affect existing Building standard heating, cooling, mechanical, electrical or plumbing improvements in any part of the Building, (v) the design and/or color of the improvements which can been seen from the Common Areas do not conform to the design and/or color scheme generally found in other parts of the Building, (vi) the work required by the construction plans affects the exterior of the First Floor Expansion Premises or the Building, or (vii) the construction plans are incomplete or contain material errors or omissions (collectively, "Permitted Objections"). Tenant shall reimburse Landlord for the cost of Landlord's architectural review of the Space Plan and the Construction Plans are not approved by Tenant shall constitute one within thirty (130) day days of Tenant Delay. The Expansion Improvements shall not include any receipt of Tenant’s trade fixtures, equipment, furniture, furnishings, telephone and date equipment or other personal propertyan invoice therefor.

Construction Plans. On or before seven (7a) business days after approval Before the City makes any disbursements of both Loan proceeds under Article III, the Design Association shall submit the Construction Plans to the City Building Official, who shall review such plans on behalf of the City. The Construction Plans shall provide for the construction of the Housing Improvements and Color Scheme and the Above Standard Product Specification List by Landlord and Tenant, Landlord’s space planner and engineer will meet to prepare construction plans (such construction plans, when approvedshall be in conformity with this Agreement, and all changes applicable State and amendments thereto agreed to by Landlord local laws and Tenant regulations. The City Building Official will approve the Construction Plans in writing, writing if: (i) the “Construction Plans”) for all of the improvements Plans conform to the Expansion Premises terms and conditions of this Agreement; (individually ii) the Construction Plans conform to all applicable federal, state and collectivelylocal laws, the “Expansion Improvements”ordinances, rules and regulations; (iii) described in the Space Plan, the Design and Color Scheme and the Above Standard Product Specification List, including complete detail and finish drawings for partitions, doors, reflected ceiling, telephone outlets, electrical switches and outlets and Building Standard heating, ventilation and air conditioning equipment and controls. Within five (5) business days after the Construction Plans are delivered adequate to Tenantprovide for construction of the Housing Improvements; and (iv) no Event of Default has occurred. No approval by the City Building Official shall relieve the Association of the obligation to comply with the terms of this Agreement, Tenant applicable federal, state and local laws, ordinances, rules and regulations, or to construct the Housing Improvements in accordance therewith. No approval by the City Building Official shall approve (which constitute a waiver of an Event of Default. If approval of the Construction Plans is requested by the Association in writing at the time of submission, such Construction Plans shall be deemed approved unless rejected in writing by the City Building Official, in whole or in part. Such rejections shall set forth in detail the reasons therefore, and shall be made within 30 days after the date of their receipt by the City Building Official. If the City Building Official rejects any Construction Plans in whole or in part, the Association shall submit new or corrected Construction Plans within 30 days after written notification to the Association of the rejection. The provisions of this Section relating to approval, rejection and resubmission of corrected Construction Plans shall continue to apply until the Construction Plans have been approved by the City Building Official. The City Building Official’s approval shall not be unreasonably withheld) or disapprove same in writing and, if disapproved, Tenant . Said approval shall provide Landlord and Landlord’s space planner and engineer specific reasons for disapproval. If Tenant disapproves of any aspect of the Construction Plans, Landlord shall cause Landlord’s space planner and engineer to revise the applicable portions of the Construction Plans to address Tenants objections, and shall deliver such revised documentation to Tenant. The foregoing process shall continue until the Construction Plans are approved by Tenant; provided that if Tenant fails to respond in any five (5) business day period, Tenant shall be deemed to have approved the last submitted construction plans. Each day thereafter constitute a conclusive determination that the Construction Plans are not approved by Tenant shall constitute one (1and the Housing Improvements, constructed in accordance with said plans) day comply to the City Building Official’s satisfaction with the provisions of Tenant Delay. The Expansion Improvements shall not include any of Tenant’s trade fixtures, equipment, furniture, furnishings, telephone and date equipment or other personal propertythis Agreement relating thereto.

Construction Plans. On or before seven fifteen (715) business days after approval of both the Design and Color Scheme and the Above Standard Product Specification List ------------------ Space Plan by Landlord and Tenant, Landlord’s a licensed architect reasonably acceptable to Landlord (which architect may be the approved space planner and engineer if the space planner is a licensed architect), at Tenant's expense, will meet to prepare construction plans and specifications (such construction plansplans and specifications, when approvedapproved by Landlord and Tenant, and all changes and amendments thereto agreed to by Landlord and Tenant in writing, are herein called the “"Construction Plans”") for all of the Tenant's improvements requested pursuant to the Expansion Premises Space Plan (individually and collectively, all improvements required by the “Expansion Construction Plans are herein called "Tenant's Improvements”) described in the Space Plan, the Design and Color Scheme and the Above Standard Product Specification List"), including complete color and design schemes, detail and finish drawings for partitions, doors, reflected ceiling, telephone outlets, electrical switches and outlets and Building Standard standard heating, ventilation and air conditioning equipment and controls. Within five (5) business days after the Construction Plans construction plans and specifications are delivered to TenantLandlord, Tenant Landlord shall approve (which approval shall not be unreasonably withheld) or disapprove same in writing and, and if disapproved, Tenant Landlord shall provide Landlord and Landlord’s space planner and engineer Tenant's architect specific reasons for disapproval. If Tenant disapproves of any aspect of the Construction Plans, Landlord shall cause Landlord’s space planner and engineer to revise the applicable portions of the Construction Plans to address Tenants objections, and shall deliver such revised documentation to Tenant. The foregoing process shall continue until the Construction Plans construction plans and specifications are approved by TenantLandlord; provided that if Tenant Landlord fails to respond in any five (5) business day period, Tenant Landlord shall be deemed to have approved the last submitted construction plans. Each day thereafter Landlord hereby agrees that Landlord shall not be entitled to disapprove construction plans except for the following reasons: (i) the construction plans do not conform to applicable laws, rules and regulations, (ii) the construction plans or specifications will not accommodate Building standard heating, cooling, mechanical, electrical or plumbing improvements, (iii) the construction plans or specifications do not conform to the Space Plan, (iv) the construction required by the construction plans could in Landlord's judgment affect the structural integrity or any structural member of the Building or any part thereof or requires a floor of the Building to be cut through or in Landlord's judgment will adversely affect existing Building standard heating, cooling, mechanical, electrical or plumbing improvements in any part of the Building, (v) the design and/or color of the improvements which can been seen from the Common Areas do not conform to the design and/or color scheme generally found in other parts of the Building, (vi) the work required by the construction plans affects the exterior of the Third Floor Right of First Refusal Premises or the Building, or (vii) the construction plans are incomplete or contain material errors or omissions (collectively, "Permitted Objections"). Tenant shall reimburse Landlord for the cost of Landlord's architectural review of the Space Plan and the Construction Plans are not approved by Tenant shall constitute one within thirty (130) day days of Tenant Delay. The Expansion Improvements shall not include any receipt of Tenant’s trade fixtures, equipment, furniture, furnishings, telephone and date equipment or other personal propertyan invoice therefor.

Construction Plans. On or before seven Within forty-five (745) business days after written approval (or deemed approval) of both the Design and Color Scheme and the Above Standard Product Specification List Space Plan by Landlord and Tenant, a licensed architect and MEP engineer selected by Tenant and reasonably acceptable to Landlord, at Tenant’s space planner and engineer expense (subject to reimbursement through the Finish Allowance), will meet to prepare construction plans (such construction plans, when approved in writing (or deemed approved) by Landlord and Tenant, and all changes and amendments thereto agreed to by Landlord and Tenant in writing, are herein called the “Construction Plans”) for all of the Tenant’s improvements requested pursuant to the Expansion Premises Space Plan (individually and collectively, all improvements required by the Construction Plans are herein called “Expansion Tenant’s Improvements”) described in the Space Plan, the Design and Color Scheme and the Above Standard Product Specification List), including complete detail and finish drawings for partitions, doors, reflected ceiling, telephone outlets, electrical switches and outlets and Building Standard standard heating, ventilation and air conditioning equipment and controls. Within five (5) business days after the Construction Plans construction plans are delivered to TenantLandlord, Tenant Landlord shall approve (which approval shall not be unreasonably withheld) or disapprove same in writing and, and if disapproved, Tenant Landlord shall provide Landlord Tenant and LandlordTenant’s space planner and engineer architect specific reasons for disapproval. If Tenant Landlord disapproves of any aspect the submitted construction plans, Tenant shall cause Tenant’s architect to revise the construction plans to incorporate Landlord’s comments and re-submit the revised construction plans to Landlord within five (5) business days after Landlord’s notice of disapproval. Within three (3) business days after the Construction Plansrevised construction plans are delivered to Landlord, Landlord shall cause Landlordapprove (which approval shall not be unreasonably withheld) or disapprove same in writing and if disapproved, Landlord shall provide Tenant and Tenant’s space planner and engineer to revise the applicable portions of the Construction Plans to address Tenants objections, and shall deliver such revised documentation to Tenantarchitect specific reasons for disapproval. The foregoing process shall continue until the Construction Plans construction plans are approved by TenantLandlord; provided that if Tenant Landlord fails to respond in any the five (5) or any three (3) business day period, Tenant as applicable, Landlord shall be deemed to have approved the last submitted construction plans. Each day thereafter that If the Construction Plans construction plans are not approved in writing (or deemed approved) by both Tenant and Landlord on or before June 24, 2011 for any reason whatsoever, then each day after June 24, 2011 that the construction plans are not approved (or deemed approved) by Landlord and Tenant shall constitute one (1) day of Tenant Delay. The Expansion Improvements Landlord hereby agrees that Landlord shall not include any be entitled to disapprove construction plans except for the following reasons: (i) the construction plans do not conform to applicable laws, rules and regulations, (ii) the construction plans or specifications will not accommodate Building standard heating, cooling, mechanical, electrical or plumbing improvements, (iii) the construction plans or specifications do not conform to the Space Plan, or (iv) the work required by the construction plans affects the exterior of Tenant’s trade fixtures, equipment, furniture, furnishings, telephone and date equipment the 260 Expansion Space or other personal propertythe Building.

Construction Plans. On (a) Generally. Before commencing construction of the Minimum Improvements or before seven (7) business days after approval of both any portion thereof, Developer shall submit to the Design and Color Scheme EDA Construction Plans for such Phase or portion thereof. The City’s chief building official, City Assessor and the Above Standard Product Specification List by Landlord Executive Director of the EDA will review and Tenant, Landlord’s space planner and engineer will meet to prepare construction plans (such construction plans, when approvedapprove all Construction Plans on behalf of the EDA, and all changes and amendments thereto agreed to by Landlord and Tenant in writing, for the purposes of this Section the term “EDA” means those named officials. The Construction Plans”) Plans shall provide for all the construction of the improvements Minimum Improvements (or relevant portion thereof) and shall be in conformity with this Agreement and all applicable State and local laws and regulations. The EDA will approve the Construction Plans in writing or by issuance of a permit if: (i) the Construction Plans conform to all terms and conditions of this Agreement, (ii) the Expansion Premises (individually Construction Plans conform to all applicable federal, state and collectivelylocal laws, the “Expansion Improvements”) described in the Space Planordinances, the Design rules and Color Scheme and the Above Standard Product Specification Listregulations, including complete detail and finish drawings for partitions, doors, reflected ceiling, telephone outlets, electrical switches and outlets and Building Standard heating, ventilation and air conditioning equipment and controls. Within five without limitation the Housing Assistance Policy; (5iii) business days after the Construction Plans are delivered adequate to Tenantprovide for construction of the subject Phase or relevant portion thereof); and (iv) there is no uncured Event of Default. No approval by the EDA shall relieve the Developer of the obligation to comply with the terms of this Agreement, Tenant applicable federal, state and local laws, ordinances, rules and regulations, or to construct the Minimum Improvements in accordance therewith. No approval by the EDA shall constitute a waiver of an Event of Default, or waiver of any State or City building or other code requirements that may apply. As soon as feasible, but not later than 20 days after receipt of complete Construction Plans and permit applications for the subject Phase, the EDA will either approve (which the Construction Plans in writing or deliver to Developer an initial review letter describing any comments or changes requested by EDA staff; provided, however that if the EDA staff provide neither a review letter describing any comments or requested changes nor written approval of the Construction Plans within such 20 day period, the applicable Construction Plans will be deemed approved by the EDA. If the EDA provides comments or changes to the Construction Plans for a Phase, then, thereafter, the parties shall negotiate in good faith regarding final approval of such Construction Plans. The EDA’s approval shall not be unreasonably withheld, conditioned or delayed. Said approval shall constitute a conclusive determination that the Construction Plans (and the subject Phase to be constructed in accordance with said plans) or disapprove same comply to the EDA’s satisfaction with the provisions of this Agreement relating thereto but any approvals by the EDA hereunder will not constitute approval by any City officials regarding any City requirement related to construction of the Minimum Improvements. Developer hereby waives any and all claims and causes of action whatsoever resulting from the review of the Construction Plans by the EDA and/or any changes requested by the EDA in writing and, if disapproved, Tenant shall provide Landlord and Landlord’s space planner and engineer specific reasons for disapproval. If Tenant disapproves of any aspect of connection with approving the Construction Plans, Landlord except for any failure by EDA to perform its obligations under this Section. Neither the EDA, the City, nor any employee or official of the EDA or City shall cause Landlord’s space planner and engineer to revise the applicable portions of be responsible in any manner whatsoever for any defect in the Construction Plans or in any work done pursuant to address Tenants objections, and shall deliver such revised documentation to Tenant. The foregoing process shall continue until the Construction Plans are approved Plans, including changes requested by Tenant; provided that if Tenant fails to respond in any five (5) business day period, Tenant shall be deemed to have approved the last submitted construction plans. Each day thereafter that the Construction Plans are not approved by Tenant shall constitute one (1) day of Tenant Delay. The Expansion Improvements shall not include any of Tenant’s trade fixtures, equipment, furniture, furnishings, telephone and date equipment or other personal propertyEDA.

Construction Plans. On or before Landlord shall cause to be prepared the Construction Plans for the Tenant Improvements that are consistent with and logical evolutions of the Space Plan and the Standard Specifications), and shall deliver the same to Tenant within 15 days after the date hereof. Within seven (7) business days after approval receipt of both the Design and Color Scheme and proposed Construction Plans, Tenant shall notify Landlord in writing that (i) Tenant approved the Above Construction Plans; or (ii) Tenant disapproves the Construction Plans because they vary in design from the Space Plan or Standard Product Specification List by Landlord and Tenant, Landlord’s space planner and engineer will meet to prepare construction plans (such construction plans, when approved, and all changes and amendments thereto agreed to Specifications approved by Landlord and Tenant in writingthe particular instances specified by Tenant in such notice (including, without limitation, the “Construction Plans”) for all of specific changes requested by Tenant). Such disapproval shall constitute a Tenant Delay, unless the improvements to the Expansion Premises (individually and collectively, the “Expansion Improvements”) described in plans materially deviate from the Space Plan. Promptly after Landlord’s receipt of such notice from Tenant, Tenant and Landlord shall meet and confer in order to reach agreement regarding the Design changes required to the Construction Plans, and Color Scheme both parties shall make themselves reasonably available in order to . Following such meeting, Landlord shall cause the Construction Plans to be re-designed, if so agreed by the parties, and delivered to Tenant within five (5) business days after such meeting, unless due to the Above Standard Product Specification Listnature and extent of such changes or the unavailability of the architect, including complete detail and finish drawings for partitions, doors, reflected ceiling, telephone outlets, electrical switches and outlets and Building Standard heating, ventilation and air conditioning equipment and controlsadditional time is required. Within five (5) business days after receipt of the revised Construction Plans are delivered to TenantPlans, Tenant shall approve (which approval shall not be unreasonably withheld) or disapprove same notify Landlord in writing and, if disapproved, that (i) Tenant shall provide approved the revised Construction Plans; or (ii) Tenant disapproves the revised Construction Plans because they vary in design from the changes or revisions agreed upon by Landlord and Landlord’s space planner and engineer Tenant in the particular instances specified by Tenant in such notice (including, without limitation, the specific reasons for disapprovalchanges requested by Tenant). If Such disapproval shall constitute a Tenant disapproves Delay, unless the revised Construction Plans materially deviate from agreed upon revisions or changes. The failure of any aspect Tenant to provide such written notice within said five (5) day period shall be deemed as approval by Tenant of the such revised Construction Plans, Landlord . The parties shall cause Landlord’s space planner and engineer to revise follow the applicable portions same procedure for revisions of the Construction Plans to address Tenants objections, and shall deliver such revised documentation to Tenant. The foregoing process shall continue until the Construction Plans are have been approved by Landlord and Tenant; provided that if . Landlord and Tenant fails each agree to respond in any five (5) business day period, Tenant shall be deemed cooperate with each other and not unreasonably withhold approval to have approved the last submitted construction plans. Each day thereafter that the Construction Plans are not approved by Tenant shall constitute one (1) day of Tenant Delay. The Expansion Improvements shall not include any of Tenant’s trade fixtures, equipment, furniture, furnishings, telephone and date equipment or other personal propertyPlans.

Construction Plans. On or before seven (7) business days after approval Landlord shall cause to be prepared the Construction Plans for the Tenant Improvements that are consistent with and are logical evolutions of both the Design Preliminary Plans as soon as reasonably practicable following the mutual execution and Color Scheme and delivery of the Above Standard Product Specification List Lease by Landlord and Tenant, Landlord’s space planner and engineer will meet to prepare construction plans (such construction plans, when approved, and all changes and amendments thereto agreed to by Landlord and Tenant in writing, . Upon completion of the “Construction Plans”) , Landlord shall immediately forward such plans to Tenant for all of the improvements to the Expansion Premises (individually and collectivelyapproval, the “Expansion Improvements”) described in the Space Plan, the Design and Color Scheme and the Above Standard Product Specification List, including complete detail and finish drawings for partitions, doors, reflected ceiling, telephone outlets, electrical switches and outlets and Building Standard heating, ventilation and air conditioning equipment and controlswhich approval shall not be unreasonably withheld or delayed. Within five (5) business days after the Construction Plans are delivered to following Tenant, Tenant shall approve (which approval shall not be unreasonably withheld) or disapprove same in writing and, if disapproved, Tenant shall provide Landlord and Landlord’s space planner and engineer specific reasons for disapproval. If Tenant disapproves of any aspect receipt of the Construction Plans, Tenant shall notify Landlord in writing whether Tenant approves or reasonably disapproves of the Construction Plans. If Tenant reasonably disapproves of the proposed Construction Plans, Tenant’s written notice of disapproval shall cause Landlord’s space planner and engineer to specify any changes or modifications Tenant desires in the Construction Plans. Architect will then revise the applicable portions of Construction Plans, taking into account the reasons for Tenant’s disapproval (provided, however, that Architect shall not be required to make any revision to the Construction Plans that Landlord reasonably disapproves), and resubmit the Construction Plans to address Tenants objectionsTenant for its approval. Tenant shall approve or disapprove the revised Construction Plans within three (3) business days after receipt thereof. Such procedure shall be repeated as necessary until Tenant has approved the Construction Plans; provided, however, that any failure of Tenant to fully and shall deliver such revised documentation to Tenant. The foregoing process shall continue until finally approve the Construction Plans are approved by Tenant; provided that if Tenant fails to respond in any within twenty-five (525) business day perioddays after receipt of the first drafts thereof from Landlord shall constitute a Tenant Delay, as long as Landlord and Contractor have not unreasonably delayed in their preparation and delivery of the Construction Plans. Landlord shall not unreasonably withhold its approval of any change requested by Tenant shall be deemed to have approved the last submitted construction plans. Each day thereafter that the Construction Plans are which does not materially delay the Estimated Commencement Date nor materially increase the cost that will be incurred by Landlord in constructing the Tenant Improvements. When the Construction Plans have been approved by Landlord and Tenant as provided above, the Construction Plans shall constitute one (1) day of Tenant Delay. The Expansion Improvements shall not include any of Tenant’s trade fixtures, equipment, furniture, furnishings, telephone and date equipment or other personal propertybe initialed by the parties.

Construction Plans. On or before seven Within forty-five (745) business days after written approval (or deemed approval) of both the Design and Color Scheme and the Above Standard Product Specification List Space Plan by Landlord and Tenant, a licensed architect and MEP engineer selected by Tenant and reasonably acceptable to Landlord, at Tenant’s space planner and engineer expense (subject to reimbursement through the Finish Allowance), will meet to prepare construction plans (such construction plans, when approved in writing (or deemed approved) by Landlord and Tenant, and all changes and amendments thereto agreed to by Landlord and Tenant in writing, are herein called the “Construction Plans”) for all of the Tenant’s improvements requested pursuant to the Expansion Premises Space Plan (individually and collectively, all improvements required by the Construction Plans are herein called “Expansion Tenant’s Improvements”) described in the Space Plan, the Design and Color Scheme and the Above Standard Product Specification List), including complete detail and finish drawings for partitions, doors, reflected ceiling, telephone outlets, electrical switches and outlets and Building Standard standard heating, ventilation and air conditioning equipment and controls. Within five (5) business days after the Construction Plans construction plans are delivered to TenantLandlord, Tenant Landlord shall approve (which approval shall not be unreasonably withheld) or disapprove same in writing and, and if disapproved, Tenant Landlord shall provide Landlord Tenant and LandlordTenant’s space planner and engineer architect specific reasons for disapproval. If Tenant Landlord disapproves of any aspect the submitted construction plans, Tenant shall cause Tenant’s architect to revise the construction plans to incorporate Landlord’s comments and re-submit the revised construction plans to Landlord within five (5) business days after Landlord’s notice of disapproval. Within three (3) business days after the Construction Plansrevised construction plans are delivered to Landlord, Landlord shall cause Landlordapprove (which approval shall not be unreasonably withheld) or disapprove same in writing and if disapproved, Landlord shall provide Tenant and Tenant’s space planner and engineer to revise the applicable portions of the Construction Plans to address Tenants objections, and shall deliver such revised documentation to Tenantarchitect specific reasons for disapproval. The foregoing process shall continue until the Construction Plans construction plans are approved by TenantLandlord; provided that if Tenant Landlord fails to respond in any the five (5) or any three (3) business day period, Tenant as applicable, Landlord shall be deemed to have approved the last submitted construction plans. Each day thereafter that If the Construction Plans construction plans are not approved in writing (or deemed approved) by both Tenant and Landlord on or before October 1, 2009 for any reason whatsoever, Landlord may, at its sole option, terminate the Lease and this Exhibit, whereupon Landlord shall have no further liability or obligation thereunder or hereunder. If Landlord does not elect to so terminate, then each day after October 1, 2009 that the construction plans are not approved (or deemed approved) by Landlord and Tenant shall constitute one (1) day of Tenant Delay. The Expansion Improvements Landlord hereby agrees that Landlord shall not include any be entitled to disapprove construction plans except for the following reasons: (i) the construction plans do not conform to applicable laws, rules and regulations, (ii) the construction plans or specifications will not accommodate Building standard heating, cooling, mechanical, electrical or plumbing improvements, (iii) the construction plans or specifications do not conform to the Space Plan, or (iv) the work required by the construction plans affects the exterior of Tenant’s trade fixtures, equipment, furniture, furnishings, telephone and date equipment the Premises or other personal propertythe Building.

Construction Plans. On or before seven After Landlord approves the Proposed Space Plan, Tenant will cause Tenant’s Architect to prepare fully dimensioned one-quarter inch scale plans and specifications in the form of working drawings that (7i) business are based on and consistent with the Space Plan, (ii) are complete and show the full detailed scope of all work to be performed in the Premises, (iii) contain all information and supporting diagrams, schedules, and related data required for the construction of the work, (iv) comply with Applicable Law, (v) include a fixture plan and show all partition locations, doors, freestanding workstations, built-ins, cabinets, reception desks, conference room tables, ceiling plans, carpets and floor coverings, plumbing locations, air conditioning distribution system and duct work locations (described in detail in subsection (c) below), lighting plans, telecommunication and computer cabling plans, security systems, finish schedules, location of electrical, telephone, and data outlets, and special use areas, if any, that might require modifications to the Project, (vi) include complete sets of detailed architectural, structural (if applicable), mechanical, electrical, and plumbing working drawings, and (vii) are in form and contain instructions and specifications sufficient to obtain a building permit (the “Proposed Construction Plans”). Tenant will deliver the Proposed Construction Plans to Landlord within 15 days after the date that Landlord approves the Proposed Space Plan. Within 10 days after Landlord receives the Proposed Construction Plans, Landlord will notify Tenant whether it approves or disapproves the Proposed Construction Plans (a “Construction Plan Notice”); and if Landlord disapproves, Landlord will provide Tenant with its reasons for disapproval and Tenant will cause Tenant’s Architect to revise and redeliver the Proposed Construction Plans to Landlord within 10 days after receipt of a Construction Plan Notice. Landlord will not charge any plan review fees or approval of both fees other than the Design and Color Scheme and Monitoring Fee. This process will be repeated until Landlord approves the Above Standard Product Specification List by Landlord and Tenant, Landlord’s space planner and engineer will meet to prepare construction plans Proposed Construction Plans (such construction plans, when as approved, and all including changes and amendments thereto modifications agreed to by Landlord and Tenant in writingthe parties, referred to as the “Construction Plans”) for all of the improvements ). If Tenant has not submitted Proposed Construction Plans that Landlord is willing to the Expansion Premises (individually and collectively, the “Expansion Improvements”) described in the Space Plan, the Design and Color Scheme and the Above Standard Product Specification List, including complete detail and finish drawings for partitions, doors, reflected ceiling, telephone outlets, electrical switches and outlets and Building Standard heating, ventilation and air conditioning equipment and controls. Within five (5) business approve within 60 days after the Effective Date (the “Construction Plans are delivered to Tenant, Tenant shall approve (which approval shall not be unreasonably withheld) or disapprove same in writing and, if disapproved, Tenant shall provide Landlord and Landlord’s space planner and engineer specific reasons for disapproval. If Tenant disapproves of any aspect of the Construction PlansTermination Date”), Landlord shall cause Landlord’s space planner and engineer to revise the applicable portions of the Construction Plans to address Tenants objections, and shall deliver such revised documentation to Tenant. The foregoing process shall continue until the Construction Plans are approved by Tenant; provided that if Tenant fails to respond in any five (5) business day period, Tenant shall be deemed to have approved the last submitted construction plans. Each day thereafter that the Construction Plans are not approved by Tenant shall constitute one (1) day of Tenant Delay. The Expansion Improvements shall not include any of Tenant’s trade fixtures, equipment, furniture, furnishings, telephone and date equipment or other personal propertymay terminate this Lease.

Construction Plans. On or before seven (7) business days Tenant agrees to construct in and upon the New Premises the New Premises Tenant Improvements in accordance with the provisions of this Work Letter. From time to time after approval execution of both the Design and Color Scheme and the Above Standard Product Specification List by this Seventeenth Amendment, Tenant shall submit to Landlord and Tenant, for Landlord’s space planner approval, plans and engineer will meet to prepare specifications and a cost estimate for construction plans of all or any portion of the New Premises Tenant Improvements (such construction plans, when approved, and all changes and amendments thereto agreed to by Landlord and Tenant in writing, the “Construction Plans”) for all an area consisting of at least one full floor of the improvements to the Expansion New Premises per request (individually and collectively, the “Expansion ImprovementsTenant’s Buildout Proposal”). Landlord will approve or disapprove in writing each of Tenant’s Buildout Proposal(s) described in the Space Plan, the Design and Color Scheme and the Above Standard Product Specification List, including complete detail and finish drawings for partitions, doors, reflected ceiling, telephone outlets, electrical switches and outlets and Building Standard heating, ventilation and air conditioning equipment and controls. Within within five (5) business days after the Construction Plans are delivered to Tenant, receipt from Tenant shall approve (which approval shall not be unreasonably withheld) or disapprove same in writing and, if disapproved, Tenant Landlord shall provide Landlord and Landlord’s space planner and engineer Tenant with specific reasons for disapproval. If Tenant disapproves of any aspect of the Construction Plans, Landlord shall cause Landlord’s space planner and engineer fails to revise approve or disapprove the applicable portions Tenant’s Buildout Proposal on or before the end of the Construction Plans to address Tenants objections, and shall deliver such revised documentation to Tenant. The foregoing process shall continue until the Construction Plans are approved by Tenant; provided that if Tenant fails to respond in any five (5) business day period, and Tenant has provided to Landlord written notice that Landlord has failed to respond to such request for consent, then Landlord shall be deemed to have approved the last submitted construction plansTenant’s Buildout Proposal if Landlord fails to respond within two (2) business days after such written notice from Tenant. Each day thereafter The foregoing process shall be repeated until Landlord has approved (which shall include deemed approval) the applicable Tenant’s Buildout Proposal for the submitted area of the New Premises (such Tenant’s Buildout Proposal, when approved by Landlord and Tenant, is herein referred to as the “Construction Plans”). Landlord and Tenant acknowledge that the Construction Plans are not approved New Premises Tenant Improvements may be completed by Tenant shall constitute one (1) day of Tenant Delay. The Expansion Improvements shall not include any in stages and that the foregoing process to review and approve each of Tenant’s trade fixtures, equipment, furniture, furnishings, telephone and date equipment or other personal propertyBuildout Proposal(s) shall be utilized for each stage of the construction of the New Premises Tenant Improvements.

Construction Plans. On or before seven Within forty-five (745) business days after written approval (or deemed approval) of both the Design and Color Scheme and the Above Standard Product Specification List Space Plan by Landlord and Tenant, a licensed architect and MEP engineer selected by Tenant and reasonably acceptable to Landlord, at Tenant’s space planner and engineer expense (subject to reimbursement through the Finish Allowance), will meet to prepare construction plans (such construction plans, when approved in writing (or deemed approved) by Landlord and Tenant, and all changes and amendments thereto agreed to by Landlord and Tenant in writing, are herein called the “Construction Plans”) for all of the Tenant’s improvements requested pursuant to the Expansion Premises Space Plan (individually and collectively, all improvements required by the Construction Plans are herein called “Expansion Tenant’s Improvements”) described in the Space Plan, the Design and Color Scheme and the Above Standard Product Specification List), including complete detail and finish drawings for partitions, doors, reflected ceiling, telephone outlets, electrical switches and outlets and Building Standard standard heating, ventilation and air conditioning equipment and controls. Within five (5) business days after the Construction Plans construction plans are delivered to TenantLandlord, Tenant Landlord shall approve (which approval shall not be unreasonably withheld) or disapprove same in writing and, and if disapproved, Tenant Landlord shall provide Landlord Tenant and LandlordTenant’s space planner and engineer architect specific reasons for disapproval. If Tenant Landlord disapproves of any aspect the submitted construction plans, Tenant shall cause Tenant’s architect to revise the construction plans to incorporate Landlord’s comments and re- submit the revised construction plans to Landlord within five (5) business days after Landlord’s notice of disapproval. Within three (3) business days after the Construction Plansrevised construction plans are delivered to Landlord, Landlord shall cause Landlordapprove (which approval shall not be unreasonably withheld) or disapprove same in writing and if disapproved, Landlord shall provide Tenant and Tenant’s space planner and engineer to revise the applicable portions of the Construction Plans to address Tenants objections, and shall deliver such revised documentation to Tenantarchitect specific reasons for disapproval. The foregoing process shall continue until the Construction Plans construction plans are approved by TenantLandlord; provided that if Tenant Landlord fails to respond in any the five (5) or any three (3) business day period, Tenant as applicable, Landlord shall be deemed to have approved the last submitted construction plans. Each day thereafter that If the Construction Plans construction plans are not approved in writing (or deemed approved) by both Tenant and Landlord on or before May 1, 2010 for any reason whatsoever, then each day after May 1, 2010 that the construction plans are not approved (or deemed approved) by Landlord and Tenant shall constitute one (1) day of Tenant Delay. The Expansion Improvements Landlord hereby agrees that Landlord shall not include any be entitled to disapprove construction plans except for the following reasons: (i) the construction plans do not conform to applicable laws, rules and regulations, (ii) the construction plans or specifications will not accommodate Building standard heating, cooling, mechanical, electrical or plumbing improvements, (iii) the construction plans or specifications do not conform to the Space Plan, or (iv) the work required by the construction plans affects the exterior of Tenant’s trade fixtures, equipment, furniture, furnishings, telephone and date equipment the Expansion Space or other personal propertythe Building.

Construction Plans. On (a) Before Closing, Developer shall submit to the Authority the Construction Plans. The Authority will approve such Construction Plans in writing if: (i) such Construction Plans conform to the terms and conditions of this Agreement; (ii) such Construction Plans conform to the goals and objectives of the Development Plan between Developer and the City; (iii) such Construction Plans conform to all applicable federal, state and local laws, ordinances, rules and regulations; (iv) such Construction Plans are adequate to provide for construction of the Minimum Improvements; (v) the Construction Plans do not provide for expenditures in excess of the funds available to Developer for construction of the Minimum Improvements; and (vi) no Event of Default has occurred. No approval by the Authority shall relieve Developer of the obligation to comply with the terms of this Agreement or before seven (7) business days after of the Development Plan, applicable federal, state and local laws, ordinances, rules and regulations, or to construct the Minimum Improvements in accordance therewith. No approval by the Authority shall constitute a waiver of an Event of Default. If approval of both the Design and Color Scheme and Construction Plans is requested by Xxxxxxxxx in writing at the Above Standard Product Specification List time of submission, such Construction Plans shall be deemed approved unless rejected in writing by Landlord and Tenantthe Authority, Landlord’s space planner and engineer will meet to prepare construction plans (such construction plans, when approvedin whole or in part. Such rejections shall set forth in detail the reasons therefore, and all changes and amendments thereto agreed to by Landlord and Tenant in writing, the “Construction Plans”) for all of the improvements to the Expansion Premises (individually and collectively, the “Expansion Improvements”) described in the Space Plan, the Design and Color Scheme and the Above Standard Product Specification List, including complete detail and finish drawings for partitions, doors, reflected ceiling, telephone outlets, electrical switches and outlets and Building Standard heating, ventilation and air conditioning equipment and controls. Within five (5) business shall be made within 30 days after the date of their receipt by the Authority. If the Authority rejects any Construction Plans are delivered in whole or in part, Developer shall submit new or corrected Construction Plans within 30 days after written notification to TenantDeveloper of the rejection. The provisions of this Section relating to approval, Tenant rejection and resubmission of corrected Construction Plans shall approve (which continue to apply until the Construction Plans have been approved or deemed approved by the Authority. The Authority’s approval shall not be unreasonably withheld. Said approval shall constitute a conclusive determination that the Construction Plans (and the Minimum Improvements, constructed in accordance with said plans) comply to the Authority’s satisfaction with the provisions of this Agreement relating thereto, but any approvals by the Authority hereunder will not constitute approval by any City officials regarding any City requirements related to construction of the Minimum Improvements, rather such approvals shall be governed by City ordinances, policies and procedures. Developer hereby waives any and all claims and causes of action whatsoever resulting from the review of the Construction Plans by the Authority and/or any changes in the Construction Plans requested by the Authority. Neither the Authority nor any employee or disapprove same official of the Authority shall be responsible in writing and, if disapproved, Tenant shall provide Landlord and Landlord’s space planner and engineer specific reasons any manner whatsoever for disapproval. If Tenant disapproves of any aspect of defect in the Construction Plans or in any work done pursuant to the Construction Plans, Landlord shall cause Landlord’s space planner and engineer to revise including changes requested by the applicable portions of the Construction Plans to address Tenants objections, and shall deliver such revised documentation to Tenant. The foregoing process shall continue until the Construction Plans are approved by Tenant; provided that if Tenant fails to respond in any five (5) business day period, Tenant shall be deemed to have approved the last submitted construction plans. Each day thereafter that the Construction Plans are not approved by Tenant shall constitute one (1) day of Tenant Delay. The Expansion Improvements shall not include any of Tenant’s trade fixtures, equipment, furniture, furnishings, telephone and date equipment or other personal propertyAuthority.

Construction Plans. On or before seven Within sixty (760) business days after approval of both following the Design Lease -------------------- Commencement Date, Tenant shall deliver to Landlord, for Landlord's review and Color Scheme and the Above Standard Product Specification List by Landlord and Tenantapproval, Landlord’s space planner and engineer will meet to prepare complete construction plans (such and specifications for the construction of the Improvements, including grading and drainage plans, when approvedutility plans, sewer and water service connections, locations of ingress and egress to and from public thoroughfares, curbs, gutters, and all changes designs and amendments thereto agreed to by Landlord locations for signage and Tenant in writing, landscaping (the “"Construction Plans”"). The Construction Plans shall be prepared by an architect or engineer licensed to practice as such in the Commonwealth of Pennsylvania. The Construction Plans shall reflect that the Improvements, if constructed in accordance with the Construction Plans, will be (i) for in compliance with all Applicable Laws, and (ii) situated within the boundaries of the improvements to the Expansion Leased Premises (individually and collectively, the “Expansion Improvements”) described in the Space Plan, the Design and Color Scheme and the Above Standard Product Specification List, including complete detail and finish drawings for partitions, doors, reflected ceiling, telephone outlets, electrical switches and outlets and Building Standard heating, ventilation and air conditioning equipment and controlsLimited Common Area as depicted on Exhibit "B". Within five (5) business days after Landlord shall promptly review the Construction Plans are delivered to Tenant, and shall notify Tenant shall approve of Landlord's approval or disapproval thereof within ten (which approval shall not be unreasonably withheld10) or disapprove same in writing and, if disapproved, Tenant shall provide Landlord and Landlord’s space planner and engineer specific reasons for disapproval. If Tenant disapproves of any aspect days following receipt of the Construction Plans, . If Landlord shall cause Landlord’s space planner and engineer to revise the applicable portions disapproves of the Construction Plans to address Tenants objectionsas aforesaid, Landlord shall indicate in Landlord's notice the specific reason for such disapproval, and Tenant shall deliver have the right to submit revised Construction Plans, and Landlord shall have ten (10) days following each such revised documentation submission and resubmission to Tenantnotify Tenant of any specific reasonable objection that Landlord might have. The foregoing process Time shall continue until be of the essence of all time periods in this paragraph, and if Landlord fails to notify Tenant of Landlord's specific reasonable objection to the Construction Plans are approved by Tenant; provided that if Tenant fails to respond in or any five (5) business day revision thereto, within the applicable time period, Tenant Landlord shall be deemed to have approved such Construction Plans. Upon completion of the last submitted construction plans. Each day thereafter that the Improvements, Tenant shall provide Landlord with a true and complete copy of all Construction Plans are not approved by Tenant shall constitute one (1) day and working drawings reflecting the as-built completion of Tenant Delay. The Expansion Improvements shall not include any of Tenant’s trade fixtures, equipment, furniture, furnishings, telephone and date equipment or other personal propertythe Improvements.

Construction Plans. On or before seven (7) business days after Upon Landlord's approval of both the Design and Color Scheme and the Above Standard Product Specification List by Landlord and Space Plan, Tenant, Landlord’s 's space planner and engineer engineer, at Tenant's expense, will meet to prepare construction plans (such construction plans, when approved, and all changes and amendments thereto agreed to by Landlord and Tenant in writing, are herein called the “"Construction Plans”") for all of the Tenant's improvements requested pursuant to the Expansion Premises Space Plan (individually and collectively, all improvements required by the “Expansion Construction Plans are herein called "Tenant's Improvements”) described in the Space Plan, the Design and Color Scheme and the Above Standard Product Specification List"), including complete detail and finish drawings for partitions, doors, reflected ceiling, telephone outlets, electrical switches and outlets and Building Standard standard heating, ventilation and air conditioning equipment and controls. Tenant shall separately contract with BL&P Engineering or another third party reasonably approved by Landlord, for all mechanical, electrical and plumbing drawings and design to be incorporated in such construction plans. Within five three (53) business days after the Construction Plans construction plans are delivered to TenantLandlord, Tenant Landlord shall approve (which approval shall not be unreasonably withheldwithheld so long as the plans do not interfere with the Building's systems to provide service to any other Tenant in the Building and the materials utilized in connection with Tenant's Improvements shall be compatible with the design, architectural integrity and character of the Building) or disapprove same in writing and, and if disapproved, Tenant Landlord shall provide Landlord Tenant and Landlord’s Tenant's space planner and engineer specific reasons for disapproval. If Tenant disapproves of any aspect The extent to which Landlord shall be able to disprove items in the Construction Plan shall be limited to elements affecting load-bearing or corridor walls, Building systems (mechanical and electrical), items visible from the exterior of the Construction Plans, Landlord shall cause Landlord’s space planner Building and engineer to revise items visible from common or public areas with the applicable portions of the Construction Plans to address Tenants objections, and shall deliver such revised documentation to TenantBUILDING. The foregoing process shall continue until the Construction Plans construction plans are approved by TenantLandlord; provided that if Tenant Landlord fails to respond in any five three (53) business day period, Tenant Landlord shall be deemed to have approved the last submitted construction plans. Each day thereafter that the Construction Plans are not approved by Tenant shall constitute one (1) day of Tenant Delay. The Expansion Improvements shall not include any of Tenant’s trade fixtures, equipment, furniture, furnishings, telephone and date equipment or other personal property.

Construction Plans. On or before seven (7) business days after approval of both the Design and Color Scheme and the Above Standard Product Specification List by Landlord and Tenant, Landlord’s space planner and engineer will meet Tenant shall cause to prepare construction plans (such construction plans, when approved, and all changes and amendments thereto agreed to by Landlord and Tenant in writing, the “Construction Plans”) for all of the improvements to the Expansion Premises (individually and collectively, the “Expansion Improvements”) described in the Space Plan, the Design and Color Scheme and the Above Standard Product Specification List, including complete detail and finish drawings for partitions, doors, reflected ceiling, telephone outlets, electrical switches and outlets and Building Standard heating, ventilation and air conditioning equipment and controls. Within five (5) business days after be prepared the Construction Plans for the Tenant Improvements that are consistent with and are logical evolutions of the Space Plan and the building standards. The Construction Plans shall be delivered to TenantLandlord for approval, Tenant shall approve (which approval shall not be unreasonably withheld, conditioned or delayed. Landlord shall respond to the Construction Plans within ten (10) or disapprove same in writing and, if disapprovedbusiness days of its receipt thereof. Within a reasonable period of time after receipt of Landlord's response (not to exceed thirty (30) days), Tenant shall provide respond to any objections of Landlord and Landlord’s space planner and engineer specific reasons for disapproval. If Tenant disapproves of any aspect of to the Construction PlansPlans and shall resubmit appropriately revised Construction Plans prepared by Tenant's Architect, Landlord and such resubmitted Construction Plans shall cause Landlord’s space planner and engineer to revise the applicable clearly indicate which portions of the Construction Plans to address Tenants objections, are revised and shall deliver such revised documentation to Tenantwhich portions of the Construction Plans remain unchanged from the previously submitted Construction Plans. The foregoing This process shall continue be repeated until the Construction Plans have been completed by Tenant and approved in writing by Landlord. (The Construction Plans for all of the improvements to be constructed in the Premises, as approved in writing by Landlord, as revised by Tenant from time to time with Landlord's written approval in accordance with the following provisions of this Section 3.1, are approved hereinafter called the "Final Plans"). Tenant shall cause Tenant's Contractor to (A) obtain Landlord's prior written approval (which Landlord shall not unreasonably withhold or delay) of all subcontractors to be utilized in the performance of any construction work affecting the Building's life safety, mechanical or electrical systems, (B) obtain all necessary governmental permits and approvals in connection with the Tenant Improvements (including demolition, if applicable) shown on the Final Plans (and Landlord shall have no responsibility whatsoever in connection with obtaining the same), (C) furnish to Landlord, prior to the commencement of any construction in the Premises, certificates evidencing comprehensive public liability insurance with limits per occurrence of not less than Two Million Dollars ($2,000,000.00) and property damage insurance with limits per occurrence of not less than One Million Dollars ($1,000,000.00), covering Tenant's Contractor's and subcontractors' operations in the Premises and the Building (including any liability arising out of work involving Hazardous Materials) and builders' risk insurance providing coverage in an amount equal to the full value of the Tenant Improvements upon completion thereof, and with respect to all such insurance naming Landlord as an additional insured, and upon Landlord's request also naming any or all of the mortgagees as additional insureds, (D) perform the construction work in a good and workmanlike manner using materials of a quality that is at least equal to the quality designated by Landlord as the minimum standard for the Building, and (E) perform the construction work in accordance with applicable Laws and in such manner as to minimize disturbance of other tenants and occupants of the Building and, with respect to any work the sound levels or other effects of which would unreasonably disturb other tenants or occupants of the Building, perform such work during other than normal business hours. Landlord shall have no responsibility for furnishing any security services in or about the Building or the Premises to safeguard Tenant's construction of the Tenant Improvements or materials in connection therewith, and Tenant shall have full responsibility for any loss or damage thereof; provided that if any security actions taken by Tenant, its agents or contractors, with respect to such Tenant fails to respond Improvements or materials shall be consistent with and shall not interfere in any five (5) business day period, Tenant shall be deemed to have approved respect with any reasonable security requirements established by Landlord for the last submitted construction plans. Each day thereafter that the Construction Plans are not approved by Tenant shall constitute one (1) day of Tenant Delay. The Expansion Improvements shall not include any of Tenant’s trade fixtures, equipment, furniture, furnishings, telephone and date equipment or other personal propertyBuilding.

Construction Plans. On or before seven Landlord shall prepare final plans and specifications for the Tenant Improvements that (7a) business days after approval are consistent with and are logical evolutions of both the Design Approved Schematic Plans and Color Scheme (b) incorporate any other Tenant-requested (and Landlord-approved) changes to the Above Standard Product Specification List by Landlord Approved Schematic Plans (together with changes to the Approved Plans (as defined below), “Changes”). As soon as such final plans and Tenant, Landlord’s space planner and engineer will meet to prepare construction plans specifications (such construction plans, when approved, and all changes and amendments thereto agreed to by Landlord and Tenant in writing, the “Construction Plans”) are completed, Landlord shall deliver the same to Tenant for all of the improvements to the Expansion Premises (individually and collectivelyTenant’s approval, the “Expansion Improvements”) described in the Space Plan, the Design and Color Scheme and the Above Standard Product Specification List, including complete detail and finish drawings for partitions, doors, reflected ceiling, telephone outlets, electrical switches and outlets and Building Standard heating, ventilation and air conditioning equipment and controls. Within five (5) business days after the Construction Plans are delivered to Tenant, Tenant shall approve (which approval shall not be unreasonably withheld, conditioned or delayed. Such Construction Plans shall be approved or disapproved by Tenant within five (5) or disapprove same days after delivery to Tenant. Tenant’s failure to respond within such five (5) day period shall be deemed approval by Tenant. If the Construction Plans are disapproved by Tenant, then Tenant shall notify Landlord in writing andof its reasonable objections to such Construction Plans, if disapproved, Tenant and the parties shall provide Landlord confer and Landlord’s space planner and engineer specific reasons for disapproval. If Tenant disapproves of any aspect of negotiate in good faith to reach agreement on the Construction Plans, Landlord shall cause Landlord’s space planner and engineer to revise the applicable portions of the Construction Plans to address Tenants objections, and shall deliver such revised documentation to Tenant. The foregoing process shall continue until Promptly after the Construction Plans are approved by Landlord and Tenant; provided , two (2) copies of such Construction Plans shall be initialed and dated by Landlord and Tenant, and Landlord shall promptly submit the Construction Plans to all appropriate Governmental Authorities for approval. Provided that the TI Critical Milestones are completed by the respective TI Critical Milestone Dates, if Landlord submits the Construction Plans to all appropriate Governmental Authorities for approval at a time that causes additional costs to be incurred pursuant to under Title 24 of the California Code of Regulations, Landlord will be responsible for such additional costs, which shall not be paid with the TI Allowance. The Construction Plans so approved, and all change orders specifically permitted by this Work Letter, are referred to herein as the “Approved Plans.” If any Tenant-requested Changes (y) delay Substantial Completion of the Tenant fails Improvements, then Landlord shall have additional time to respond in any five achieve Substantial Completion of the Tenant Improvements pursuant to Section 5.6 of the Amendment, or (5z) business day periodincrease the cost of the Tenant Improvements, Tenant shall be deemed liable for such increase to have approved the last submitted construction plans. Each day thereafter that the Construction Plans are not approved by Tenant shall constitute one (1) day extent provided in Section 3 of Tenant Delay. The Expansion Improvements shall not include any of Tenant’s trade fixtures, equipment, furniture, furnishings, telephone and date equipment or other personal propertythis Work Letter.

Construction Plans. On or before seven (7) business days after approval of both the Design and Color Scheme and the Above Standard Product Specification List by Landlord and Tenant, Landlord’s space planner and engineer will meet to The Developer shall prepare construction plans for the construction of the Improvements for the City's review and approval. The final construction plans for the Improvements submitted by the Developer for City approval shall consist of all construction documentation upon which the Developer and its contractors shall rely in building the Improvements. Such construction plans shall include (without limitation) final architectural drawings, landscaping plans and specifications, final elevations, building plans and specifications (also known as "working drawings"). The construction plans shall be based upon the City approved Conceptual Development Documents and the Applicable Land Use Approvals and shall not materially deviate there from without the written consent of the City. No later than the date set forth in the Schedule of Performance, the Developer shall complete and submit to the City the final construction plans for City review and approval. The City shall have forty-five (45) days from the date of the City's receipt of such constructions plans to either approve or disapprove the construction plans, when approved, and all changes and amendments thereto agreed to by Landlord and Tenant in writingif not disapproved within that forty-five (45) day period, the “Construction Plans”) for all of submitted plans shall be deemed approved. If the improvements to City disapproves the Expansion Premises (individually and collectivelyconstruction plans, the “Expansion Improvements”) described in the Space Plan, the Design and Color Scheme and the Above Standard Product Specification List, including complete detail and finish drawings for partitions, doors, reflected ceiling, telephone outlets, electrical switches and outlets and Building Standard heating, ventilation and air conditioning equipment and controls. Within five (5) business days after the Construction Plans are delivered to Tenant, Tenant City shall approve (which approval shall not be unreasonably withheld) or disapprove same specify in writing and, if disapproved, Tenant shall provide Landlord and Landlord’s space planner and engineer specific the reasons for disapproval. If Tenant disapproves Within thirty (30) days following notice of any aspect disapproval, the Developer shall thereafter revise the construction plans so as to remove the reasons for disapproval and submit those revised construction plans to the City for approval. The City shall approve or disapprove the revised plans within thirty (30) days following submission, and if not disapproved within that thirty (30) day period, the revised plans shall be deemed approved. The process for revision and review shall be repeated until the City has approved the construction plans; provided, however that if the City's approval of the Construction Plans, Landlord shall cause Landlord’s space planner construction plans for the Improvements has not been obtained by the dates set forth in the Schedule of Performance then the City may terminate this Agreement pursuant to 11.03. The Developer acknowledges that the City's right to review and engineer to revise approve the applicable portions of the Construction Plans to address Tenants objectionsproposed construction plans are in addition to, and shall deliver such revised documentation not be limited by, the City's obligation to Tenantreview the Developer's proposed construction plans for consistency with applicable building code requirements. The foregoing process Developer further acknowledges that the City shall continue until have no obligation to approve such proposed plans in the Construction Plans are approved by Tenant; provided event that if Tenant the Developer fails to respond incorporate the City's reasonably requested changes or modifications to the proposed construction plans (even in any five (5) business day periodthe event that such requested changes or modifications exceed the minimum thresholds set forth in the applicable building code and have not been required by the City's building department). As approved, Tenant these construction plans for the applicable component of the Improvements shall be deemed referred to have approved as the last submitted construction plans. Each day thereafter that the "Final Construction Plans are not approved by Tenant shall constitute one (1) day of Tenant Delay. The Expansion Improvements shall not include any of Tenant’s trade fixtures, equipment, furniture, furnishings, telephone and date equipment or other personal propertyPlans".

Construction Plans. On or before seven (7a) business days after approval Before commencement of both construction of the Design Project, the Developer shall submit the Construction Plans to the Authority. The Authority Representative will approve the Construction Plans in writing if (i) the Construction Plans conform to the terms and Color Scheme conditions of this Agreement; (ii) the Construction Plans conform to the goals and objectives of the Above Standard Product Specification List by Landlord and TenantRedevelopment Plan; (iii) the Construction Plans conform to all applicable federal, Landlord’s space planner and engineer will meet to prepare construction plans (such construction plans, when approvedState, and all changes local laws, ordinances, rules and amendments thereto agreed to by Landlord and Tenant in writing, the “Construction Plans”regulations; (iv) for all of the improvements to the Expansion Premises (individually and collectively, the “Expansion Improvements”) described in the Space Plan, the Design and Color Scheme and the Above Standard Product Specification List, including complete detail and finish drawings for partitions, doors, reflected ceiling, telephone outlets, electrical switches and outlets and Building Standard heating, ventilation and air conditioning equipment and controls. Within five (5) business days after the Construction Plans are delivered adequate to Tenantprovide for construction of the Project; (v) the Construction Plans do not provide for expenditures in excess of the funds available to the Developer from all sources (including Developer’s equity) for construction of the Project; and (vi) no uncured Event of Default has occurred. Approval may be based upon a review by the City’s Building Official of the Construction Plans. No approval by the Authority Representative shall relieve the Developer of the obligation to comply with the terms of this Agreement or applicable federal, Tenant State, and local laws, ordinances, rules, and regulations, or to construct the Project in accordance therewith. No approval by the Authority Representative shall approve constitute a waiver of an Event of Default. If approval of the Construction Plans is requested by the Developer in writing at the time of submission, such Construction Plans shall be deemed approved unless rejected in writing by the Authority Representative, in whole or in part. Such rejections shall set forth in detail the reasons therefor, and shall be made within thirty (which 30) days after the date of their receipt by the Authority. If the Authority Representative rejects any Construction Plans in whole or in part, the Developer shall submit new or corrected Construction Plans within thirty (30) days after written notification to the Developer of the rejection. The provisions of this Section relating to approval, rejection and resubmission of corrected Construction Plans shall continue to apply until the Construction Plans have been approved by the Authority. The Authority Representative’s approval shall not be unreasonably withheld) , delayed or disapprove same in writing and, if disapproved, Tenant conditioned. Said approval shall provide Landlord and Landlord’s space planner and engineer specific reasons for disapproval. If Tenant disapproves of any aspect of the Construction Plans, Landlord shall cause Landlord’s space planner and engineer to revise the applicable portions of the Construction Plans to address Tenants objections, and shall deliver such revised documentation to Tenant. The foregoing process shall continue until the Construction Plans are approved by Tenant; provided that if Tenant fails to respond in any five (5) business day period, Tenant shall be deemed to have approved the last submitted construction plans. Each day thereafter constitute a conclusive determination that the Construction Plans are not approved by Tenant shall constitute one (1and the Project constructed in accordance with said plans) day comply to the Authority’s satisfaction with the provisions of Tenant Delay. The Expansion Improvements shall not include any of Tenant’s trade fixtures, equipment, furniture, furnishings, telephone and date equipment or other personal propertythis Agreement relating thereto.

Construction Plans. On or before seven fifteen (715) business days after approval of both the Design and Color Scheme and the Above Standard Product Specification List ------------------ Space Plan by Landlord and Tenant, Landlord’s a licensed architect reasonably acceptable to Landlord (which architect may be the approved space planner and engineer if the space planner is a licensed architect), at Tenant's expense, will meet to prepare construction plans and specifications (such construction plansplans and specifications, when approvedapproved by Landlord and Tenant, and all changes and amendments thereto agreed to by Landlord and Tenant in writing, are herein called the “"Construction Plans”") for all of the Tenant's improvements requested pursuant to the Expansion Premises Space Plan (individually and collectively, all improvements required by the “Expansion Construction Plans are herein called "Tenant's Improvements”) described in the Space Plan, the Design and Color Scheme and the Above Standard Product Specification List"), including complete color and design schemes, detail and finish drawings for partitions, doors, reflected ceiling, telephone outlets, electrical switches and outlets and Building Standard standard heating, ventilation and air conditioning equipment and controls. Within five (5) business days after the Construction Plans construction plans and specifications are delivered to TenantLandlord, Tenant Landlord shall approve (which approval shall not be unreasonably withheld) or disapprove same in writing and, and if disapproved, Tenant Landlord shall provide Landlord and Landlord’s space planner and engineer Tenant's architect specific reasons for disapproval. If Tenant disapproves of any aspect of the Construction Plans, Landlord shall cause Landlord’s space planner and engineer to revise the applicable portions of the Construction Plans to address Tenants objections, and shall deliver such revised documentation to Tenant. The foregoing process shall continue until the Construction Plans construction plans and specifications are approved by TenantLandlord; provided that if Tenant Landlord fails to respond in any five (5) business day period, Tenant Landlord shall be deemed to have approved the last submitted construction plans. Each day thereafter Landlord hereby agrees that Landlord shall not be entitled to disapprove construction plans except for the following reasons: (i) the construction plans do not conform to applicable laws, rules and regulations, (ii) the construction plans or specifications will not accommodate Building standard heating, cooling, mechanical, electrical or plumbing improvements, (iii) the construction plans or specifications do not conform to the Space Plan, (iv) the construction required by the construction plans could in Landlord's judgment affect the structural integrity or any structural member of the Building or any part thereof or requires a floor of the Building to be cut through or in Landlord's judgment will adversely affect existing Building standard heating, cooling, mechanical, electrical or plumbing improvements in any part of the Building, (v) the design and/or color of the improvements which can been seen from the Common Areas do not conform to the design and/or color scheme generally found in other parts of the Building, (vi) the work required by the construction plans affects the exterior of the Expansion Premises or the Building, or (vii) the construction plans are incomplete or contain material errors or omissions (collectively, "Permitted Objections"). Tenant shall reimburse Landlord for the cost of Landlord's architectural review of the Space Plan and the Construction Plans are not approved by Tenant shall constitute one within thirty (130) day days of Tenant Delay. The Expansion Improvements shall not include any receipt of Tenant’s trade fixtures, equipment, furniture, furnishings, telephone and date equipment or other personal propertyan invoice therefor.