Common use of Delivery of the Premises Clause in Contracts

Delivery of the Premises. When Landlord’s Work is Substantially Complete, subject to the remaining terms and provisions of this Section 3(e), Tenant shall accept the Premises. Tenant’s taking possession and acceptance of the Premises shall not constitute a waiver of: (i) any warranty with respect to workmanship (including installation of equipment) or material (exclusive of equipment provided directly by manufacturers), (ii) any non-compliance of Landlord’s Work with applicable Legal Requirements, or (iii) any claim that Landlord’s Work was not completed substantially in accordance with the TI Construction Drawings (subject to Minor Variations and such other changes as are permitted hereunder) (collectively, a “Construction Defect”). Tenant shall have one year after Substantial Completion within which to notify Landlord of any such Construction Defect discovered by Tenant, and Landlord shall use reasonable efforts to remedy or cause the responsible contractor to remedy any such Construction Defect within 30 days thereafter. Notwithstanding the foregoing, Landlord shall not be in default under the Lease if the applicable contractor, despite Landlord’s reasonable efforts, fails to remedy such Construction Defect within such 30-day period, in which case Landlord shall have no further obligation with respect to such Construction Defect other than to cooperate, at no cost to Landlord, with Tenant should Tenant elect to pursue a claim against such contractor. Tenant shall be entitled to receive the benefit of all construction warranties and manufacturer’s equipment warranties relating to equipment installed in the Premises. If requested by Tenant, Landlord shall attempt to obtain extended warranties from manufacturers and suppliers of such equipment, but the cost of any such extended warranties shall be borne solely out of the TI Fund. Landlord shall promptly undertake and complete, or cause to be completed, all punch list items.

Delivery of the Premises. When Landlord’s Work is Tl Substantially Complete, subject to the remaining terms and provisions of this Section 3(e), . Tenant shall accept the Premises. Tenant’s taking possession and acceptance of the Premises shall not constitute a waiver of: (i) any warranty with respect to workmanship (including installation of equipment) or material (exclusive of equipment provided directly by manufacturers), (ii) any non-compliance of Landlord’s Work with applicable Legal Requirements, or (iii) any claim that Landlord’s Work was not completed substantially in accordance with the TI Tl Construction Drawings (subject to Minor Variations and such other changes as are permitted hereunder) (collectively, a “Construction Defect”). Tenant shall have one year after Tl Substantial Completion within which to notify Landlord of any such Construction Defect discovered by Tenant, and Landlord shall use reasonable efforts to remedy or cause the responsible contractor to remedy any such Construction Defect within 30 days thereafter. Notwithstanding the foregoing, Landlord shall not be in default under the Lease if the applicable contractor, despite Landlord’s reasonable efforts, fails to remedy such Construction Defect within such 30-day period, in which case Landlord shall have no further obligation with respect continue to use reasonable efforts to cause such Construction Defect other than to cooperate, at no cost to Landlord, with Tenant should Tenant elect to pursue a claim against such contractorbe remedied. Tenant shall be entitled to receive the benefit of all construction warranties and manufacturer’s equipment warranties relating to equipment installed in the Premises. If requested by Tenant, Landlord shall attempt to obtain extended warranties from manufacturers and suppliers of such equipment, but the cost of any such extended warranties shall be borne solely out of the TI Tl Fund. Landlord shall promptly undertake and complete, or cause to be completed, all punch list items.

Delivery of the Premises. When Landlord’s Work is Substantially Complete, subject to the remaining terms and provisions of this Section 3(e), Tenant shall accept the Premises. Tenant’s taking possession and acceptance of the Premises shall not constitute a waiver of: (i) any warranty with respect to workmanship (including installation of equipment) or material (exclusive of equipment provided directly by manufacturers), (ii) any non-compliance of Landlord’s Work with applicable Legal Requirements, or (iii) any claim that Landlord’s Work was not completed substantially in accordance with the TI Construction Drawings (subject to Minor Variations and such other changes as are permitted hereunder) (collectively, a “Construction Defect”). Tenant shall have one year after Substantial Completion within which to notify Landlord of any such Construction Defect discovered by Tenant, and Landlord shall use reasonable efforts to remedy or cause the responsible contractor to remedy any such Construction Defect within 30 days thereafter. Notwithstanding the foregoing; provided, however, that Landlord shall not be in default under the Lease if the applicable contractor, despite Landlord’s reasonable efforts, fails to remedy such Construction Defect within such 30-day period, in which case Landlord shall have no further obligation with respect continue to use reasonable efforts to remedy or cause such contractor to remedy such Construction Defect other than to cooperate, at no cost to Landlord, with Tenant should Tenant elect to pursue a claim against such contractorDefect. Tenant shall be entitled to receive the benefit of all construction warranties and manufacturer’s equipment warranties relating to equipment installed in the Premises. If requested by Tenant, Landlord shall attempt to obtain extended warranties from manufacturers and suppliers of such equipment, but the cost of any such extended warranties shall be borne solely out of the TI Fund. Landlord shall promptly undertake and complete, or cause to be completed, all punch list itemsitems in a manner that does not materially adversely affect Tenant’s use of the Premises for the Permitted Use.

Delivery of the Premises. When Landlord’s Work is Substantially Complete, subject to the remaining terms and provisions of this Section 3(e), Tenant shall accept the Premises. Tenant’s taking possession and acceptance of the Premises shall not constitute a waiver of: (i) any warranty with respect to workmanship (including installation of equipment) or material (exclusive of equipment provided directly by manufacturers), (ii) any non-compliance of Landlord’s Work with applicable Legal Requirements, or (iii) any claim that Landlord’s Work was not completed substantially in accordance with the TI Construction Drawings (subject to Minor Variations and such other changes as are permitted hereunder) (collectively, a “Construction Defect”). Tenant shall have one year after Substantial Completion within which to notify Landlord of any such Construction Defect discovered by Tenant, and Landlord shall use reasonable efforts to remedy or cause the responsible contractor to remedy any such Construction Defect within 30 days thereafter. Notwithstanding the foregoing, Landlord shall not be in default under the Lease if the applicable contractor, despite Landlord’s reasonable efforts, fails to remedy such Construction Defect within such 30-day period, in which case Landlord shall have no further obligation with respect . If the contractor fails to remedy such Construction Defect other than within a reasonable time, Landlord shall use reasonable efforts to cooperate, at no cost to Landlord, with Tenant should Tenant elect to pursue remedy the Construction Defect within a claim against such contractorreasonable period. Tenant shall be entitled to receive the benefit of all construction warranties and manufacturer’s equipment warranties relating to equipment installed in the Premises. If requested by Tenant, Landlord shall attempt to obtain extended warranties from manufacturers and suppliers of such equipment, but the cost of any such extended warranties shall be borne solely out of the TI Fund. Landlord shall promptly undertake and complete, or cause to be completed, all punch list items.

Delivery of the Premises. When Landlord’s Work is Substantially Complete, subject to the remaining terms and provisions of this Section 3(e)3(d) and Section 2 of the Lease, Tenant shall accept the Premises. Tenant’s taking possession and acceptance of the Premises shall not constitute a waiver of: (i) any warranty with respect to workmanship (including installation of equipment) or material (exclusive of equipment provided directly by manufacturers), (ii) any non-compliance of Landlord’s Work with applicable Legal Requirements, or (iii) any claim that Landlord’s Work was not completed substantially in accordance with the TI Construction Drawings (subject to Minor Variations and such other changes as are permitted hereunder) (collectively, a “Construction Defect”). Tenant shall have one year after Substantial Completion within which to notify Landlord of any such Construction Defect discovered by Tenant, and Landlord shall use reasonable efforts to remedy or cause the responsible contractor to remedy any such Construction Defect within 30 days thereafter. Notwithstanding the foregoing, Landlord shall not be in default under the Lease if the applicable contractor, despite Landlord’s reasonable efforts, fails to remedy such Construction Defect within such 30-day period, in which case Landlord shall have no further obligation with respect . If the contractor fails to remedy such Construction Defect other than within a reasonable time, Landlord shall use reasonable efforts to remedy the Construction Defect within a reasonable period. Landlord shall cooperate, at no cost to Landlord, with Tenant should Tenant elect to pursue a claim against such contractor, provided, however, that Tenant’s claims are subject and subordinate to any claims which Landlord may have against such contractor. Landlord shall reasonably cooperate with Tenant as required so that Tenant (along with Landlord) shall be entitled to receive the benefit of all construction warranties and manufacturer’s equipment warranties relating to equipment installed in the Premises. Landlord shall cooperate with Tenant’s efforts to enforce any warranties in the event of any defect or inadequacy in construction. Landlord shall obtain industry standard warranties from the General Contractor and will require the General Contractor to obtain industry standard warranties from all subcontractors performing the Tenant Improvements. If requested by Tenant, Landlord shall attempt to obtain extended warranties from manufacturers and suppliers of such equipment, but the cost of any such extended warranties shall be borne solely out of the TI Fund. Landlord shall promptly undertake and complete, or cause to be completed, all punch list items.

Delivery of the Premises. When Landlord’s Work is Substantially Complete, subject to the remaining terms and provisions of this Section 3(e), Tenant shall accept the Premises. Tenant’s taking possession and acceptance of the Premises shall not constitute a waiver of: (i) any warranty with respect to workmanship (including installation of equipment) or material (exclusive of equipment provided directly by manufacturers), (ii) any non-compliance of Landlord’s Work with applicable Legal Requirements, or (iii) any claim that Landlord’s Work was not completed substantially in accordance with the TI Construction Drawings (subject to Minor Variations and such other changes as are permitted hereunder) (collectively, a “Construction Defect”). Tenant shall have one year after Substantial Completion within which to notify Landlord of any such Construction Defect discovered by Tenant, and Landlord shall use reasonable efforts to remedy or cause the responsible contractor to remedy any such Construction Defect within 30 days thereafter. Notwithstanding the foregoing, Landlord shall not be in default under the Lease if the applicable contractor, despite Landlord’s reasonable efforts, fails to remedy such Construction Defect within such 30-day period, in which case Landlord shall have no further obligation with respect continue to use reasonable efforts to remedy such Construction Defect other than to cooperate, at no cost to Landlord, with Tenant should Tenant elect to pursue a claim against such contractor. Tenant shall be entitled to receive the benefit of all construction warranties and manufacturer’s equipment warranties relating to equipment installed in the Premises. If requested by Tenant, Landlord shall attempt to obtain extended warranties from manufacturers and suppliers of such equipment, but the cost of any such extended warranties shall be borne solely out of the TI Fundby Tenant. Landlord shall promptly undertake and complete, or cause to be completed, all punch list items.

Delivery of the Premises. When Landlord’s Work is Substantially Complete, subject to the remaining terms and provisions of this Section 3(e), Tenant shall accept the Premises. Tenant’s taking possession and acceptance of the Premises shall not constitute a waiver of: (i) any warranty with respect to workmanship (including installation of equipment) or material (exclusive of equipment provided directly by manufacturers), (ii) any non-compliance of Landlord’s Work with applicable Legal Requirements, or (iii) any claim that Landlord’s Work was not completed substantially in accordance with the TI Construction Drawings (subject to Minor Variations and such other changes as are permitted hereunder) (collectively, a “Construction Defect”). Tenant shall have one year after Substantial Completion within which to notify Landlord of any such Construction Defect discovered by Tenant, and Landlord shall use reasonable efforts to remedy or cause the responsible contractor to remedy any such Construction Defect within 30 days thereafter. Notwithstanding the foregoing, Landlord shall not be in default under the Lease if the applicable contractor, despite Landlord’s reasonable efforts, fails to remedy such Construction Defect within such 30-day period, in which case Landlord shall have no further obligation with respect to such Construction Defect other than to cooperate, at no cost to Landlord, with Tenant should Tenant elect to pursue a claim against such contractor, provided that Tenant shall defend with counsel reasonably acceptable to Landlord, indemnify and hold Landlord harmless from and against any claims arising out of or in connection with any such claim. Tenant shall be entitled to receive the benefit of all construction warranties and manufacturer’s equipment warranties relating to equipment installed in the Premises. If requested by Tenant, Landlord shall attempt to obtain extended warranties from manufacturers and suppliers of such equipment, but the cost of any such extended warranties shall be borne solely out of the TI Fund. Landlord shall promptly undertake and complete, or cause to be completed, all punch list items.

Delivery of the Premises. When Landlord’s Work is Substantially Complete, subject to the remaining terms and provisions of this Section 3(e), Tenant shall accept the Premises. Tenant’s taking possession and acceptance of the Premises shall not constitute a waiver of: (i) any warranty with respect to workmanship (including installation of equipment) or material (exclusive of equipment provided directly by manufacturers)) with respect to the Premises, (ii) any non-compliance of Landlord’s Work with applicable Legal RequirementsRequirements with respect to the Premises, or (iii) any claim that Landlord’s Work in the Premises was not completed substantially in accordance with the TI Construction Drawings (subject to Minor Variations and such other changes as are permitted hereunder) (collectively, a “Construction Defect”). Tenant shall have one year after Substantial Completion within which to notify Landlord of any such Construction Defect discovered by TenantTenant in the Premises, and Landlord shall use reasonable efforts to remedy or cause the responsible contractor to remedy any such Construction Defect within 30 days thereafter. Notwithstanding the foregoing, Landlord shall not be in default under the Lease if the applicable contractor, despite Landlord’s reasonable efforts, fails to remedy such Construction Defect within such 30-day period, in which case Landlord shall have no further obligation with respect . If the contractor fails to remedy such Construction Defect other than within a reasonable time, Landlord shall use its reasonable efforts to cooperate, at no cost to Landlord, with Tenant should Tenant elect to pursue remedy the Construction Defect within a claim against such contractorreasonable period. Tenant shall be entitled to receive the benefit of all construction warranties and manufacturer’s equipment warranties relating to equipment installed in the Premises. If requested by Tenant, Landlord shall attempt to obtain extended warranties from manufacturers and suppliers of such equipment, but the cost of any such extended warranties shall be borne solely out of the TI Fundpaid for by Tenant. Landlord shall promptly undertake and complete, or cause to be completed, all punch list items.

Delivery of the Premises. When Landlord’s 's Work is Substantially Complete, subject to the remaining terms and provisions of this Section 3(e3(f), Tenant shall accept the Premises. Tenant’s Xxxxxx's taking possession and acceptance of the Premises shall not constitute a waiver of: (i) any warranty with respect to workmanship (including installation of equipment) or material (exclusive of equipment provided directly by manufacturers), (ii) any non-compliance of Landlord’s 's Work with applicable Legal Requirements, or (iii) any claim that Landlord’s 's Work was not completed substantially in accordance with the TI Construction Drawings (subject to Minor Variations and such other changes as are permitted hereunder) (collectively, a “"Construction Defect”"). Tenant shall have one year after Substantial Completion within which to notify Landlord of any such Construction Defect in the Base Building Work or the Tenant Improvements discovered by TenantXxxxxx, and Landlord shall use reasonable efforts to remedy or cause the responsible contractor to remedy any such Construction Defect in the Base Building Work or the Tenant Improvements within 30 days thereafter. Notwithstanding the foregoing, Landlord shall not be in default under the Lease if the applicable contractor, despite Landlord’s 's reasonable efforts, fails to remedy such Construction Defect of the Base Building Work or the Tenant Improvements within such 30-day period, in which case Landlord shall have no further obligation with respect to such Construction Defect of the Base Building Work or the Tenant Improvements other than to cooperate, at no cost to Landlord, with Tenant should Tenant elect to pursue a claim against such contractorcontractor for the Base Building Work or the Tenant Improvements, provided that Tenant shall defend with counsel reasonably acceptable to Landlord, indemnify and hold Landlord harmless from and against any claims arising out of or in connection with any such claim. Tenant shall be entitled to receive the benefit of all construction warranties and manufacturer’s 's equipment warranties relating to equipment installed in the Premises, and Landlord shall use commercially reasonable efforts to enforce such warranties at Tenant’s request and, at Tenant’s request, shall reasonably cooperate with Tenant to enforce such warranties, in each case, at no cost or expense to Landlord. If requested by Tenant, Landlord shall attempt to obtain extended warranties from manufacturers and suppliers of such equipment, but the cost of any such extended warranties shall be borne solely out of the TI Fund. Landlord shall promptly undertake and complete, or cause to be completed, all punch list items.

Delivery of the Premises. When Landlord’s 's Work is Substantially Complete, subject to the remaining terms and provisions of this Section 3(e), Tenant shall accept the Premises. Tenant’s 's taking possession and acceptance of the Premises shall not constitute a waiver of: (i) any warranty with respect to workmanship (including installation of equipment) or material (exclusive of equipment provided directly by manufacturers), (ii) any non-compliance of Landlord’s 's Work with applicable Legal Requirements, or (iii) any claim that Landlord’s 's Work was not completed substantially in accordance with the TI Construction Drawings (subject to Minor Variations and such other changes as are permitted hereunder) (collectively, a “Construction Defect”"CONSTRUCTION DEFECT"). Tenant shall have one 1 year after Substantial Completion within which to notify Landlord of any such Construction Defect discovered by Tenant, and Landlord shall use reasonable efforts to remedy or cause the responsible contractor to remedy any such Construction Defect within 30 days thereafter. Notwithstanding the foregoing, Landlord shall not be in default under the Lease if if: (i) with respect to the Tenant Improvements, the applicable contractor, despite Landlord’s 's reasonable efforts, fails to remedy such Construction Defect within such 30-day period, in which case Landlord shall have no further obligation with respect to such Construction Defect other than to cooperate, at no cost to Landlord, with Tenant should Tenant elect to pursue a claim against such contractor or the TI Architect, provided that Tenant indemnifies and holds Landlord harmless from and against any liability, loss, cost damage or expense in connection with any such claim, and Landlord shall assign to Tenant as reasonably necessary all rights Landlord may have against such architect or contractor relating to a Construction Defect, or, if any such rights are not assignable, permit Tenant to bring suit in Landlord's name to enforce any claim or to seek any damages relating to a Construction Defect, provided that Tenant indemnifies and holds Landlord harmless from and against any liability, loss, cost, damage or expense in connection with any such claim, or (ii) with respect to Landlord's Improvements, the applicable contractor, despite Landlord's reasonable efforts, fails to remedy such Construction Defect within such 30-day period, but Landlord, within 30 days thereafter, commences and diligently and continuously prosecutes such remedial action to completion. Tenant shall be entitled to receive the benefit of all construction warranties and manufacturer’s 's equipment warranties relating to equipment installed in the Premises. If requested by Tenant, Landlord shall attempt to obtain extended warranties from manufacturers and suppliers of such equipment, but the cost of any such extended warranties shall be borne solely out of the TI Fund. Landlord shall diligently pursue any claims arising out of latent defects in the Project. Landlord shall promptly undertake and complete, or cause to be completed, all punch list items.

Delivery of the Premises. When Landlord’s Work is Substantially Complete, subject to the remaining terms and provisions of this Section 3(e), Tenant shall accept the Premises. Tenant’s taking possession and acceptance of the Premises shall not constitute a waiver of: (i) any warranty with respect to workmanship (including installation of equipment) or material (exclusive of equipment provided directly by manufacturers), (ii) any non-compliance of Landlord’s Work with applicable Legal Requirements, or (iii) any claim that Landlord’s Work was not completed substantially in accordance with the TI Construction Drawings (subject to Minor Variations and such other changes as are permitted hereunder) (collectively, a “Construction Defect”). Tenant shall have one year after Substantial Completion within which to notify Landlord of any such Construction Defect discovered by Tenant, and Landlord shall use reasonable efforts to not be in default under the Lease but Landlord shall, in a diligent manner, remedy or cause the responsible contractor to remedy any such Construction Defect within 30 days thereafter. Notwithstanding the foregoing, Landlord shall not be in default under the Lease if the applicable contractor, despite Landlord’s reasonable efforts, fails to remedy such Construction Defect within such 30-day period, in which case Landlord shall have no further obligation with respect to such Construction Defect other than to cooperate, at no cost to Landlord, with Tenant should Tenant elect to pursue a claim against such contractorDefect. Tenant shall be entitled to receive the benefit of all construction warranties and manufacturer’s equipment warranties relating to equipment installed in the Premises. If requested by Tenant, Landlord shall attempt to obtain extended warranties from manufacturers and suppliers of such equipment, but the cost of any such extended warranties shall be borne solely out of the TI Fund. Landlord shall promptly undertake and complete, or cause to be completed, all punch list items.

Delivery of the Premises. When Landlord’s Work is the Tenant Improvements are Substantially Complete, subject to the remaining terms and provisions of this Section 3(e), Tenant shall accept the Premises. Tenant’s taking possession and acceptance of the Premises shall not constitute a waiver of: (i) any warranty with respect to workmanship (including installation of equipment) or material (exclusive of equipment provided directly by manufacturers), (ii) any non-compliance of Landlord’s Work the Tenant Improvements with applicable Legal Requirements, or (iii) any claim that Landlord’s Work was the Tenant Improvements were not completed substantially in accordance with the TI Construction Drawings (subject to Minor Variations and such other changes as are permitted hereunder) (collectively, a “Construction Defect”). Tenant shall have one year after Substantial Completion within which to notify Landlord of any such Construction Defect discovered by Tenant, and Landlord shall use reasonable efforts to remedy or cause the responsible contractor to remedy any such Construction Defect within 30 days thereafter. Notwithstanding the foregoing; provided, however, that Landlord shall not be in default under the Lease if the applicable contractor, despite Landlord’s reasonable efforts, fails to remedy such Construction Defect within such 30-day period, in which case Landlord shall have no further obligation with respect continue to use reasonable efforts to cause such contractor to remedy such Construction Defect other than to cooperate, at no cost to Landlord, with Tenant should Tenant elect to pursue a claim against such contractorDefect. Tenant shall be entitled to receive the benefit of all construction warranties and manufacturer’s equipment warranties relating to equipment installed in the Premises. If requested by Tenant, Landlord shall attempt to obtain extended warranties from manufacturers and suppliers of such equipment, but the cost of any such extended warranties shall be borne solely out of the TI Fundby Tenant. Landlord shall promptly undertake and complete, or cause to be completed, all punch list itemsitems in a manner that does not materially adversely affect Tenant’s use of the Premises for the Permitted Use.

Delivery of the Premises. When Landlord’s Work is TI Substantially Complete, subject to the remaining terms and provisions of this Section 3(e), Tenant shall accept the Premises. Tenant’s taking possession and acceptance of the Premises shall not constitute a waiver of: (i) any warranty with respect to workmanship (including installation of equipment) or material (exclusive of equipment provided directly by manufacturers), (ii) any non-compliance of Landlord’s Work with applicable Legal Requirements, or (iii) any claim that Landlord’s Work was not completed substantially in accordance with the TI Construction Drawings (subject to Minor Variations and such other changes as are permitted hereunder) (collectively, a “Construction Defect”). Tenant shall have one year after TI Substantial Completion within which to notify Landlord of any such Construction Defect discovered by Tenant, and Landlord shall use reasonable efforts to remedy or cause the responsible contractor to remedy any such Construction Defect within 30 days thereafter. Notwithstanding the foregoing, Landlord shall not be in default under the Lease if the applicable contractor, despite Landlord’s reasonable efforts, fails to remedy such Construction Defect within such 30-day period, in which case Landlord shall have no further obligation with respect continue to use reasonable efforts to cause such Construction Defect other than to cooperate, at no cost to Landlord, with Tenant should Tenant elect to pursue a claim against such contractorbe remedied. Tenant shall be entitled to receive the benefit of all construction warranties and manufacturer’s equipment warranties relating to equipment installed in the Premises. If requested by Tenant, Landlord shall attempt to obtain extended warranties from manufacturers and suppliers of such equipment, but the cost of any such extended warranties shall be borne solely out of the TI Fund. Landlord shall promptly undertake and complete, or cause to be completed, all punch list items.

Delivery of the Premises. When Landlord’s Work is Substantially Complete, subject to the remaining terms and provisions of this Section 3(e), Tenant shall accept the Premises. Tenant’s taking possession and acceptance of the Premises shall not constitute a waiver of: (i) any warranty with respect to workmanship (including installation of equipment) or material (exclusive of equipment provided directly by manufacturers), (ii) any non-compliance of Landlord’s Work the Tenant Improvements with applicable Legal Requirements, or (iii) any claim that Landlord’s Work was the Tenant Improvements were not completed substantially in accordance with the TI Construction Drawings (subject to Minor Variations and such other changes as are permitted hereunder) (collectively, a “Construction Defect”). Tenant shall have one year after Substantial Completion within which to notify Landlord of any such Construction Defect discovered by Tenant, and Landlord shall use reasonable efforts to remedy or cause the responsible contractor to remedy any such Construction Defect within 30 days thereafter. Notwithstanding the foregoing, Landlord shall not be in default under the Lease if the applicable contractor, despite Landlord’s reasonable efforts, fails to remedy such Construction Defect within such 30-day period. If contractor fails to remedy such Construction Defect within a reasonable time, Landlord shall use reasonable efforts to remedy the Construction Defect within 30 days unless such Construction Defect cannot reasonably be remedied in 30 days in which case Landlord shall have no further obligation with respect thereafter continue to diligently pursue such Construction Defect other than to cooperate, at no cost to Landlord, with Tenant should Tenant elect to pursue a claim against such contractorremedy. Tenant shall be entitled to receive the benefit of all construction warranties and manufacturer’s equipment warranties relating to equipment installed in the Premises. If requested by Tenant, Landlord shall attempt to obtain extended warranties from manufacturers and suppliers of such equipment, but the cost of any such extended warranties shall be borne solely out of the TI Fundby Tenant. Landlord shall promptly undertake and complete, or cause to be completed, all punch list items.

Delivery of the Premises. When Landlord’s Work is Tl Substantially Complete, subject to the remaining terms and provisions of this Section 3(e), . Tenant shall accept the Premises. Tenant’s taking possession and acceptance of the Premises shall not constitute a waiver of: (i) any warranty with respect to workmanship (including installation of equipment) or material (exclusive of equipment provided directly by manufacturers), (ii) any non-compliance of Landlord’s Work with applicable Legal Requirements, or (iii) any claim that Landlord’s Work was not completed substantially in accordance with the TI Tl Construction Drawings (subject to Minor Variations and such other changes as are permitted hereunder) (collectively, a “Construction Defect”). Tenant shall have one year after Tl Substantial Completion within which to notify Landlord of any such Construction Defect discovered by Tenant, and Landlord shall use reasonable efforts to remedy or cause the responsible contractor to remedy any such Construction Defect within 30 days thereafter. Notwithstanding the foregoing, Landlord shall not be in default under the Lease if the applicable contractor, despite Landlord’s reasonable efforts, fails to remedy such Construction Defect within such 30-day period, in which case Landlord shall have no further obligation with respect continue to use reasonable efforts to cause such Construction Defect other than to cooperatebe remedied. Notwithstanding any provision of the Lease or this Work Letter to the contrary, at no cost Tenant shall not be required to Landlordpay for the costs of correcting any Construction Defect of which Tenant has given Landlord written notice within the 1-year period as provided in this paragraph or any construction defect in the initial construction of the Building, with Tenant should Tenant elect to pursue a claim against such contractorwhether directly or as part of Operating Expenses. Tenant shall be entitled to receive the benefit of all construction warranties and manufacturer’s equipment warranties relating to equipment installed in the Premises. If requested by Tenant, Landlord shall attempt to obtain extended warranties from manufacturers and suppliers of such equipment, but the cost of any such extended warranties shall be borne solely out of the TI Tl Fund. Landlord shall promptly undertake and complete, or cause to be completed, all punch list items.

Delivery of the Premises. When Landlord’s Work is Substantially Complete, subject to the remaining terms and provisions of this Section 3(e), Tenant shall accept the Premises. Tenant’s taking possession and acceptance of the Premises shall not constitute a waiver of: (i) any warranty with respect to workmanship (including installation of equipment) or material (exclusive of equipment provided directly by manufacturers), (ii) any non-compliance of Landlord’s Work with applicable Legal Requirements, or (iii) any claim that Landlord’s Work was not completed substantially in accordance with the TI Construction Drawings (subject to Minor Variations and such other changes as are permitted hereunder) (collectively, a “Construction Defect”). Tenant shall have one year after Substantial Completion within which to notify Landlord of any such Construction Defect discovered by Tenant, and Landlord shall use reasonable efforts to remedy or cause the responsible contractor to remedy any such Construction Defect within 30 days thereafter. Notwithstanding the foregoing, Landlord shall not be in default under the Lease if the applicable contractor, despite Landlord’s reasonable efforts, fails to remedy such Construction Defect within such 30-day period, in which case Landlord shall have no further obligation with respect to such Construction Defect other than to cooperate, at no cost to Landlord, with Tenant should Tenant elect to pursue a claim against such contractor, provided that Tenant shall defend with counsel reasonably acceptable to Landlord, indemnify and hold Landlord harmless from and against any claims arising out of or in connection with any such claim. Tenant shall be entitled to receive the benefit of all construction warranties and manufacturer’s equipment warranties relating to equipment installed in the Premises. If requested by Tenant, Landlord shall attempt to obtain extended warranties from manufacturers and suppliers of such equipment, but the cost of any such extended warranties shall be borne solely out of the TI Fundby Tenant. Landlord shall promptly undertake and complete, or cause to be completed, all punch list items.

Delivery of the Premises. When Landlord’s 's Work is Substantially Complete, subject to the remaining terms and provisions of this Section 3(e), Tenant shall accept the Premises. Tenant’s 's taking possession and acceptance of the Premises shall not constitute a waiver of: (i) any warranty with respect to workmanship (including installation of equipment) or material (exclusive of equipment provided directly by manufacturers), (ii) any non-compliance of Landlord’s 's Work with applicable Legal Requirements, or (iii) any claim that Landlord’s 's Work was not completed substantially in accordance with the TI Construction Drawings (subject to Minor Variations and such other changes as are permitted hereunder) (collectively, a “"Construction Defect”"). Tenant shall have one year after Substantial Completion within which to notify Landlord of any such Construction Defect discovered by Tenant, and Landlord shall use reasonable efforts to remedy or cause the responsible contractor to remedy any such Construction Defect within 30 days thereafter. Notwithstanding the foregoing, Landlord shall not be in default under the Lease if the applicable contractor, despite Landlord’s 's reasonable efforts, fails to remedy such Construction Defect within such 30-day period, in which case Landlord shall have no further obligation with respect to such Construction Defect other than to cooperate, at no cost to Landlord, with Tenant should Tenant elect to pursue a claim against such contractor, provided that Tenant shall defend with counsel reasonably acceptable to Landlord, indemnify and hold Landlord harmless from and against any claims arising out of or in connection with any such claim. Tenant shall be entitled to receive the benefit of all construction warranties and manufacturer’s 's equipment warranties relating to equipment installed in the Premises. If requested by Tenant, Landlord shall attempt to obtain extended warranties from manufacturers and suppliers of such equipment, but the cost of any such extended warranties shall be borne solely out of the TI Fundby Tenant. Landlord shall promptly undertake and complete, or cause to be completed, all punch list items.

Delivery of the Premises. When (a) Promptly after execution of this Lease, Tenant shall consult with an architect selected by Tenant (and approved by Landlord’s Work is Substantially Complete, such approval not to be unreasonably withheld or delayed) (the "TI Architect") concerning Tenant's construction improvement needs for occupancy of the Premises, and then shall cause the TI Architect to prepare architectural, electrical and mechanical construction drawings, plans and specifications necessary to construct the Tenant Improvements, subject to approval by Landlord and Landlord's architect, which approval shall not be unreasonably withheld or delayed (as approved, the remaining terms "Tenant Plans"), to be made to the Premises. Tenant agrees to use diligent efforts to work with the TI Architect to develop Tenant Plans that are acceptable to Landlord within thirty (30) days from the date hereof. Tenant shall not request, nor shall Landlord have any obligation to approve, improvements that are not consistent with the quality of tenant improvements in the Building and provisions class "A" general office space. Upon approval of this Section 3(ethe Tenant Plans, Landlord shall promptly bid the Tenant Improvement Work to not more than three (3) contractors, and Landlord and Tenant shall select a contractor and cause the selected contractor to agree to a guaranteed maximum price contract approved by Landlord and Tenant, to obtain all required permits and to construct the improvements in the Premises pursuant to the Tenant Plans with the objective of completing such work (the "Tenant Improvement Work") by April 1, 1997 (the "Target Commencement Date"). The Tenant Improvement Work shall not include furniture and similar items not customarily included in "tenant improvements". The Tenant Improvement Work shall be performed at Tenant's sole cost and expense, provided that Landlord shall contribute not more than $27.00 per RSF of the Premises (the "TI Allowance") towards the fees of the TI Architect in designing the Tenant Improvement Work and the cost of building the Tenant Improvement Work. Upon the execution of the construction contract, Tenant shall accept deposit with Landlord, in cash, the Premises. Tenant’s taking possession and acceptance amount by which the guaranteed maximum price under the construction contract exceeds the TI Allowance less the fees of the TI Architect (the "Excess TI amount"), and thereafter, to the extent that they cause the cost of the Tenant Improvement work (less the TI Architect's fees) to exceed the TI Allowance or if the TI Allowance has already been exhausted, Tenant shall pay, within ten (10) days of receiving invoices therefor, additional sums relating to any increase to the guaranteed maximum price pursuant to any change orders that are issued (each, a "Change Order Amount"), and to cover reimbursable expenses under the contract ("Reimbursables"). Tenant shall respond to any requests from Landlord or Landlord's architect or contractor for approvals, authorizations to proceed or information in connection with the Tenant Improvement Work within two (2) business days of a request. Tenant shall not be obligated to remove any Tenant Improvement Work at the end of the Term. (b) The Premises shall not constitute a waiver ofbe deemed ready for occupancy and the Tenant Improvement Work shall be deemed to have been "substantially completed" on the date: (i) any warranty the TI Architect has certified that the Tenant Improvement Work is completed except for minor or insubstantial details of construction, mechanical adjustment or decoration which remain to be performed, the non- completion of which do not materially interfere with respect to workmanship (including installation Tenant's use of equipment) or material (exclusive of equipment provided directly by manufacturers), the Premises; and (ii) all certificates of occupancy necessary for Tenant's occupancy of the Premises have been issued. Landlord shall endeavor to provide Tenant with five (5) days advance notice of substantial completion. If the Tenant Improvement Work requires any non-compliance specialized permits or approvals due to the nature of Tenant's use or specialized needs, Tenant shall be responsible for and shall obtain all such permits and approvals. At or prior to the Commencement Date, representatives of Landlord and Tenant shall inspect the Premises and shall cooperate in producing and signing a punch list identifying Tenant Improvement Work which has either not been completed or which has been not completed properly, and Landlord shall cause all items on such agreed punch list to be diligently completed or corrected, but such items shall not cause a postponement in the Commencement Date. (c) If the occurrence of the conditions listed in subsection (b) above, and thereby making the Premises ready for occupancy, shall be delayed due to: (i) failure of Tenant to respond to any requests from Landlord or Landlord's architect or contractor for approvals, authorizations to proceed or information in connection with the Tenant Plans and the Tenant Improvement Work within three (3) business days of a request; or (ii) failure of Tenant to deposit the Excess TI Amount with Landlord within two (2) business days of Landlord’s Work with applicable Legal Requirements, or 's request therefor; or (iii) changes in the Tenant Improvement Work which are requested by Tenant and approved by Landlord; or (iv) any claim other act or omission of Tenant or any of its employees, agents or contractors, then the Premises shall be deemed substantially complete on the date when they would have been ready but for such delay (certified to Tenant in writing by Landlord's architect), and the Commencement Date shall be deemed to occur on such earlier date. (d) If and when Tenant shall take actual possession of the Premises, it shall be conclusively presumed that Landlord’s Work was the same were in satisfactory condition as of the date of such taking of possession, unless within thirty (30) days after such date Tenant shall give Landlord notice specifying the respects in which the Premises were not completed substantially in accordance with satisfactory condition. (e) If Landlord shall be unable to give possession of the TI Construction Drawings (Premises on the Target Commencement Date by reason of the holding over or retention of possession of any tenant or occupant, or if repairs, improvements or decoration of the Premises or of the Building are not completed, or for any other reason, Landlord shall not be subject to Minor Variations and such other changes as are permitted hereunder) (collectivelyany liability for failure to give possession on said date. Instead, a “Construction Defect”). Tenant shall have one year after Substantial Completion within which to notify Landlord of any such Construction Defect discovered by Tenant, and Landlord shall use reasonable efforts to remedy provide possession of the as soon as possible after the Target Commencement Date and shall provide Tenant with written notice of the date on which the Premises shall be available for occupancy. No such failure to give possession on the Target Commencement Date shall in any other respect affect the validity of this Lease or cause the responsible contractor obligations of Tenant hereunder. (f) By taking possession of the Premises, Tenant shall be deemed to remedy any such Construction Defect within 30 days thereafterhave accepted the Premises as being in good sanitary order, condition and repair, except for the deficiencies identified in writing by Tenant as provided in subsection (d) above. Notwithstanding Tenant shall, at Tenant's sole cost and expense, keep the foregoingPremises and every part thereof in good condition and repair, damage thereto from fire or other casualty and ordinary wear and tear, condemnation, and from the negligence from misconduct of Landlord, its agents, employees, invitees, contractors, subcontractors and others for whom Landlord shall not be in default under the Lease if the applicable contractoris legally responsible, despite Landlord’s reasonable efforts, fails to remedy such Construction Defect within such 30-day period, in which case alone excepted. Landlord shall have no further obligation whatsoever to alter, remodel, improve, repair, decorate or paint the Premises or any part thereof except as otherwise expressly provided herein or agreed upon in writing by Landlord, and the parties hereto affirm that Landlord has made no representations to Tenant respecting the condition of the Premises, the Building or the Property except as specifically herein set forth in writing. Landlord represents and warrants to Tenant that, to the best of Landlord's knowledge, on the date hereof the Building systems are in good working condition. (g) Prior to substantial completion of the Tenant Improvement Work and delivery of the Premises to Tenant, Tenant may access the Premises at Tenant's risk and perform all work in or about the Premises which is not within the scope of the work necessary to construct and install the Tenant Improvement Work and which is necessary for Tenant's occupancy of the Premises, including g, without limitation, delivery and installation of furniture, equipment, data and telecommunicating systems, telephone equipment, wiring and office equipment ("Tenant's Work"). No such entry shall be made unless and until (i) Tenant shall have notified Landlord in writing that it desires to enter the Premises, which notice shall state in reasonable detail the work that Tenant proposes to perform, and Landlord and Landlord and Tenant have coordinated, to Landlord's reasonable satisfaction, Tenant's entry with respect Landlord's contractors; and (ii) prior to such Construction Defect entry Tenant shall have submitted to Landlord evidence that Tenant has obtained the insurance required by this Lease. Any work performed by Tenant or its agents, contractors, workers, mechanics, suppliers and invitees shall be performed in harmony with Landlord and Landlord's contractors, agents, workers, mechanics, suppliers and invitees, and if at any time the presence of Tenant or its agents, contractors, workers, mechanics, suppliers and/or invitees shall cause an interruption of, or a disruption of, or shall interfere with Landlord's performance of the Tenant Improvement Work or any other than work in the Premises or the Building, Landlord shall have the right, upon twenty-four (24) hours prior notice to cooperateTenant, at no cost to Landlordorder Tenant to cease all work on the Premises, with Tenant should Tenant elect in which event such work shall be halted and shall not be recommenced until and unless the conflicts which caused to pursue a claim against Landlord to give such contractornotice have been resolved. Tenant shall is aware of the fact that Landlord will require a high-grade, first-class operation to be entitled to receive the benefit of all construction warranties and manufacturer’s equipment warranties relating to equipment installed conducted in the Premises. If requested Toward that end, Tenant's Work shall be performed in a first-class xxxxxxx-like manner, using new and first-class quality materials; and all furniture, fixtures and equipment used or installed by Tenant in the Premises shall be new or otherwise in first-class condition. All of Tenant's Work shall be constructed and installed in accordance with all applicable laws, ordinances, codes and rules and regulations of governmental authorities; and Tenant shall promptly correct any of Tenant's Work which is not in conformance therewith. In performing Tenant's Work, Tenant shall require its contract parties and their subcontractors to furnish Landlord with evidence of insurance coverage as may reasonably be required by Landlord prior to the performance of any work by Tenant, Landlord 's contract parties or their subcontractors. Tenant shall attempt proceed with due diligence to obtain extended warranties from manufacturers and suppliers of such equipment, but the cost of any such extended warranties shall be borne solely out of the TI Fund. Landlord shall promptly undertake and complete, or cause to be completed, all punch list itemscomplete Tenant's Work.

Delivery of the Premises. When Landlord’s Work is Substantially Complete, subject to the remaining terms and provisions of this Section 3(e)) and Landlord’s obligation to complete the punch list items, Tenant shall accept the Premises. Tenant’s taking possession and acceptance of the Premises shall not constitute a waiver of: (i) any warranty with respect to workmanship (including installation of equipment) or material (exclusive of equipment provided directly by manufacturers), (ii) any non-compliance of Landlord’s Work with applicable Legal Requirements, or (iii) any claim that Landlord’s Work was not completed substantially in accordance with the TI Tl Construction Drawings (subject to Minor Variations and such other changes as are permitted hereunder) (collectively, a “Construction Defect”). Tenant shall have one year after Substantial Completion within which to notify Landlord of any such Construction Defect discovered by Tenant, and Landlord shall use reasonable efforts to remedy or cause the responsible contractor to remedy any such Construction Defect within 30 days thereafter. Notwithstanding the foregoing, Landlord shall not be in default under the Lease if the applicable contractor, despite Landlord’s reasonable efforts, fails to remedy such Construction Defect within such 30-day period, in which case Landlord shall have no further obligation with respect to such Construction Defect other than to cooperate, at no cost to Landlord, with Tenant should Tenant elect to pursue a claim against such contractor. , provided that Tenant shall be entitled defend with counsel reasonably acceptable to receive the benefit Landlord, indemnify and hold Landlord harmless from and against any claims arising out of all construction warranties and manufacturer’s equipment warranties relating to equipment installed or in the Premises. If requested by Tenant, Landlord shall attempt to obtain extended warranties from manufacturers and suppliers of such equipment, but the cost of connection with any such extended warranties shall be borne solely out of the TI Fund. Landlord shall promptly undertake and complete, or cause to be completed, all punch list itemsclaim.

Delivery of the Premises. When Landlord’s Work is the Tenant Improvements are Substantially Complete, subject to the remaining terms and provisions of this Section 3(e), Tenant shall accept the Premises. Tenant’s taking possession and acceptance of the Premises Premises, respectively, shall not constitute a waiver of: (i) any warranty with respect to workmanship (including installation of equipment) or material (exclusive of equipment provided directly by manufacturers)) with respect to the Premises, (ii) any non-compliance of Landlord’s Work with applicable Legal RequirementsRequirements with respect to the Premises, or (iii) any claim that Landlord’s Work in the Premises was not completed substantially in accordance with the TI Construction Drawings (subject to Minor Variations and such other changes as are permitted hereunder) (collectively, a “Construction Defect”). Tenant shall have one year after Substantial Completion within which to notify Landlord of any such Construction Defect discovered by TenantTenant in the Premises, and Landlord shall use reasonable efforts to remedy or cause the responsible contractor to remedy any such Construction Defect within 30 days thereafter. Notwithstanding the foregoing, Landlord shall not be in default under the Lease if the applicable contractor, despite Landlord’s reasonable efforts, fails to remedy such Construction Defect within such 30-day period, in which case Landlord shall have no further obligation with respect . If the contractor fails to remedy such Construction Defect other than within a reasonable time, Landlord shall use its reasonable efforts to cooperate, at no cost to Landlord, with Tenant should Tenant elect to pursue remedy the Construction Defect within a claim against such contractorreasonable period. Tenant shall be entitled to receive the benefit of all construction warranties and manufacturer’s equipment warranties relating to equipment installed in the Premises. If requested by Tenant, Landlord shall attempt to obtain extended warranties from manufacturers and suppliers of such equipment, but the cost of any such extended warranties shall be borne solely out of the TI Fund. Landlord shall promptly undertake and complete, or cause to be completed, all punch list items.

Delivery of the Premises. When Landlord’s Work is the Tenant Improvements are Substantially Complete, subject to the remaining terms and provisions of this Section 3(e3(d), Tenant shall accept the Premises. Tenant’s taking possession and acceptance of the Premises shall not constitute a waiver of: (i) any warranty with respect to workmanship (including installation of equipment) or material (exclusive of equipment provided directly by manufacturers), (ii) any non-compliance of Landlord’s Work Tenant Improvements with applicable Legal Requirements, or (iii) any claim that Landlord’s Work was the Tenant Improvements were not completed substantially in accordance with the TI Construction Drawings (subject to Minor Variations and such other changes as are permitted hereunder) (collectively, a “Construction Defect”). Tenant shall have one year after Substantial Completion within which to notify Landlord of any such Construction Defect discovered by Tenant, and Landlord shall use reasonable efforts to remedy or cause the responsible contractor to remedy any such Construction Defect within 30 days thereafter. Notwithstanding the foregoing, Landlord shall not be in default under the Lease if the applicable contractor, despite Landlord’s reasonable efforts, fails to remedy such Construction Defect within such 30-day period, in which case Landlord shall have no further obligation with respect to such Construction Defect other than to cooperatecooperate (which may include, if necessary, assigning claims against the applicable contractor to Tenant), at no cost to Landlord, with Tenant should Tenant elect to pursue a claim against such contractor, provided that Tenant shall defend with counsel reasonably acceptable to Landlord, indemnify and hold Landlord harmless from and against any claims arising out of or in connection with any such claim. Tenant shall be entitled to receive the benefit of all construction warranties and manufacturer’s equipment warranties relating to equipment installed in the Premises. If requested by Tenant, Landlord shall attempt to obtain extended warranties from manufacturers and suppliers of such equipment, but the cost of any such extended warranties shall be borne solely out of the TI Fund. Landlord shall promptly undertake and complete, or cause to be completed, all punch list itemsitems in a good and workmanlike manner.

Delivery of the Premises. When Landlord’s Work is the Warm Shell and Tenant Improvements are Substantially Complete, subject to the remaining terms and provisions of this Section 3(e), Tenant shall accept the Premises. Tenant’s taking possession and acceptance of the Premises Premises, respectively, shall not constitute a waiver of: (i) any warranty with respect to workmanship (including installation of equipment) or material (exclusive of equipment provided directly by manufacturers)) with respect to the Premises, (ii) any non-compliance of Landlord’s Work with applicable Legal RequirementsRequirements with respect to the Premises, or (iii) any claim that Landlord’s Work in the Premises was not completed substantially in accordance with the TI Construction Drawings (subject to Minor Variations and such other changes as are permitted hereunder) (collectively, a “Construction Defect”). Tenant shall have one year after Substantial Completion within which to notify Landlord of any such Construction Defect discovered by Tenant, and Landlord shall use reasonable efforts to remedy or cause the responsible contractor to remedy any such Construction Defect within 30 days thereafterthereafter or, if such Construction Defect cannot be remedied within 30 days, within a reasonable period taking into account the nature of the Construction Defect, so long as the responsible contractor commences such remedy within 30 days and diligently prosecutes the same to completion. Notwithstanding the foregoing, Landlord shall not be in default under the Lease if the applicable contractor, despite Landlord’s reasonable efforts, fails to remedy such Construction Defect within such 30-day period, as provided in which case Landlord shall have no further obligation with respect the immediately preceding sentence. If the contractor fails to remedy such Construction Defect other than as provided above, then Landlord shall use reasonable efforts to cooperate, at no cost to Landlord, with Tenant should Tenant elect to pursue remedy the Construction Defect within a claim against such contractorreasonable period. Tenant shall be entitled to receive the benefit of all construction warranties and manufacturer’s equipment warranties relating to equipment installed in the Premises. If requested by Tenant, Landlord shall attempt to obtain extended warranties from manufacturers and suppliers of such equipment, but the cost of any such extended warranties shall be borne solely paid for out of the Warm Up/TI Fund. Landlord shall promptly undertake and complete, or cause to be completed, all punch list items.

Delivery of the Premises. When Landlord’s Work is Substantially Complete, subject to the remaining terms and provisions of this Section 3(e)Section, Tenant shall accept the PremisesPremises in their then existing condition. Tenant’s taking possession and acceptance of the Premises shall not constitute a waiver of: (i) any warranty warranty, including those with respect to workmanship (including installation of equipment) or material (exclusive of equipment provided directly to Tenant by manufacturers), (ii) any non-compliance of Landlord’s Work with applicable Legal RequirementsRequirements (including the Code), or (iii) any claim that Landlord’s Work was not completed substantially in accordance with the TI Greenhouse Construction Drawings (subject to Minor Variations and such other changes as are permitted hereunder) (collectively, a “Construction Defect”). Tenant shall have one 1 year after Substantial Completion within which to notify Landlord of any such Construction Defect discovered by Tenant, and Landlord shall use reasonable efforts to remedy or cause the responsible contractor to remedy any such Construction Defect within 30 days thereafter. Notwithstanding the foregoing, Landlord shall not be in default under the Lease if if: (a) with respect to Construction Defects that Landlord reasonably determines, in good faith, involve or may involve structural components of the Premises or pose or may pose a significant risk of personal injury or substantial property damage (“Serious Construction Defects”), the applicable contractor, despite Landlord’s reasonable efforts, fails to remedy such Construction Defect within such 30-day period, but Landlord, within 30 days thereafter, commences and diligently and continuously pursues such remedial action to completion, at Landlord’s sole cost and expense; (b) with respect to Construction Defects that Landlord reasonably determines, in good faith, are not Serious Construction Defects or involve Tenant’s Property, the applicable contractor, despite Landlord’s reasonable efforts, fails to remedy such Construction Defect within such 30-day period, in which case Landlord shall have no further obligation with respect to such Construction Defect other than to cooperate, at no cost to Landlord, with Tenant should Tenant elect to pursue a claim against such contractor, provided that Tenant indemnifies and holds Landlord harmless from and against any liability, loss, cost, damage or expense in connection with any such claim; or (c) with respect to any part of Landlord’s Work, any action by Tenant to the extent such action results in the invalidation of any otherwise enforceable warranty or bond that would cover the cost of remedying such Construction Defect. Any determination made by Landlord pursuant to paragraph (a) or (b) above shall be deemed reasonable and in good faith if based on advice received by Landlord from an independent and duly licensed design or construction consultant (a “Defect Consultant”). Tenant may ask a Defect Consultant to provide written confirmation of the advice given Landlord in connection with a determination by Landlord that a specific Construction Defect is not a Serious Construction Defect if, and only if, (i) Tenant gives Landlord Notice of such desire within 3 business days after receiving Notice of Landlord’s determination, and (ii) Tenant is solely responsible for any fee, cost, charge, or other assessment imposed by the Defect Consultant for providing such written confirmation; provided, however, that Tenant understands and agrees that Landlord’s waiver of the potential conflict of interest facing the Defect Consultant shall be strictly limited to the advice, and only the advice, given Landlord in the specific instance in question and shall not apply, under any circumstances, to any other advice or matters that may be the subject of the services provided to Landlord by the Defect Consultant. Landlord shall use commercially reasonable efforts to cause the following to be included in the agreement (generally, a “Development Agreement”) entered into with the Greenhouse Contractor, and Tenant shall use commercially reasonable efforts to cause the following to be included in the Development Agreement entered into with the Greenhouse Architect (i) an express statement or agreement by each such Developer that Tenant (if Landlord is the contracting party) or Landlord (if Tenant is the contracting party) is an “intended third party beneficiary” with respect to all express representations and warranties contained in such Developer’s Development Agreement and with respect to all warranties implied, at law or in equity, from the relationship created by such Developer’s Development Agreement or from the work performed by or on behalf of such Developer pursuant to such Developer’s Development Agreement; (ii) express representations and warranties from each Developer that are “industry standard” for such professionals when providing services to Similar Facilities in the Sub-Market, which representations and warranties also shall be expressly assignable to Tenant (if Landlord is the contracting party) or Landlord (if Tenant is the contracting party) and, as to the Greenhouse Architect, shall include, but not be limited to, a representation or warranty that the Greenhouse Construction Drawings prepared by or on behalf of the Greenhouse Architect comply with all applicable Legal Requirements (including the Code), subject to Minor Variations and such other changes as are permitted hereunder; (iii) as to the Greenhouse Architect, an express requirement that the Greenhouse Architect obtain and/or maintain errors and omissions insurance with a minimum limit of not less than $2,000,000.00; (iv) as to each Developer, an express requirement that Tenant (if Landlord is the contracting party) or Landlord (if Tenant is the contracting party) be added as an additional insured under any insurance for which the contracting party is to be named an additional insured; and (v) as to the Greenhouse Contractor, an express requirement that the Greenhouse Contractor direct all manufacturers supplying equipment to be installed in the Greenhouse to name both Landlord and Tenant as the parties entitled to the benefits of the manufacturers’ equipment warranties. In all events, Tenant shall be entitled to receive the benefit of all design and construction warranties and manufacturer’s all manufacturers’ equipment warranties relating to for equipment installed in the PremisesGreenhouse, and Landlord, if requested by Tenant, will cooperate with Tenant in obtaining the benefit of all such warranties (subject to the limitations described in paragraphs (a), (b), and (c) above). If requested by Tenant, Landlord shall attempt use commercially reasonable efforts to obtain extended warranties from the manufacturers and suppliers of such equipmentany equipment to be installed in the Greenhouse, but provided that the cost of any such extended warranties shall be borne subject to Tenant’s approval and, unless paid directly by Tenant, at Tenant’s option, shall be paid solely out of the TI Construction Fund. Within 5 days after receiving Notice from Tenant identifying punch list items, Landlord shall promptly undertake the correction of such punch list items and shall complete, or cause to be completed, the correction of all punch list itemsitems within 20 days thereafter; provided, however, if the nature of the punch list items are such that they reasonably require more than 20 days to correct, then Landlord shall not be deemed to be in default hereunder if Landlord commences such correction within said 20-day period and thereafter diligently pursues the same to completion; provided further, however, that such correction shall be completed no later than 45 days from the date of Tenant’s Notice regarding punch list items (subject to Force Majeure Delays).

Delivery of the Premises. When Landlord’s Work is Substantially Complete, subject to the remaining terms and provisions of this Section 3(e), Tenant shall accept the Premises. Tenant’s taking possession and acceptance of the Premises shall not constitute a waiver of: (i) any warranty with respect to workmanship (including installation of equipment) or material (exclusive of equipment provided directly by manufacturers), (ii) any non-compliance of Landlord’s Work with applicable Legal Requirements, or (iii) any claim that Landlord’s Work was not completed substantially in accordance with the TI Construction Drawings (subject to Minor Variations and such other changes as are permitted hereunder) (collectively, a “Construction Defect”). Tenant shall have one year after Substantial Completion within which to notify Landlord of any such Construction Defect discovered by TenantXxxxxx, and Landlord shall use reasonable efforts to remedy or cause the responsible contractor to remedy any such Construction Defect within 30 days thereafter. Notwithstanding the foregoing, Landlord shall not be in default under the Lease if the applicable contractor, despite Landlord’s reasonable efforts, fails to remedy such Construction Defect within such 30-day period, in which case Landlord shall have no further obligation with respect . If the contractor fails to remedy such Construction Defect other than within a reasonable time, Landlord shall use reasonable efforts to cooperate, at no cost to Landlord, with Tenant should Tenant elect to pursue remedy the Construction Defect within a claim against such contractorreasonable period. Tenant shall be entitled to receive the benefit of all construction warranties and manufacturer’s equipment warranties relating to equipment installed in the Premises. If requested by Tenant, Landlord shall attempt to obtain extended warranties from manufacturers and suppliers of such equipment, but the cost of any such extended warranties shall be borne solely out of the TI Fundby Tenant. Landlord shall promptly undertake and complete, or cause to be completed, all punch list items.

Delivery of the Premises. When Landlord’s Work is Substantially Complete, subject to the remaining terms and provisions of this Section 3(e3(d), Tenant shall accept the Premises. Tenant’s taking possession and acceptance of the Premises shall not constitute a waiver of: (i) any warranty with respect to workmanship (including installation of equipment) or material (exclusive of equipment provided directly by manufacturers), (ii) any non-compliance of Landlord’s Work with applicable Legal Requirements, or (iii) any claim that Landlord’s Work the Building Shell was not substantially completed in accordance with the Building Shell Construction Drawings, or (iv) the Tenant Improvements were not completed substantially in accordance with the TI Construction Drawings (subject to Minor Variations and such other changes as are permitted hereunder) (collectively, a “Construction Defect”). Tenant shall have one year after Substantial Completion within which to notify Landlord of any such Construction Defect discovered by Tenant, and Landlord shall use reasonable efforts to remedy or cause the responsible contractor to remedy any such Construction Defect within 30 days thereafter. Notwithstanding the foregoing, Landlord shall not be in default under the Lease if the applicable contractor, despite Landlord’s reasonable efforts, fails to remedy such Construction Defect within such 30-day period, in which case Landlord shall have no further obligation with respect . If the contractor fails to remedy such Construction Defect other than within a reasonable time, Landlord shall use reasonable efforts to cooperate, at no cost to Landlord, with Tenant should Tenant elect to pursue remedy the Construction Defect within a claim against such contractorreasonable period. Tenant shall be entitled to receive the benefit of all construction warranties and manufacturer’s equipment warranties relating to equipment installed in the Premises. If requested by Tenant, Landlord shall attempt to obtain extended warranties from manufacturers and suppliers of such equipment, but the cost of any such extended warranties shall be borne solely out of the TI Fund. Landlord shall promptly undertake and complete, or cause to be completed, all punch list items.

Delivery of the Premises. When Landlord’s Work is Substantially Complete, subject to the remaining terms and provisions of this Section 3(e), Tenant shall accept the Premises. Tenant’s taking possession and acceptance of the Premises shall not constitute a waiver of: (i) any warranty with respect to workmanship (including installation of equipment) or material (exclusive of equipment provided directly by manufacturers), (ii) any non-compliance of Landlord’s Work with applicable Legal Requirements, or (iii) any claim that Landlord’s Work was not completed substantially in accordance with the TI Tl Construction Drawings (subject to Minor Variations and such other changes as are permitted hereunder) (collectively, a “Construction Defect”). Tenant shall have one year after Substantial Completion within which to notify Landlord of any such Construction Defect discovered by Tenant, and Landlord shall use reasonable efforts to remedy or cause the responsible contractor to remedy any such Construction Defect within 30 days thereafter. Notwithstanding the foregoing, Landlord shall not be in default under the Lease if the applicable contractor, despite Landlord’s reasonable efforts, fails to remedy such Construction Defect within such 30-30- day period, in which case Landlord shall have no further obligation with respect to such Construction Defect other than to cooperate, at no cost to Landlord, with Tenant should Tenant elect to pursue a claim against such contractor. Tenant shall be entitled to receive the benefit of all construction warranties and manufacturer’s equipment warranties relating to equipment installed in the Premises. If requested by Tenant, Landlord shall attempt to obtain extended warranties from manufacturers and suppliers of such equipment, but the cost of any such extended warranties shall be borne solely out of the TI Fundby Tenant. Landlord shall promptly undertake and complete, or cause to be completed, all punch list items.

Delivery of the Premises. When Landlord’s Work is Substantially Complete, subject to the remaining terms and provisions of this Section 3(e), Tenant shall accept the Premises. Tenant’s taking possession and acceptance of the Premises shall not constitute a waiver of: (i) any warranty with respect to workmanship (including installation of equipment) or material (exclusive of equipment provided directly by manufacturers), (ii) any non-compliance of Landlord’s Work with applicable Legal Requirements, or (iii) any claim that Landlord’s Work was not completed substantially in accordance with the TI Construction Drawings (subject to Minor Variations and such other changes as are permitted hereunder) (collectively, a “Construction Defect”). Tenant shall have one year after Substantial Completion within which to notify Landlord of any such Construction Defect discovered by Tenant, and Landlord shall use reasonable efforts to remedy or cause the responsible contractor to remedy any such Construction Defect within 30 days thereafter. Notwithstanding the foregoing, Landlord shall not be in default under the Lease if the applicable contractor, despite Landlord’s reasonable efforts, fails to remedy such Construction Defect within such 30-day period. If the contractor fails to remedy such Construction Defect within a reasonable time, Landlord shall use reasonable efforts to remedy the Construction Defect within 30 days unless such Construction Defect cannot reasonably be remedied in 30 days in which case Landlord shall have no further obligation with respect thereafter continue to diligently pursue such Construction Defect other than to cooperate, at no cost to Landlord, with Tenant should Tenant elect to pursue a claim against such contractorremedy. Tenant shall be entitled to receive the benefit of all construction warranties and manufacturer’s equipment warranties relating to equipment installed in the Premises. If requested by Tenant, Landlord shall attempt to obtain extended warranties from manufacturers and suppliers of such equipment, but the cost of any such extended warranties shall be borne solely out of the TI Fundby Tenant. Landlord shall promptly undertake and complete, or cause to be completed, all punch list items, which Landlord shall endeavor to complete within 30 days of Substantial Completion.

Delivery of the Premises. When Landlord’s Work is Substantially Complete, subject to the remaining terms and provisions of this Section 3(e), Tenant shall accept the Premises. Tenant’s taking possession and acceptance of the Premises shall not constitute a waiver of: (i) any warranty with respect to workmanship (including installation of equipment) or material (exclusive of equipment provided directly by manufacturers), (ii) any non-compliance of Landlord’s Work with applicable Legal Requirements, or (iii) any claim that Landlord’s Work was not completed substantially in accordance with the TI Construction Drawings (subject to Minor Variations and such other changes as are permitted hereunder) (collectively, a “Construction Defect”). Tenant shall have one year after Substantial Completion within which to notify Landlord of any such Construction Defect discovered by Tenant, and Landlord shall use reasonable efforts to remedy or cause the responsible contractor to remedy any such Construction Defect within 30 days thereafter. Notwithstanding the foregoing, Landlord shall not be in default under the Lease if the applicable contractor, despite Landlord’s reasonable efforts, fails to remedy such Construction Defect within such 30-day period, in which case Landlord shall have no further obligation with respect to such Construction Defect other than to cooperate, at no cost to Landlord, with Tenant should Tenant elect to pursue a claim against such contractor. Tenant shall be entitled to receive the benefit of all construction warranties and manufacturer’s equipment warranties relating to equipment installed in the Premises. If requested by Tenant, Landlord shall attempt to obtain extended warranties from manufacturers and suppliers of such equipment, but the cost of any such extended warranties shall be borne solely out of the TI Fund. Landlord shall promptly undertake and complete, or cause to be completed, all punch list items.

Delivery of the Premises. When Landlord’s Work is Substantially Complete, subject to the remaining terms and provisions of this Section 3(e), Tenant shall accept the Premises. Tenant’s taking possession and acceptance of the Premises shall not constitute a waiver of: (i) any warranty with respect to workmanship (including installation of equipment) or material (exclusive of equipment provided directly by manufacturers), (ii) any non-compliance of Landlord’s Work with applicable Legal Requirements, or (iii) any claim that Landlord’s Work was not completed substantially in accordance with the TI Construction Drawings Plans (subject to Minor Variations and such other changes as are permitted hereunder) (collectively, a “Construction Defect”). Tenant shall have one year after Substantial Completion within which to notify Landlord of any such Construction Defect discovered by TenantTxxxxx, and Landlord shall use reasonable efforts to remedy or cause the responsible contractor to remedy any such Construction Defect within 30 days thereafter. Notwithstanding the foregoing, Landlord shall not be in default under the Lease if the applicable contractor, despite Landlord’s reasonable efforts, fails to remedy such Construction Defect within such 30-30- day period, in which case Landlord shall have no further obligation with respect to such Construction Defect other than to cooperate, at no cost to Landlord, with Tenant should Tenant elect to pursue a claim against such contractor, provided that Txxxxx shall defend with counsel reasonably acceptable to Landlord, indemnify and hold Landlord harmless from and against any claims arising out of or in connection with any such claim. Tenant shall be entitled to receive the benefit of all construction warranties and manufacturer’s equipment warranties relating to equipment installed in the Premises. If requested by Tenant, Landlord shall attempt to obtain extended warranties from manufacturers and suppliers of such equipment, but the cost of any such extended warranties shall be borne solely out of the TI Fund. Landlord shall promptly undertake and complete, or cause to be completed, all punch list items.

Delivery of the Premises. When Landlord’s Work is Substantially Complete, subject to the remaining terms and provisions of this Section 3(e), Tenant shall accept the Premises. Tenant’s taking possession and acceptance of the Premises Premises, respectively, shall not constitute a waiver of: (i) any warranty with respect to workmanship (including installation of equipment) or material (exclusive of equipment provided directly by manufacturers)) with respect to the Premises, (ii) any non-compliance of Landlord’s Work with applicable Legal RequirementsRequirements with respect to the Premises, or (iii) any claim that Landlord’s Work in the Premises was not completed substantially in accordance with the TI Construction Drawings (subject to Minor Variations and such other changes as are permitted hereunder) (collectively, a “Construction Defect”). Tenant shall have one year after Substantial Completion within which to notify Landlord of any such Construction Defect discovered by TenantTenant in the Premises, and Landlord shall use reasonable efforts to remedy or cause the responsible contractor to remedy any such Construction Defect within 30 days thereafter. Notwithstanding the foregoing, Landlord shall not be in default under the Lease if the applicable contractor, despite Landlord’s reasonable efforts, fails to remedy such Construction Defect within such 30-day period, in which case Landlord shall have no further obligation with respect . If the contractor fails to remedy such Construction Defect other than within a reasonable time, Landlord shall use its reasonable efforts to cooperate, at no cost to Landlord, with Tenant should Tenant elect to pursue remedy the Construction Defect within a claim against such contractorreasonable period. Tenant shall be entitled to receive the benefit of all construction warranties and manufacturer’s equipment warranties relating to equipment installed in the Premises. If requested by Tenant, Landlord shall attempt to obtain extended warranties from manufacturers and suppliers of such equipment, but the cost of any such extended warranties shall be borne solely out of the TI Fund. Landlord shall promptly undertake and complete, or cause to be completed, all punch list items. Landlord shall use reasonable efforts to complete, or cause to be completed, all punch list items, within 30 days after the Substantial Completion of each applicable phase of the Tenant Improvements, as applicable.

Delivery of the Premises. When Landlord’s Work is Substantially Complete, subject to the remaining terms and provisions of this Section 3(e), Tenant shall accept the Premises. Tenant’s taking possession and acceptance of the Premises shall not constitute a waiver of: (i) any warranty with respect to workmanship (including installation of equipment) or material (exclusive of equipment provided directly by manufacturers), (ii) any non-compliance of Landlord’s Work with applicable Legal Requirements, or (iii) any claim that Landlord’s Work was not completed substantially in accordance with the TI Construction Drawings (subject to Minor Variations and such other changes as are permitted hereunder) (collectively, a “Construction Defect”). Tenant shall have one year after Substantial Completion within which to notify Landlord of any such Construction Defect discovered by TenantXxxxxx, and Landlord shall use reasonable efforts to remedy or cause the responsible contractor to remedy any such Construction Defect within 30 days thereafterthereafter at no expense to Tenant. Notwithstanding the foregoing, Landlord shall not be in default under the Lease if the applicable contractor, despite Landlord’s reasonable efforts, fails to remedy such Construction Defect within such 30-day period, in which case Landlord shall have no further obligation with respect . If the contractor fails to remedy such Construction Defect other than within a reasonable time, Landlord shall use its reasonable efforts to cooperate, at no cost to Landlord, with Tenant should Tenant elect to pursue remedy the Construction Defect within a claim against such contractorreasonable period. Tenant shall be entitled to receive the benefit of all construction warranties and manufacturer’s equipment warranties relating to equipment installed in the Premises. If requested by Tenant, Landlord shall attempt to obtain extended warranties from manufacturers and suppliers of such equipment, but the cost of any such extended warranties shall be borne solely out of the TI Fund. Landlord shall promptly undertake and complete, or cause to be completed, all punch list items.

Delivery of the Premises. When Landlord’s 's Work is Substantially Complete, subject to the remaining terms and provisions of this Section 3(e)Section, Tenant shall accept the PremisesPremises in their then existing condition. Tenant’s 's taking possession and acceptance of the Premises shall not constitute a waiver of: (i) any warranty warranty, including those with respect to workmanship (including installation of equipment) or material (exclusive of equipment provided directly to Tenant by manufacturers), (ii) any non-compliance of Landlord’s 's Work with applicable Legal RequirementsRequirements (including the Code), or (iii) any claim that Landlord’s 's Work was not completed substantially in accordance with the TI Greenhouse Construction Drawings (subject to Minor Variations and such other changes as are permitted hereunder) (collectively, a “Construction Defect”"CONSTRUCTION DEFECT"). Tenant shall have one 1 year after Substantial Completion within which to notify Landlord of any such Construction Defect discovered by Tenant, and Landlord shall use reasonable efforts to remedy or cause the responsible contractor to remedy any such Construction Defect within 30 days thereafter. Notwithstanding the foregoing, Landlord shall not be in default under the Lease if if: (a) with respect to Construction Defects that Landlord reasonably determines, in good faith, involve or may involve structural components of the Premises or pose or may pose a significant risk of personal injury or substantial property damage ("SERIOUS CONSTRUCTION DEFECTS"), the applicable contractor, despite Landlord’s 's reasonable efforts, fails to remedy such Construction Defect within such 30-day period, but Landlord, within 30 days thereafter, commences and diligently and continuously pursues such remedial action to completion, at Landlord's sole cost and expense; (b) with respect to Construction Defects that Landlord reasonably determines, in good faith, are not Serious Construction Defects or involve Tenant's Property, the applicable contractor, despite Landlord's reasonable efforts, fails to remedy such Construction Defect within such 30-day period, in which case Landlord shall have no further obligation with respect to such Construction Defect other than to cooperate, at no cost to Landlord, with Tenant should Tenant elect to pursue a claim against such contractor, provided that Tenant indemnifies and holds Landlord harmless from and against any liability, loss, cost, damage or expense in connection with any such claim; or (c) with respect to any part of Landlord's Work, any action by Tenant to the extent such action results in the invalidation of any otherwise enforceable warranty or bond that would cover the cost of remedying such Construction Defect. Any determination made by Landlord pursuant to paragraph (a) or (b) above shall be deemed reasonable and in good faith if based on advice received by Landlord from an independent and duly licensed design or construction consultant (a "DEFECT CONSULTANT"). Tenant may ask a Defect Consultant to provide written confirmation of the advice given Landlord in connection with a determination by Landlord that a specific Construction Defect is not a Serious Construction Defect if, and only if, (i) Tenant gives Landlord Notice of such desire within 3 business days after receiving Notice of Landlord's determination, and (ii) Tenant is solely responsible for any fee, cost, charge, or other assessment imposed by the Defect Consultant for providing such written confirmation; provided, however, that Tenant understands and agrees that Landlord's waiver of the potential conflict of interest facing the Defect Consultant shall be strictly limited to the advice, and only the advice, given Landlord in the specific instance in question and shall not apply, under any circumstances, to any other advice or matters that may be the subject of the services provided to Landlord by the Defect Consultant. Landlord shall use commercially reasonable efforts to cause the following to be included in the agreement (generally, a "DEVELOPMENT AGREEMENT") entered into with the Greenhouse Contractor, and Tenant shall use commercially reasonable efforts to cause the following to be included in the Development Agreement entered into with the Greenhouse Architect: (i) an express statement or agreement by each such Developer that Tenant (if Landlord is the contracting party) or Landlord (if Tenant is the contracting party) is an "intended third party beneficiary" with respect to all express representations and warranties contained in such Developer's Development Agreement and with respect to all warranties implied, at law or in equity, from the relationship created by such Developer's Development Agreement or from the work performed by or on behalf of such Developer pursuant to such Developer's Development Agreement; (ii) express representations and warranties from each Developer that are "industry standard" for such professionals when providing services to Similar Facilities in the Sub- Market, which representations and warranties also shall be expressly assignable to Tenant (if Landlord is the contracting party) or Landlord (if Tenant is the contracting party) and, as to the Greenhouse Architect, shall include, but not be limited to, a representation or warranty that the Greenhouse Construction Drawings prepared by or on behalf of the Greenhouse Architect comply with all applicable Legal Requirements (including the Code), subject to Minor Variations and such other changes as are permitted hereunder; (iii) as to the Greenhouse Architect, an express requirement that the Greenhouse Architect obtain and/or maintain errors and omissions insurance with a minimum limit of not less than $2,000,000.00; (iv) as to each Developer, an express requirement that Tenant (if Landlord is the contracting party) or Landlord (if Tenant is the contracting party) be added as an additional insured under any insurance for which the contracting party is to be named an additional insured; and (v) as to the Greenhouse Contractor, an express requirement that the Greenhouse Contractor direct all manufacturers supplying equipment to be installed in the Greenhouse to name both Landlord and Tenant as the parties entitled to the benefits of the manufacturers' equipment warranties. In all events, Tenant shall be entitled to receive the benefit of all design and construction warranties and manufacturer’s all manufacturers' equipment warranties relating to for equipment installed in the PremisesGreenhouse, and Landlord, if requested by Tenant, will cooperate with Tenant in obtaining the benefit of all such warranties (subject to the limitations described in paragraphs (a), (b), and (c) above). If requested by Tenant, Landlord shall attempt use commercially reasonable efforts to obtain extended warranties from the manufacturers and suppliers of such equipmentany equipment to be installed in the Greenhouse, but provided that the cost of any such extended warranties shall be borne subject to Tenant's approval and, unless paid directly by Tenant, at Tenant's option, shall be paid solely out of the TI Construction Fund. Within 5 days after receiving Notice from Tenant identifying punch list items, Landlord shall promptly undertake the correction of such punch list items and shall complete, or cause to be completed, the correction of all punch list itemsitems within 20 days thereafter; provided, however, if the nature of the punch list items are such that they reasonably require more than 20 days to correct, then Landlord shall not be deemed to be in default hereunder if Landlord commences such correction within said 20-day period and thereafter diligently pursues the same to completion; provided further, however, that such correction shall be completed no later than 45 days from the date of Tenant's Notice regarding punch list items (subject to Force Majeure Delays).

Delivery of the Premises. When Landlord’s Work is Substantially Complete, subject to the remaining terms and provisions of this Section 3(e), . Tenant shall accept the Premises. Tenant’s taking possession and acceptance of the Premises shall not constitute a waiver of: (i) any warranty with respect to workmanship (including installation of equipment) or material (exclusive of equipment provided directly by manufacturers), ,) (ii) any non-compliance of Landlord’s Work with applicable Legal Requirements, or (iii) any claim that Landlord’s Work was not completed substantially in accordance with the TI Construction Drawings (subject to Minor Variations and such other changes as are permitted hereunder) (collectively, a “Construction Defect”). Tenant shall have one year after Substantial Completion within which to notify Landlord of any such Construction Defect discovered by Tenant, and Landlord shall use reasonable efforts to remedy or cause the responsible contractor to remedy any such Construction Defect within 30 days thereafter. Notwithstanding the foregoing; provided, however, that Landlord shall not be in default under the Lease if the applicable contractor, despite Landlord’s reasonable efforts, fails to remedy such Construction Defect within such 30-day period, in which case Landlord shall have no further obligation with respect continue to use reasonable efforts to remedy or cause such contractor to remedy such Construction Defect other than to cooperate, at no cost to Landlord, with Tenant should Tenant elect to pursue a claim against such contractorDefect. Tenant shall be entitled to receive the benefit of all construction warranties and manufacturer’s equipment warranties relating to equipment installed in the Premises. If requested by Tenant, Landlord shall attempt to obtain extended warranties from manufacturers and suppliers of such equipment, but the cost of any such extended warranties shall be borne solely out of the TI Fund. Landlord shall promptly undertake and complete, or cause to be completed, all punch list items.

Delivery of the Premises. When Landlord’s 's Work is Substantially Complete, subject to the remaining terms and provisions of this Section 3(e), Tenant shall accept the Premises. Tenant’s 's taking possession and acceptance of the Premises shall not constitute a waiver of: (i) any warranty with respect to workmanship (including installation of equipment) or material (exclusive of equipment provided directly by manufacturers), (ii) any non-compliance of Landlord’s 's Work with applicable Legal Requirements, or (iii) any claim that Landlord’s 's Work was not completed substantially in accordance with the TI Construction Drawings (subject to Minor Variations and such other changes as are permitted hereunder) (collectively, a “Construction Defect”"CONSTRUCTION DEFECT"). Tenant shall have one 1 year after Substantial Completion within which to notify Landlord of any such Construction Defect discovered by Tenant, and Landlord shall use reasonable efforts to remedy or cause the responsible contractor to remedy any such Construction Defect within 30 days thereafter. Notwithstanding the foregoing, Landlord shall not be in default under the Lease if if: (i) with respect to the Tenant Improvements, the applicable contractor, despite Landlord’s 's reasonable efforts, fails to remedy such Construction Defect within such 30-day period, in which case Landlord shall have no further obligation with respect to such Construction Defect other than to cooperate, at no cost to Landlord, with Tenant should Tenant elect to pursue a claim against such contractor or the TI Architect, provided that Tenant indemnifies and holds Landlord harmless from and against any liability, loss, cost damage or expense in connection with any such claim, and Landlord shall assign to Tenant Major Construction - 500 Arsenal Street/Acusphere, Inc. - Page 4 Landlord Build as reasonably necessary all rights Landlord may have against such architect or contractor relating to a Construction Defect, or, if any such rights are not assignable, permit Tenant to bring suit in Landlord's name to enforce any claim or to seek any damages relating to a Construction Defect, provided that Tenant indemnifies and holds Landlord harmless from and against any liability, loss, cost, damage or expense in connection with any such claim, or (ii) with respect to Landlord's Improvements, the applicable contractor, despite Landlord's reasonable efforts, fails to remedy such Construction Defect within such 30-day period, but Landlord, within 30 days thereafter, commences and diligently and continuously prosecutes such remedial action to completion. Tenant shall be entitled to receive the benefit of all construction warranties and manufacturer’s 's equipment warranties relating to equipment installed in the Premises. If requested by Tenant, Landlord shall attempt to obtain extended warranties from manufacturers and suppliers of such equipment, but the cost of any such extended warranties shall be borne solely out of the TI Fund. Landlord shall diligently pursue any claims arising out of latent defects in the Project. Landlord shall promptly undertake and complete, or cause to be completed, all punch list items.

Delivery of the Premises. When Landlord’s Work is Substantially Complete, subject to the remaining terms and provisions of this Section 3(e), Tenant shall accept the Premises. Tenant’s taking possession and acceptance of the Premises Premises, respectively, shall not constitute a waiver of: (i) any warranty with respect to workmanship (including installation of equipment) or material (exclusive of equipment provided directly by manufacturers)) with respect to the Premises, (ii) any non-compliance of Landlord’s Work with applicable Legal RequirementsRequirements with respect to the Premises, or (iii) any claim that Landlord’s Work in the Premises was not completed substantially in accordance with the TI Construction Drawings (subject to Minor Variations and such other changes as are permitted hereunder) (collectively, a “Construction Defect”). Tenant shall have one year after Substantial Completion within which to notify Landlord of any such Construction Defect discovered by TenantTenant in the Premises, and Landlord shall use reasonable efforts to remedy or cause the responsible contractor to remedy any such Construction Defect within 30 days thereafter. Notwithstanding the foregoing, Landlord shall not be in default under the Lease if the applicable contractor, despite Landlord’s reasonable efforts, fails to remedy such Construction Defect within such 30-day period, in which case Landlord shall have no further obligation with respect . If the contractor fails to remedy such Construction Defect other than within a reasonable time, Landlord shall use its reasonable efforts to cooperate, at no cost to Landlord, with Tenant should Tenant elect to pursue remedy the Construction Defect within a claim against such contractorreasonable period. Tenant shall be entitled to receive the benefit of all construction warranties and manufacturer’s equipment warranties relating to equipment installed in the Premises. If requested by Tenant, Landlord shall attempt to obtain extended warranties from manufacturers and suppliers of such equipment, but the cost of any such extended warranties shall be borne solely by Tenant (or payable out of the Excess TI FundCosts Allowance). Landlord shall promptly undertake and complete, or cause to be completed, all punch list items.

Delivery of the Premises. When Landlord’s 's Work is Substantially ------------------------ Complete, subject to the remaining terms and provisions of this Section 3(e)Section, Tenant shall accept the PremisesPremises in their then existing condition. Tenant’s 's taking possession and acceptance of the Premises shall not constitute a waiver of: (i) any warranty warranty, including those with respect to workmanship (including installation of equipment) or material (exclusive of equipment provided directly to Tenant by manufacturers), (ii) any non-compliance of Landlord’s 's Work with applicable Legal RequirementsRequirements (including the Code), or (iii) any claim that Landlord’s 's Work was not completed substantially in accordance with any of the TI Construction Drawings (subject to Minor Variations and such other changes as are permitted hereunder) (collectively, a “Construction Defect”"CONSTRUCTION DEFECT"). Tenant shall have one 1 year after Substantial Completion within which to notify Landlord of any such Construction Defect discovered by Tenant, and Landlord shall use reasonable efforts to remedy or cause the responsible contractor to remedy any such Construction Defect within 30 days thereafter. Notwithstanding the foregoing, Landlord shall not be in default under the Lease if if: (a) with respect to Construction Defects that Landlord reasonably determines, in good faith, involve or may involve structural components of the Premises or pose or may pose a significant risk of personal injury or substantial property damage ("SERIOUS CONSTRUCTION DEFECTS"), the applicable contractor, despite Landlord’s 's reasonable efforts, fails to remedy such Construction Defect within such 30-day period, but Landlord, within 30 days thereafter, commences and diligently and continuously pursues such remedial action to completion, at Landlord's sole cost and expense; (b) with respect to Construction Defects that Landlord reasonably determines, in good faith, are not Serious Construction Defects or involve Tenant's Property, the applicable contractor, despite Landlord's reasonable efforts, fails to remedy such Construction Defect within such 30-day period, in which case Landlord shall have no further obligation with respect to such Construction Defect other than to cooperate, at no cost to Landlord, with Tenant should Tenant elect to pursue a claim against such contractor, provided that Tenant indemnifies and holds Landlord harmless from and against any liability, loss, cost, damage or expense in connection with any such claim; or (c) with respect to any part of Landlord's Work, any action by Tenant to the extent such action results in the invalidation of any otherwise enforceable warranty or bond that would cover the cost of remedying such Construction Defect. Any determination made by Landlord pursuant to paragraph (a) or (b) above shall be deemed reasonable and in good faith if based on advice received by Landlord from an independent and duly licensed design or construction consultant (a "DEFECT CONSULTANT"). Tenant may ask a Defect Consultant to provide written confirmation of the advice given Landlord in connection with a determination by Landlord that a specific Construction Defect is not a Serious Construction Defect if, and only if, (i) Tenant gives Landlord Notice of such desire within 3 business days after receiving Notice of Landlord's determination, and (ii) Tenant is solely responsible for any fee, cost, charge, or other assessment imposed by the Defect Consultant for providing such written confirmation; provided, however, that Tenant understands and agrees that Landlord's waiver of the potential conflict of interest facing the Defect Consultant shall be strictly limited to the advice, and only the advice, given Landlord in the specific instance in question and shall not apply, under any circumstances, to any other advice or matters that may be the subject of the services provided to Landlord by the Defect Consultant. Landlord shall use commercially reasonable efforts to cause the following to be included in the agreements ("DEVELOPMENT AGREEMENTS") entered into with each Developer other than the Greenhouse Architect, and Tenant shall use commercially reasonable efforts to cause the following to be included in the Development Agreement entered into with the Greenhouse Architect: (i) an express statement or agreement by each such Developer that Tenant (if Landlord is the contracting party) or Landlord (if Tenant is the contracting party) is an "intended third party beneficiary" with respect to all express representations and warranties contained in such Developer's Development Agreement and with respect to all warranties implied, at law or in equity, from the relationship created by such Developer's Development Agreement or from the work performed by or on behalf of such Developer pursuant to such Developer's Development Agreement; (ii) express representations and warranties from each Developer that are "industry standard" for such professionals when providing services to Similar Facilities in the Sub-Market, which representations and warranties also shall be expressly assignable to Tenant (if Landlord is the contracting party) or Landlord (if Tenant is the contracting party) and, as to each Architect, shall include, but not be limited to, a representation or warranty that the Construction Drawings prepared by or on behalf of such Architect comply with all applicable Legal Requirements (including the Code), subject to Minor Variations and such other changes as are permitted hereunder; (iii) as to the Project Architect, an express requirement that the Project Architect obtain and/or maintain errors and omissions insurance with a minimum limit of not less than $2,000,000.00; (iv) as to each Developer, an express requirement that Tenant (if Landlord is the contracting party) or Landlord (if Tenant is the contracting party) be added as an additional insured under any insurance for which the contracting party is to be named an additional insured; and (v) as to each Contractor, an express requirement that such Contractor direct all manufacturers supplying equipment to be installed in the Building or the Greenhouse to name both Landlord and Tenant as the parties entitled to the benefits of the manufacturers' equipment warranties. In all events, Tenant shall be entitled to receive the benefit of all design and construction warranties and manufacturer’s all manufacturers' equipment warranties relating to for equipment installed in the PremisesBuilding or the Greenhouse, and Landlord, if requested by Tenant, will cooperate with Tenant in obtaining the benefit of all such warranties (subject to the limitations described in paragraphs (a), (b), and (c) above). If requested by Tenant, Landlord shall attempt use commercially reasonable efforts to obtain extended warranties from the manufacturers and suppliers of such equipmentany equipment to be installed in the Building or the Greenhouse, but provided that the cost of any such extended warranties shall be borne subject to Tenant's approval and, unless paid directly by Tenant, at Tenant's option, shall be paid solely out of the TI Fund. Landlord Building Fund for equipment installed in the Building and shall promptly undertake and complete, or cause to be completed, all punch list items.paid solely out of the Greenhouse Fund for equipment installed in the

Delivery of the Premises. When Landlord’s Work is Substantially Complete, subject to the remaining terms and provisions of this Section 3(e), Tenant shall accept the Premises. Tenant’s taking possession and acceptance of the Premises shall not constitute a waiver of: (i) any warranty with respect to workmanship (including installation of equipment) or material (exclusive of equipment provided directly by manufacturers), (ii) any non-compliance of Landlord’s Work with applicable Legal Requirements, or (iii) any claim that Landlord’s Work was not completed substantially in accordance with the TI Construction Drawings (subject to Minor Variations and such other changes as are permitted hereunder) (collectively, a “Construction Defect”). Tenant shall have one year after Substantial Completion within which to notify Landlord of any such Construction Defect discovered by Tenant, and Landlord shall use reasonable efforts to remedy or cause the responsible contractor to remedy any such Construction Defect within 30 90 days thereafter. Notwithstanding the foregoing, Landlord shall not be in default under the Lease if the applicable contractor, despite Landlord’s reasonable efforts, fails to remedy such Construction Defect within such 3090-day period, in which case Landlord shall have no further obligation with respect to such Construction Defect other than to cooperate, at no cost to Landlord, with Tenant should Tenant elect to pursue a claim against such contractor. Tenant shall be entitled to receive the benefit of all construction warranties and manufacturer’s equipment warranties relating to equipment installed in the Premises. If requested by Tenant, Landlord shall attempt to obtain extended warranties from manufacturers and suppliers of such equipment, but the cost of any such extended warranties shall be borne solely out of the TI Fund. Landlord shall promptly undertake and complete, or cause to be completed, all punch list items.

Delivery of the Premises. When Landlord’s 's Work is Substantially Complete, subject to the remaining terms and provisions of this Section 3(e)3.5, Tenant shall accept the Premises. Tenant’s 's taking possession and acceptance of the Premises shall not constitute a waiver of: (i) any warranty with respect to workmanship (including installation of equipment) or material (exclusive of equipment provided directly by manufacturers), (ii) any non-compliance of Landlord’s 's Work with applicable Legal RequirementsCode, (iii) Landlord's obligation to cause any "punch list" items to be corrected, or (iiiiv) any claim that Landlord’s Work was the Tenant Improvements were not completed substantially in accordance with the TI Construction Drawings (subject to Minor Variations and such other changes as are permitted hereunder) (collectively, a “"Construction Defect”"). Tenant shall have one year after Substantial Completion within which to notify Landlord of any such Construction Defect discovered by TenantTenant during such one-year period, and Landlord shall use reasonable efforts to remedy or cause the responsible contractor to remedy any such Construction Defect within 30 days thereafter. Notwithstanding the foregoing, Landlord shall not be in default under the Lease if if: (a) with respect to the Tenant Improvements, the applicable contractor, despite Landlord’s 's reasonable efforts, fails to remedy such Construction Defect within such 30-30 day period, in which case Landlord shall have no further obligation with respect to such Construction Defect other than to cooperate, at no cost to Landlord, with Tenant should Tenant elect to pursue a claim against such contractor, provided that Tenant indemnifies and holds Landlord harmless from and against any liability, loss, cost damage or expense in connection with any such claim, or (b) with respect to Landlord's Improvements and the Central Plant, the applicable contractor, despite Landlord's reasonable efforts, fails to remedy such Construction Defect within such 30 day period, but Landlord, within 30 days thereafter commences and diligently and continuously prosecutes such remedial action to completion. Tenant shall be entitled to receive the benefit of all construction warranties and manufacturer’s 's equipment warranties relating to equipment installed in the Premises. If requested by Tenant, Landlord shall attempt to obtain extended warranties from manufacturers and suppliers of such equipment, but the cost of any such extended warranties shall be borne solely out of the TI Fund. Landlord shall diligently pursue any claims arising out of latent defects in the Landlord Improvements and the Central Plant. Landlord shall promptly undertake and complete, or cause to be completed, all punch list items.

Delivery of the Premises. When Landlord’s 's Work is Substantially Complete, subject to the remaining terms and provisions of this Section 3(e)Section, Tenant shall accept the PremisesPremises in their then existing condition. Tenant’s 's taking possession and acceptance of the Premises shall not constitute a waiver of: (i) any warranty warranty, including those with respect to workmanship (including installation of equipment) or material (exclusive of equipment provided directly to Tenant by manufacturers), (ii) any non-compliance of Landlord’s 's Work with applicable Legal RequirementsRequirements (including the Code), or (iii) any claim that Landlord’s 's Work was not completed substantially in accordance with any of the TI Building Construction Drawings (subject to Minor Variations and such other changes as are permitted hereunder) (collectively, a “Construction Defect”"CONSTRUCTION DEFECT"). Tenant shall have one 1 year after Substantial Completion within which to notify Landlord of any such Construction Defect discovered by Tenant, and Landlord shall use reasonable efforts to remedy or cause the responsible contractor to remedy any such Construction Defect within 30 days thereafter. Notwithstanding the foregoing, Landlord shall not be in default under the Lease if if: (a) with respect to Construction Defects that Landlord reasonably determines, in good faith, involve or may involve structural components of the Premises or pose or may pose a significant risk of personal injury or substantial property damage ("SERIOUS CONSTRUCTION DEFECTS"), the applicable contractor, despite Landlord’s 's reasonable efforts, fails to remedy such Construction Defect within such 30-day period, but Landlord, within 30 days thereafter, commences and diligently and continuously pursues such remedial action to completion, at Landlord's sole cost and expense; (b) with respect to Construction Defects that Landlord reasonably determines, in good faith, are not Serious Construction Defects or involve Tenant's Property, the applicable contractor, despite Landlord's reasonable efforts, fails to remedy such Construction Defect within such 30-day period, in which case Landlord shall have no further obligation with respect to such Construction Defect other than to cooperate, at no cost to Landlord, with Tenant should Tenant elect to pursue a claim against such contractor, provided that Tenant indemnifies and holds Landlord harmless from and against any liability, loss, cost, damage or expense in connection with any such claim; or (c) with respect to any part of Landlord's Work, any action by Tenant to the extent such action results in the invalidation of any otherwise enforceable warranty or bond that would cover the cost of remedying such Construction Defect. Any determination made by Landlord pursuant to paragraph (a) or (b) above shall be deemed reasonable and in good faith if based on advice received by Landlord from an independent and duly licensed design or construction consultant (a "DEFECT CONSULTANT"). Tenant may ask a Defect Consultant to provide written confirmation of the advice given Landlord in connection with a determination by Landlord that a specific Construction Defect is not a Serious Construction Defect if, and only if, (i) Tenant gives Landlord Notice of such desire within 3 business days after receiving Notice of Landlord's determination, and (ii) Tenant is solely responsible for any fee, cost, charge, or other assessment imposed by the Defect Consultant for providing such written confirmation; provided, however, that Tenant understands and agrees that Landlord's waiver of the potential conflict of interest facing the Defect Consultant shall be strictly limited to the advice, and only the advice, given Landlord in the specific instance in question and shall not apply, under any circumstances, to any other advice or matters that may be the subject of the services provided to Landlord by the Defect Consultant. Landlord shall use commercially reasonable efforts to cause the following to be included in the agreements ("DEVELOPMENT AGREEMENTS") entered into with each Developer: (i) an express statement or agreement by each such Developer that Tenant is an "intended third party beneficiary" with respect to all express representations and warranties contained in such Developer's Development Agreement and with respect to all warranties implied, at law or in equity, from the relationship created by such Developer's Development Agreement or from the work performed by or on behalf of such Developer pursuant to such Developer's Development Agreement; (ii) express representations and warranties from each Developer that are "industry standard" for such professionals when providing services to Similar Facilities in the Sub-Market, which representations and warranties also shall be expressly assignable to Tenant and, as to each Architect, shall include, but not be limited to, a representation or warranty that the Building Construction Drawings prepared by or on behalf of such Architect comply with all applicable Legal Requirements (including the Code), subject to Minor Variations and such other changes as are permitted hereunder; (iii) as to the Project Architect, an express requirement that the Project Architect obtain and/or maintain errors and omissions insurance with a minimum limit of not less than $2,000,000.00; (iv) as to each Developer, an express requirement that Tenant be added as an additional insured under any insurance for which the contracting party is to be named an additional insured; and (v) as to each Contractor, an express requirement that such Contractor direct all manufacturers supplying equipment to be installed in the Building to name both Landlord and Tenant as the parties entitled to the benefits of the manufacturers' equipment warranties. In all events, Tenant shall be entitled to receive the benefit of all design and construction warranties and manufacturer’s all manufacturers' equipment warranties relating to for equipment installed in the PremisesBuilding, and Landlord, if requested by Tenant, will cooperate with Tenant in obtaining the benefit of all such warranties (subject to the limitations described in paragraphs (a), (b), and (c) above). If requested by Tenant, Landlord shall attempt use commercially reasonable efforts to obtain extended warranties from the manufacturers and suppliers of such equipmentany equipment to be installed in the Building, but provided that the cost of any such extended warranties shall be borne subject to Tenant's approval and, unless paid directly by Tenant, at Tenant's option, shall be paid solely out of the TI Building Fund. Within 5 days after receiving Notice from Tenant identifying punch list items, Landlord shall promptly undertake the correction of such punch list items and shall complete, or cause to be completed, the correction of all punch list itemsitems within 20 days thereafter; provided, however, if the nature of the punch list items are such that they reasonably require more than 20 days to correct, then Landlord shall not be deemed to be in default hereunder if Landlord commences such correction within said 20-day period and thereafter diligently pursues the same to completion; provided further, however, that such correction shall be completed no later than 45 days from the date of Tenant's Notice regarding punch list items (subject to Force Majeure Delays).

Delivery of the Premises. When Landlord’s Work is Substantially Complete, subject to the remaining terms and provisions of this Section 3(e3(d), Tenant shall accept the PremisesPremises subject to Landlord’s obligation to repair any Minor Variations and completed or remedy and normal “punch list” items of a non-material nature that do not interfere with the use of the Premises within a reasonable period following the Commencement Date. Tenant’s taking possession and acceptance of the Premises shall not constitute a waiver of: (i) any warranty with respect to workmanship (including installation of equipment) or material (exclusive of equipment provided directly by manufacturers), (ii) any non-compliance of Landlord’s Work with applicable Legal Requirements, or (iii) any claim that Landlord’s Work was not completed substantially in accordance with the TI Construction Working Drawings (subject to Minor Variations and such other changes as are permitted hereunder) (collectively, a “Construction Defect”). Tenant shall have one year after Substantial Completion within which to notify Landlord of any such Construction Defect discovered by Tenant, and Landlord shall use reasonable efforts to remedy or cause the responsible contractor to remedy any such Construction Defect within 30 days a reasonable period thereafter. Notwithstanding the foregoing, Landlord shall not be in default under the Lease if the applicable contractor, despite Landlord’s reasonable efforts, fails to remedy such Construction Defect within a reasonable period so long as Landlord, within 30 days thereafter, commences and diligently and continuously prosecutes such 30-day periodremedial action to completion. If Landlord fails to timely perform any repair or replacement of any Construction Defect which will immediately and adversely affect Tenant’s ability to conduct its business in the Premises within 30 days after delivery of Tenant’s notice that such defective condition exists (or such longer period as may be required if Landlord is diligently pursuing remedial action), in which case Landlord Tenant shall have no further obligation the right to pursue remedial action with respect to such Construction Defect other than to cooperatein accordance with the requirements of Section 31 of the Lease. Notwithstanding the foregoing, at no cost to Landlordif Landlord disputes an item in question, with Tenant should Tenant elect to pursue a claim against such contractor. Tenant any reimbursement shall be entitled subject to receive reconciliation following the benefit of all construction warranties and manufacturer’s equipment warranties relating to equipment installed in the Premises. If requested by Tenant, Landlord shall attempt to obtain extended warranties from manufacturers and suppliers of such equipment, but the cost of any such extended warranties shall be borne solely out final determination of the TI Fund. Landlord shall promptly undertake and complete, or cause to be completed, all punch list itemsdisputed item.

Delivery of the Premises. When Landlord’s 's Work is Substantially ------------------------ Complete, subject to the remaining terms and provisions of this Section 3(e)Section, Tenant shall accept the PremisesPremises in their then existing condition. Tenant’s 's taking possession and acceptance of the Premises shall not constitute a waiver of: (i) any warranty warranty, including those with respect to workmanship (including installation of equipment) or material (exclusive of equipment provided directly to Tenant by manufacturers), (ii) any non-compliance of Landlord’s 's Work with applicable Legal RequirementsRequirements (including the Code), or (iii) any claim that Landlord’s 's Work was not completed substantially in accordance with any of the TI Construction Drawings (subject to Minor Variations and such other changes as are permitted hereunder) (collectively, a “"Construction Defect”"). Tenant shall have one 1 year after Substantial Completion within which to notify Landlord of any such Construction Defect discovered by Tenant, and Landlord shall use reasonable efforts to remedy or cause the responsible contractor to remedy any such Construction Defect within 30 days thereafter. Notwithstanding the foregoing, Landlord shall not be in default under the Lease if if: (a) with respect to Construction Defects that Landlord reasonably determines, in good faith involve or may involve structural components of the Premises or pose or may pose a significant risk of personal injury or substantial property damage ("Serious Construction Defects"), the applicable contractor, despite Landlord’s 's reasonable efforts, fails to remedy such Construction Defect within such 30-day period, but Landlord, within 30 days thereafter, commences and diligently and continuously pursues such remedial action to completion, at Landlord's sole cost and expense; (b) with respect to Construction Defects that Landlord reasonably determines, in good faith, are not Serious Construction Defects or involve Tenant's Property, the applicable contractor, despite Landlord's reasonable efforts, fails to remedy such Construction Defect within such 30-day period, in which case Landlord shall have no further obligation with respect to such Construction Defect other than to cooperate, at no cost to Landlord, with Tenant should Tenant elect to pursue a claim against such contractor, provided that Tenant indemnifies and holds Landlord harmless from and against any liability, loss, cost, damage or expense in connection with any such claim; or (c) with respect to any part of Landlord's Work, any action by Tenant to the extent such action results in the invalidation of any otherwise enforceable warranty or bond that would cover the cost of remedying such Construction Defect. Any determination made by Landlord pursuant to paragraph (a) or (b) above shall be deemed reasonable and in good faith if based on advice received by Landlord from an independent and duly licensed design or construction consultant (a "Defect Consultant"). Tenant may ask a Defect Consultant to provide written confirmation of the advice given Landlord in connection with a determination by Landlord that a specific Construction Defect is not a Serious Construction Defect if, and only if, (i) Tenant gives Landlord Notice of such desire within 3 business days after receiving Notice of Landlord's determination, and (ii) Tenant is solely responsible for any fee, cost, charge, or other assessment imposed by the Defect Consultant for providing such written confirmation; provided, however, that Tenant understands and agrees that Landlord's waiver of -------- ------- the potential conflict of interest facing the Defect Consultant shall be strictly limited to the advice, and only the advice, given Landlord in the specific instance in question and shall not apply, under any circumstances, to any other advice or matters that may be the subject of the services provided to Landlord by the Defect Consultant. Landlord shall use commercially reasonable efforts to cause the following to be included in the agreements ("Development Agreements") entered into with each Developer other than the Greenhouse Architect, and Tenant shall use commercially reasonable efforts to cause the following to be included in the Development Agreement entered into with the Greenhouse Architect: (i) an express statement or agreement by each such Developer that Tenant (if Landlord is the contracting party) or Landlord (if Tenant is the contracting party) is an "intended third party beneficiary" with respect to all express representations and warranties contained in such Developer's Development Agreement and with respect to all warranties implied, at law or in equity, from the relationship created by such Developer's Development Agreement or from the work performed by or on behalf of such Developer pursuant to such Developer's Development Agreement; (ii) express representations and warranties from each Developer that are "industry standard" for such professionals when providing services to Similar Facilities in the Sub- Market, which representations and warranties also shall be expressly assignable to Tenant (if Landlord is the contracting party) or Landlord (if Tenant is the contracting party) and, as to each Architect, shall include, but not be limited to, a representation or warranty that the Construction Drawings prepared by or on behalf of such Architect comply with all applicable Legal Requirements (including the Code), subject to Minor Variations and such other changes as are permitted hereunder; (iii) as to the Project Architect, an express requirement that the Project Architect obtain and/or maintain errors and omissions insurance with a minimum limit of not less than $2,000,000.00; (iv) as to each Developer, an express requirement that Tenant (if Landlord is the contracting party) or Landlord (if Tenant is the contracting party) be added as an additional insured under any insurance for which the contracting party is to be named an additional insured; and (v) as to each Contractor, an express requirement that such Contractor direct all manufacturers supplying equipment to be installed in the Building or the Greenhouse to name both Landlord and Tenant as the parties entitled to the benefits of the manufacturers' equipment warranties. In all events, Tenant shall be entitled to receive the benefit of all design and construction warranties and manufacturer’s all manufacturers' equipment warranties relating to for equipment installed in the PremisesBuilding or the Greenhouse, and Landlord, if requested by Tenant, will cooperate with Tenant in obtaining the benefit of all such warranties (subject to the limitations described in paragraphs (a), (b), and (c) above). If requested by Tenant, Landlord shall attempt use commercially reasonable efforts to obtain extended warranties from the manufacturers and suppliers of such equipmentany equipment to be installed in the Building or the Greenhouse, but provided that the cost of any such extended warranties shall be borne subject to Tenant's approval and, unless paid directly by Tenant, at Tenant's option, shall be paid solely out of the TI FundBuilding Fund for equipment installed in the Building and shall be paid solely out of the Greenhouse Fund for equipment installed in the Greenhouse. Within 5 days after receiving Notice from Tenant identifying punch list items, Landlord shall promptly undertake the correction of such punch list items and shall complete, or cause to be completed, the correction of all punch list itemsitems within 20 days thereafter; provided, however, if the nature of the -------- ------- punch list items are such that they reasonably require more than 20 days to correct, then Landlord shall not be deemed to be in default hereunder if Landlord commences such correction within said 20-day period and thereafter diligently pursues the same to completion; provided further, however, that such -------- ------- ------- correction shall be completed no later than 45 days from the date of Tenant's Notice regarding punch list items (subject to Force Majeure Delays).

Delivery of the Premises. When Landlord’s 's Work is Substantially Complete, subject to the remaining terms and provisions of this Section 3(e), Tenant shall accept the PremisesPremises on the date that Landlord Delivers the Premises to Tenant. Tenant’s 's taking possession and acceptance of the Premises shall not constitute a waiver of: (i) any warranty with respect to workmanship (including installation of equipment) or material (exclusive of equipment provided directly by manufacturers), (ii) any non-compliance of Landlord’s 's Work with applicable Legal Requirements, or (iii) any claim that Landlord’s 's Work was not completed substantially in accordance with the TI Construction Drawings (subject to Minor Variations and such other changes as are permitted hereunder) (collectively, a “"Construction Defect”"). Tenant shall have one year after Substantial Completion within which to notify Landlord of any such Construction Defect discovered by Tenant, and Landlord shall use reasonable efforts to remedy or cause the responsible contractor to remedy any such Construction Defect within 30 days thereafter. Notwithstanding the foregoing, Landlord shall not be in default under the Lease if the applicable contractor, despite Landlord’s 's reasonable efforts, fails to remedy such Construction Defect within such 30-day period, in which case Landlord shall have no further obligation with respect to such Construction Defect other than to cooperate, at no cost to Landlord, with Tenant should Tenant elect to pursue a claim against such contractor. Tenant shall be entitled to receive the benefit of all construction warranties and manufacturer’s 's equipment warranties relating to equipment installed in the Premises. If requested by Tenant, Landlord shall attempt to obtain extended warranties from manufacturers and suppliers of such equipment, but the cost of any such extended warranties shall be borne solely out of the TI Fund. Landlord shall promptly undertake and complete, or cause to be completed, all punch list itemsitems as provided for in Section 3(c).

Delivery of the Premises. When Landlord’s Work is Substantially Complete, subject to the remaining terms and provisions of this Section 3(e), Tenant shall accept the Premises. Tenant’s taking possession and acceptance of the Premises shall not constitute a waiver of: (i) any warranty with respect to workmanship (including installation of equipment) or material (exclusive of equipment provided directly by manufacturers), (ii) any non-compliance of Landlord’s Work with applicable Legal Requirements, or (iii) any claim that Landlord’s Work was not completed substantially in accordance with the TI Tl Construction Drawings (subject to Minor Variations and such other changes as are permitted hereunder) (collectively, a “Construction Defect”). Tenant shall have one year after Substantial Completion within which to notify Landlord of any such Construction Defect discovered by Tenant, and Landlord shall use reasonable efforts to remedy or cause the responsible contractor to remedy any such Construction Defect within 30 days thereafter. Notwithstanding the foregoing, Landlord shall not be in default under the Lease if the applicable contractor, despite Landlord’s reasonable efforts, fails to remedy such Construction Defect within such 30-day period. If contractor fails to remedy such Construction Defect within a reasonable time, Landlord shall use reasonable efforts to remedy the Construction Defect within 30 days unless such Construction Defect cannot reasonably be remedied in 30 days in which case Landlord shall have no further obligation with respect thereafter continue to diligently pursue such Construction Defect other than to cooperate, at no cost to Landlord, with Tenant should Tenant elect to pursue a claim against such contractorremedy. Tenant shall be entitled to receive the benefit of all construction warranties and manufacturer’s equipment warranties relating to equipment installed in In the Premises. If requested by Tenant, Landlord shall attempt to obtain extended warranties from manufacturers and suppliers of such equipment, but the cost of any such extended warranties shall be borne solely out of the TI Fundby Tenant. Landlord shall promptly undertake and complete, or cause to be completed, all punch list items, and shall use reasonable efforts to complete such punch list items within 30 days after Substantial Completion.

Delivery of the Premises. When Landlord’s Work is Substantially Complete, subject to the remaining terms and provisions of this Section 3(e), Tenant shall accept the Premises. Tenant’s taking possession and acceptance of the Premises shall not constitute a waiver of: (i) any warranty with respect to workmanship (including installation of equipment) or material (exclusive of equipment provided directly by manufacturers), (ii) any non-compliance of Landlord’s Work with applicable Legal Requirements, or (iii) any claim that Landlord’s Work was not completed substantially in accordance with the TI Construction Drawings (subject to Minor Variations and such other changes as are permitted hereunder) (collectively, a “Construction Defect”). Tenant shall have one year after Substantial Completion within which to notify Landlord of any such Construction Defect discovered by Tenant, and Landlord shall use reasonable efforts to remedy or cause the responsible contractor to remedy any such Construction Defect within 30 days thereafter. Notwithstanding the foregoing, Landlord shall not be in default under the Lease if the applicable contractor, despite Landlord’s reasonable efforts, fails to remedy such Construction Defect within such 30-day period, in which case Landlord shall have no further obligation with respect to such Construction Defect other than to cooperate, at no cost to Landlord, with Tenant should Tenant elect to pursue a claim against such contractor. Tenant shall be entitled to receive the benefit of all construction warranties and manufacturer’s equipment warranties relating to equipment installed in the Premises. If requested by Tenant, Landlord shall attempt to obtain extended warranties from manufacturers and suppliers of such equipment, but the cost of any such extended warranties shall be borne solely out of the TI Fund. Landlord shall promptly undertake and complete, or cause to be completed, all punch list items.

Delivery of the Premises. When Landlord’s Work is Substantially Complete, subject to the remaining terms and provisions of this Section 3(e), Tenant shall accept the Premises. Tenant’s taking possession and acceptance of the Premises shall not constitute a waiver of: (i) any warranty with respect to workmanship (including installation of equipment) or material (exclusive of equipment provided directly by manufacturers), (ii) any non-compliance of Landlord’s Work with applicable Legal Requirements, or (iii) any claim that Landlord’s Work was not completed substantially in accordance with the TI Construction Drawings (subject to Minor Variations and such other changes as are permitted hereunder) (collectively, a “Construction Defect”). Tenant shall have one year after Substantial Completion within which to notify Landlord of any such Construction Defect discovered by Tenant, and Landlord shall use reasonable efforts to remedy or cause the responsible contractor to remedy any such Construction Defect within 30 days thereafter. Notwithstanding the foregoing; provided, however, that Landlord shall not be in default under the Lease if the applicable contractor, despite Landlord’s reasonable efforts, fails to remedy such Construction Defect within such 30-day period, in which case Landlord shall have no further obligation with respect continue to use reasonable efforts to remedy or cause such contractor to remedy such Construction Defect other than to cooperate, at no cost to Landlord, with Tenant should Tenant elect to pursue a claim against such contractorDefect. Tenant shall be entitled to receive the benefit of all construction warranties and manufacturer’s equipment warranties relating to equipment installed in the Premises. If requested by Tenant, Landlord shall attempt to obtain extended warranties from manufacturers and suppliers of such equipment, but the cost of any such extended warranties shall be borne solely out of the TI Fund. Landlord shall promptly undertake and complete, or cause to be completed, all punch list items.

Delivery of the Premises. When Landlord’s Work is Substantially Complete, subject to the remaining terms and provisions of this Section 3(e), Tenant shall accept the Premises. Tenant’s taking possession and acceptance of the Premises shall not constitute a waiver of: (i) any warranty with respect to workmanship (including installation of equipment) or material (exclusive of equipment provided directly by manufacturers), (ii) any non-compliance of Landlord’s Work with applicable Legal Requirements, or (iii) any claim that Landlord’s Work was not completed substantially in accordance with the TI Tl Construction Drawings (subject to Minor Variations Variations, normal “punch list” items and such other changes as are permitted hereunder) (collectively, a “Construction Defect”). Tenant shall have one year after Substantial Completion within which to notify Landlord of any such Construction Defect discovered by Tenant, and Landlord shall use reasonable efforts to remedy or cause the responsible contractor to remedy any such Construction Defect within 30 days thereafter. Notwithstanding the foregoing, Landlord shall not be in default under the Lease if the applicable contractor, despite Landlord’s commercially reasonable efforts, fails to remedy such Construction Defect within such 30-day period, in which case Landlord shall have no further obligation with respect continue to use reasonable efforts to repair such Construction Defect other than to and Landlord shall cooperate, at no cost to Landlord, with Tenant should Tenant elect to pursue a claim against such contractor, provided that Tenant shall defend with counsel reasonably acceptable to Landlord, indemnify and hold Landlord harmless from and against any claims arising out of or in connection with any such claim. Tenant shall be entitled to receive the benefit of all construction warranties and manufacturer’s equipment warranties relating to equipment installed in the Premises. If requested by Tenant, Landlord shall attempt to obtain extended warranties from manufacturers and suppliers of such equipment, but the cost of any such extended warranties shall be borne solely out of the TI Fundby Tenant. Landlord shall promptly undertake and complete, or cause to be completed, all punch list items.

Delivery of the Premises. When Landlord’s Work is Substantially Complete, subject to the remaining terms and provisions of this Section 3(e), Tenant shall accept the Premises. Tenant’s taking possession and acceptance of the Premises shall not constitute a waiver of: (i) any warranty with respect to workmanship (including installation of equipment) or material (exclusive of equipment provided directly by manufacturers), (ii) any non-compliance of Landlord’s Work with applicable Legal Requirements, or (iii) any claim that Landlord’s Work was the Tenant Improvements were not completed substantially in accordance with the TI Construction Drawings (subject to Minor Variations and such other changes as are permitted hereunder), or (iv) any claim that the Base Building Improvements were not completed substantially in accordance with the Base Building Specifications (collectivelysubject to Minor Variations and such other changes as are permitted hereunder)(collectively, a “Construction Defect”). Tenant shall have one year after Substantial Completion within which to notify Landlord of any such Construction Defect discovered by Tenant, and Landlord shall use reasonable efforts to remedy or cause the responsible contractor to remedy any such Construction Defect within 30 days thereafter. Notwithstanding the foregoing, Landlord shall not be in default under the Lease if the applicable contractor, despite Landlord’s reasonable efforts, fails to remedy such Construction Defect within such 30-day period, in which case Landlord shall have no further obligation with respect . If the contractor fails to remedy such Construction Defect other than within a reasonable time, Landlord shall use reasonable efforts to cooperate, at no cost to Landlord, with Tenant should Tenant elect to pursue remedy the Construction Defect within a claim against such contractorreasonable period. Tenant shall be entitled to receive the benefit of all construction warranties and manufacturer’s equipment warranties relating to equipment installed in the Premises. If requested by Tenant, Landlord shall attempt to obtain extended warranties from manufacturers and suppliers of such equipment, but the cost of any such extended warranties shall be borne solely out of the TI Fund. Landlord shall promptly undertake and complete, or cause to be completed, all punch list items.

Delivery of the Premises. When Landlord’s Work in Suite 1 and Suites 2-4, respectively, is Substantially Complete, subject to the remaining terms and provisions of this Section 3(e), Tenant shall accept such applicable portion of the Premises. Tenant’s taking possession and acceptance of the Premises Suite 1 and Suites 2-4, respectively, shall not constitute a waiver of: (i) any warranty with respect to workmanship (including installation of equipment) or material (exclusive of equipment provided directly by manufacturers), (ii) any non-compliance of Landlord’s Work the Tenant Improvements with applicable Legal Requirements, or (iii) any claim that Landlord’s Work was the Tenant Improvements were not completed substantially in accordance with the TI Construction Drawings (subject to Minor Variations and such other changes as are permitted hereunder) (collectively, a “Construction Defect”). Tenant shall have one year after Substantial Completion within which to notify Landlord of any such Construction Defect discovered by Tenant, and Landlord shall use 739800997.11739800997.11 reasonable efforts to remedy or cause the responsible contractor to remedy any such Construction Defect within 30 days thereafter. Notwithstanding the foregoing, Landlord shall not be in default under the Lease if the applicable contractor, despite Landlord’s reasonable efforts, fails to remedy such Construction Defect within such 30-day period, in which case Landlord shall have no further obligation with respect . If the contractor fails to remedy such Construction Defect other than to cooperatewithin a reasonable time, Landlord shall, at no cost to LandlordTenant, with Tenant should Tenant elect use its reasonable efforts to pursue remedy the Construction Defect within a claim against such contractorreasonable period. Tenant shall be entitled to receive the benefit of all construction warranties and manufacturer’s equipment warranties relating to equipment installed in the PremisesPremises as part of the Tenant Improvements. If requested by Tenant, Landlord shall attempt to obtain extended warranties from manufacturers and suppliers of such equipment, but the cost of any such extended warranties shall be borne solely out of the TI Fundby Tenant. Landlord shall promptly undertake and complete, or cause to be completed, all punch list items.

Delivery of the Premises. When Landlord’s Work is Substantially Complete, subject to the remaining terms and provisions of this Section 3(e), Tenant shall accept the Premises. Tenant’s taking possession and acceptance of the Premises shall not constitute a waiver of: (i) any warranty with respect to workmanship (including installation of equipment) or material (exclusive of equipment provided directly by manufacturers), (ii) any non-compliance of Landlord’s Work with applicable Legal Requirements, or (iii) any claim that Landlord’s Work was not completed substantially in accordance with the TI Construction Drawings (subject to Minor Variations and such other changes as are permitted hereunder) (collectively, a “Construction Defect”). Tenant shall have one year after Substantial Completion within which to notify Landlord of any such Construction Defect discovered by Tenant, and Landlord shall use reasonable efforts to remedy or cause the responsible contractor to remedy any such Construction Defect within 30 days thereafter. Notwithstanding the foregoing, Landlord shall not be in default under the Lease if the applicable contractor, despite Landlord’s reasonable efforts, fails to remedy such Construction Defect within such 30-day period, in which case Landlord shall have no further obligation with respect to such Construction Defect other than to cooperate, at no cost to Landlord, with Tenant should Tenant elect to pursue a claim against such contractor. Tenant shall be entitled to receive the benefit of all construction warranties and manufacturer’s equipment warranties relating to equipment installed in the Premises. If requested by Tenant, Landlord shall attempt to obtain extended warranties from manufacturers and suppliers of such equipment, but the cost of any such extended warranties shall be borne solely out of the TI Fundby Tenant. Landlord shall promptly undertake and complete, or cause to be completed, all punch list items. Landlord shall endeavor to complete, or cause to be completed, all punch list items within 30 days after Substantial Completion.

Delivery of the Premises. When Landlord’s Work is Substantially Complete, subject to the remaining terms and provisions of this Section 3(e), Tenant shall accept the Premises. Tenant’s taking possession and acceptance of the Premises Premises, respectively, shall not constitute a waiver of: (i) any warranty with respect to workmanship (including installation of equipment) or material (exclusive of equipment provided directly by manufacturers), with respect to the Premises, (ii) any non-compliance of Landlord’s Work in the Premises with applicable Legal Requirements, with respect to the Premises, or (iii) any claim that Landlord’s Work was not completed substantially in accordance with the TI Construction Drawings (subject to Minor Variations and such other changes as are permitted hereunder) (collectively, a “Construction Defect”). Tenant shall have one year after Substantial Completion within which to notify Landlord of any such Construction Defect discovered by TenantTenant in the Premises, and Landlord shall use reasonable efforts to remedy or cause the responsible contractor to remedy any such Construction Defect within 30 days thereafter. Notwithstanding the foregoing, Landlord shall not be in default under the Lease if the applicable contractor, despite Landlord’s reasonable efforts, fails to remedy such Construction Defect within such 30-day period, in which case Landlord shall have no further obligation with respect . If contractor fails to remedy such Construction Defect other than within a reasonable period, Landlord shall use its reasonable efforts to cooperate, at no cost to Landlord, with Tenant should Tenant elect to pursue remedy the Construction Defect within a claim against such contractorreasonable period. Tenant shall be entitled to receive the benefit of all construction warranties and manufacturer’s equipment warranties relating to equipment installed in the Premises. If requested by Tenant, Landlord shall attempt to obtain extended warranties from manufacturers and suppliers of such equipment, but the cost of any such extended warranties shall be borne solely out of the by Tenant as Excess TI FundCosts. Landlord shall promptly undertake and complete, or cause to be completed, all punch list items.

Delivery of the Premises. When Landlord’s 's Work is Substantially Complete, subject to the remaining terms and provisions of this Section 3(e), Tenant shall accept the Premises. Tenant’s 's taking possession and acceptance of the Premises shall not constitute a waiver of: (i) any warranty with respect to workmanship (including installation of equipment) or material (exclusive of equipment provided directly by manufacturers), (ii) any non-compliance of Landlord’s 's Work with applicable Legal Requirements, or (iii) any claim that Landlord’s 's Work was not completed substantially in accordance with the TI Construction Drawings (subject to Minor Variations and such other changes as are permitted hereunder) (collectively, a “Construction Defect”"CONSTRUCTION DEFECT"). Tenant shall have one 1 year after Substantial Completion within which to notify Landlord of any such Construction Defect discovered by Tenant, and Landlord shall use reasonable efforts to remedy or cause the responsible contractor to remedy any such Construction Defect within 30 days thereafter. Notwithstanding the foregoing, Landlord shall not be in default under the Lease if if: (i) with respect to the Tenant Improvements, the applicable contractor, despite Landlord’s 's reasonable efforts, fails to remedy such Construction Defect within such 30-day period, in which case Landlord shall have no further obligation with respect to such Construction Defect other than to cooperate, at no cost to Landlord, with Tenant should Tenant elect to pursue a claim against such contractor or the TI Architect, provided that Tenant indemnifies and holds Landlord harmless from and against any liability, loss, cost damage or expense in connection with any such claim, and Landlord shall assign to Tenant 41 Major Construction - 500 Arsenal Street/Acusphere, Inc. - Page 4 Landlord Build as reasonably necessary all rights Landlord may have against such architect or contractor relating to a Construction Defect, or, if any such rights are not assignable, permit Tenant to bring suit in Landlord's name to enforce any claim or to seek any damages relating to a Construction Defect, provided that Tenant indemnifies and holds Landlord harmless from and against any liability, loss, cost, damage or expense in connection with any such claim, or (ii) with respect to Landlord's Improvements, the applicable contractor, despite Landlord's reasonable efforts, fails to remedy such Construction Defect within such 30-day period, but Landlord, within 30 days thereafter, commences and diligently and continuously prosecutes such remedial action to completion. Tenant shall be entitled to receive the benefit of all construction warranties and manufacturer’s 's equipment warranties relating to equipment installed in the Premises. If requested by Tenant, Landlord shall attempt to obtain extended warranties from manufacturers and suppliers of such equipment, but the cost of any such extended warranties shall be borne solely out of the TI Fund. Landlord shall diligently pursue any claims arising out of latent defects in the Project. Landlord shall promptly undertake and complete, or cause to be completed, all punch list items.

Delivery of the Premises. When Landlord’s Work is the Tenant Improvements are Substantially Complete, Landlord shall so notify Tenant in writing and Tenant shall accept the Premises, subject to the remaining terms and provisions of this Section 3(e3(d). Within 3 business days of such notification and the delivery by Landlord to Tenant of the items required under Section 3(c) hereunder, Tenant Landlord, Tenant, the TI Architect, and the TI Construction Manager shall accept conduct a walk-through of the PremisesPremises to prepare a list of punchlist items as described in Section 3(c) above, which punchlist shall be signed by Landlord, the TI Construction Manager and Tenant. Landlord shall promptly undertake and complete, or cause to be completed, all punch list items within 30 days following the punchlist walk-through (plus such additional time as may be reasonably necessary to procure materials or components necessary to complete such punch list items). Tenant’s 's taking possession and acceptance of the Premises shall not constitute a waiver of: (i) any warranty with respect to workmanship (including installation of equipment) or material (exclusive of equipment provided directly by manufacturers), (ii) any non-compliance of Landlord’s Work the Tenant Improvements with applicable Legal Requirementslaw, or (iii) any claim that Landlord’s Work was the Tenant Improvements were not completed substantially in accordance with the TI Construction Permit Drawings (subject to Minor Variations and such other changes as are permitted hereunder) (collectively, a “Construction Defect”"CONSTRUCTION DEFECT"). Tenant shall have one 1 year after Substantial Completion within which to notify Landlord of any such Construction Defect discovered by Tenant, and Landlord shall use reasonable efforts to remedy or cause the responsible contractor to remedy any such Construction Defect within 30 days thereafter. Notwithstanding the foregoing, Landlord shall not be in default under the Lease if if: the applicable contractor, despite Landlord’s 's reasonable efforts, fails to remedy such Construction Defect within such 30-day period, in which case Landlord shall have no further obligation with respect to such Construction Defect other than to cooperate, at no cost to but Landlord, with Tenant should Tenant elect within 30 days thereafter, commences and diligently and continuously prosecutes such remedial action to pursue a claim against such contractorcompletion. Tenant shall be entitled to receive the benefit of all construction warranties and manufacturer’s 's equipment warranties relating to equipment installed in the Premises. If requested by Tenant, Landlord shall attempt to obtain extended warranties from manufacturers and suppliers of such equipment, but the cost of diligently pursue any such extended warranties shall be borne solely claims arising out of latent defects in the TI Fund. Landlord shall promptly undertake and complete, or cause to be completed, all punch list itemsProject.

Delivery of the Premises. When Landlord’s Work is Substantially Complete, subject to the remaining terms and provisions of this Section 3(e), . Tenant shall accept the Premises. Tenant’s taking possession and acceptance of the Premises shall not constitute a waiver of: (i) any warranty with respect to workmanship (including installation of equipment) or material (exclusive of equipment provided directly by manufacturers), (ii) any non-compliance of Landlord’s Work with applicable Legal Requirements, or (iii) any claim that Landlord’s Work was not completed substantially in accordance with the TI Tl Construction Drawings (subject to Minor Variations and such other changes as are permitted hereunder) (collectively, a “Construction Defect”). Tenant shall have one year after Substantial Completion within which to notify Landlord of any such Construction Defect discovered by TenantTxxxxx, and Landlord shall use reasonable efforts to remedy or cause the responsible contractor to remedy any such Construction Defect within 30 days thereafter. Notwithstanding the foregoing, Landlord shall not be in default under the Lease if the applicable contractor, despite Landlord’s reasonable efforts, fails to remedy such Construction Defect within such 30-day period, in which case Landlord shall have no further obligation with respect to such Construction Defect other than to cooperate, at no cost to Landlord, with Tenant should Tenant elect to pursue a claim against such contractor. Tenant shall be entitled to receive the benefit of all construction warranties and manufacturer’s equipment warranties relating to equipment installed in the Premises. If requested by Tenant, Landlord shall attempt to obtain extended warranties from manufacturers and suppliers of such equipment, but the cost of any such extended warranties shall be borne solely out of the TI Fund. Landlord shall promptly undertake and complete, or cause to be completed, all punch list items.

Delivery of the Premises. When Landlord’s Work is the Tenant Improvements are Substantially Complete, subject to the remaining terms and provisions of this Section 3(e), Tenant shall accept the Premises. Tenant’s taking possession and acceptance of the Premises shall not constitute a waiver of: (i) any warranty with respect to workmanship (including installation of equipment) or material (exclusive of equipment provided directly by manufacturers), (ii) any non-compliance of Landlord’s Work the Tenant Improvements with applicable Legal Requirements, or (iii) any claim that Landlord’s Work was the Tenant Improvements were not completed substantially in accordance with the TI Construction Drawings (subject to Minor Variations and such other changes as are permitted hereunder) (collectively, a “Construction Defect”). Tenant shall have one year after Substantial Completion within which to notify Landlord of any such Construction Defect discovered by Tenant, and Landlord shall use reasonable efforts to remedy or cause the responsible contractor to remedy any such Construction Defect within 30 days thereafter. Notwithstanding the foregoing; provided, however, that Landlord shall not be in default under the Lease if the applicable contractor, despite Landlord’s reasonable efforts, fails to remedy such Construction Defect within such 30-day period, in which case Landlord shall have no further obligation with respect continue to use reasonable efforts to cause such contractor to remedy such Construction Defect other than to cooperate, at no cost to Landlord, with Tenant should Tenant elect to pursue a claim against such contractor. Tenant shall be entitled to receive the benefit of all construction warranties and manufacturer’s equipment warranties relating to equipment installed in the Premises. If requested by Tenant, Landlord shall attempt to obtain extended warranties from manufacturers and suppliers of such equipment, but the cost of any such extended warranties shall be borne solely out of the TI Fund. Landlord shall promptly undertake and complete, or cause to be completed, all punch list itemsDefect.

Delivery of the Premises. When Landlord’s Work is Substantially Complete, subject to the remaining terms and provisions of this Section 3(e), Tenant shall accept the Premises. Tenant’s taking possession and acceptance of the Premises shall not constitute a waiver of: (i) any warranty with respect to workmanship (including installation of equipment) or material (exclusive of equipment provided directly by manufacturers), (ii) any non-compliance of Landlord’s Work with applicable Legal Requirements, or (iii) any claim that Landlord’s Work was not completed substantially in accordance with the TI Construction Drawings (subject to Minor Variations and such other changes as are permitted hereunder) (collectively, a “Construction Defect”). Tenant shall have one year after Substantial Completion within which to notify Landlord of any such Construction Defect discovered by Tenant, and Landlord shall use reasonable efforts to remedy or cause the responsible contractor to remedy any such Construction Defect within 30 days thereafter. Notwithstanding the foregoing, Landlord shall not be in default under the Lease if the applicable contractor, despite Landlord’s reasonable efforts, fails to remedy such Construction Defect within such 30-day period, in which case Landlord shall have no further obligation with respect . If the contractor fails to remedy such Construction Defect other than within a reasonable time, Landlord shall use reasonable efforts to cooperate, at no cost to Landlord, with Tenant should Tenant elect to pursue remedy the Construction Defect within a claim against such contractorreasonable period. Tenant shall be entitled to receive the benefit of all construction warranties and manufacturer’s equipment warranties relating to equipment installed in the Premises. If requested by Tenant, Landlord shall attempt to obtain extended warranties from manufacturers and suppliers of such equipment, but the cost of any such extended warranties shall be borne solely out of the TI Fund. Landlord shall promptly undertake and complete, or cause to be completed, all punch list items.manufacturers

Delivery of the Premises. When Landlord’s 's Work is Substantially Complete, subject to the remaining terms and provisions of this Section 3(e)) and the express terms and provisions of the Lease, Tenant shall accept the Premises. At such time, Landlord and Tenant shall conduct a joint walk-through of the Premises to identify normal "punch list" items that do not unreasonably interfere with the lawful use of the Premises. Tenant’s 's taking possession and acceptance of the Premises shall not constitute a waiver of: (i) any warranty with respect to workmanship (including installation of equipment) or material (exclusive of equipment provided directly by manufacturers), (ii) any non-compliance of Landlord’s 's Work with applicable Legal Requirements, or (iii) any claim that Landlord’s 's Work was not completed substantially in accordance with the TI Construction Drawings (subject to Minor Variations and such other changes as are permitted hereunder) (collectively, a “"Construction Defect”"), or (iv) any rights of Tenant expressly set forth in the Lease or this Work Letter. Tenant shall have one year after Substantial Completion within which to notify Landlord of any such Construction Defect discovered by Tenant, and Landlord shall use reasonable efforts to remedy or cause the responsible contractor to remedy any such Construction Defect within 30 days thereafter. Notwithstanding the foregoing, Landlord shall not thereafter or such longer period of time (up to a year) as may be in default under the Lease if the applicable contractor, despite Landlord’s reasonable efforts, fails to remedy such Construction Defect within such 30-day period, in which case reasonably required; Landlord shall have no further obligation with respect to such liability or responsibility for any Construction Defect other than to cooperate, at no cost to Landlord, unless Tenant gives Landlord notice thereof with Tenant should Tenant elect to pursue a claim against such contractorone year period after Substantial Completion. Tenant shall be entitled to receive the benefit of all construction warranties and manufacturer’s 's equipment warranties relating to equipment installed in or exclusively serving the Premises, and Landlord shall use commercially reasonably efforts to enforce the construction warranties as set forth above, and at Tenant’s request, shall reasonably cooperate with Tenant in the enforcement thereof at no additional costs or expenses to Landlord. If requested by Tenant, Landlord shall attempt to obtain extended warranties from manufacturers and suppliers of such equipment, but the cost of any such extended warranties shall be borne solely out of the TI Fund. Landlord shall promptly undertake and complete, or use commercially reasonable efforts to cause to be completed, all punch list itemsitems to be completed within 30 days of Tenant’s acceptance of the Premises (unless such performance will, due to the nature of the punch list item, require a period of time in excess of 30 days, then within such period of time as is reasonably necessary to complete such item).

Delivery of the Premises. When Landlord’s Work is Substantially Complete, subject to the remaining terms and provisions of this Section 3(e), Tenant shall accept the Premises. Tenant’s taking possession and acceptance of the Premises Premises, respectively, shall not constitute a waiver of: (i) any warranty with respect to workmanship (including installation of equipment) or material (exclusive of equipment provided directly by manufacturers), with respect to the Premises, (ii) any non-compliance of Landlord’s Work in the Premises with applicable Legal Requirements, with respect to the Premises, or (iii) any claim that Landlord’s Work was not completed substantially in accordance with the TI Construction Drawings (subject to Minor Variations and such other changes as are permitted hereunder) (collectively, a “Construction Defect”). Tenant shall have one year after Substantial Completion within which to notify Landlord of any such Construction Defect discovered by TenantTenant in the Premises, and Landlord shall use reasonable efforts to remedy or cause the responsible contractor to remedy any such Construction Defect within 30 days thereafter. Notwithstanding the foregoing, Landlord shall not be in default under the Lease if the applicable contractor, despite Landlord’s reasonable efforts, fails to remedy such Construction Defect within such 30-day period, in which case Landlord shall have no further obligation with respect . If contractor fails to remedy such Construction Defect other than within a reasonable period, Landlord shall use its reasonable efforts to cooperate, at no cost to Landlord, with Tenant should Tenant elect to pursue remedy the Construction Defect within a claim against such contractorreasonable period. Tenant shall be entitled to receive the benefit of all construction warranties and manufacturer’s equipment warranties relating to equipment installed in the Premises. If requested by Tenant, Landlord shall attempt to obtain extended warranties from manufacturers and suppliers of such equipment, but the cost of any such extended warranties shall be borne solely out of the TI Fund. Landlord shall promptly undertake and complete, or cause to be completed, all punch list items.

Delivery of the Premises. When Landlord’s Work is Substantially Complete, subject to the remaining terms and provisions of this Section 3(e), Tenant shall accept the Premises. Tenant’s taking possession and acceptance of the Premises shall not constitute a waiver of: (i) any warranty with respect to workmanship (including installation of equipment) or material (exclusive of equipment provided directly by manufacturers), (ii) any non-compliance of Landlord’s Work with applicable Legal Requirements, or (iii) any claim that Landlord’s Work was not completed substantially in accordance with the TI Tl Construction Drawings (subject to Minor Variations and such other changes as are permitted hereunder) (collectively, a “Construction Defect”). Tenant shall have one year after Substantial Completion within which to notify Landlord of any such Construction Defect discovered by Tenant, and Landlord shall use reasonable efforts to remedy or cause the responsible contractor to remedy any such Construction Defect within 30 days thereafter. Notwithstanding the foregoing, Landlord shall not be in default under the Lease if the applicable contractor, despite Landlord’s reasonable efforts, fails to remedy such Construction Defect within such 30-day period, in which case Landlord shall have no further obligation with respect to such Construction Defect other than to cooperate, at no cost to Landlord, with Tenant should Tenant elect to pursue a claim against such contractor, provided that Tenant shall defend with counsel reasonably acceptable to Landlord, indemnify and hold Landlord harmless from and against any claims arising out of or in connection with any such claim. Tenant shall be entitled to receive the benefit of all construction warranties and manufacturer’s equipment warranties relating to equipment installed in the Premises. If requested by Tenant, Landlord shall attempt to obtain extended warranties from manufacturers and suppliers of such equipment, but the cost of any such extended warranties shall be borne solely out of the TI Tl Fund. Landlord shall promptly undertake and complete, or cause to be completed, all punch list items.

Delivery of the Premises. When Landlord’s Work is Substantially Complete, subject to the remaining terms and provisions of this Section 3(e3(d), Tenant shall accept the Premises, subject to Landlord’s obligation to complete the punch list items. Tenant’s taking possession and acceptance of the Premises shall not constitute a waiver of: (i) any warranty with respect to workmanship (including installation of equipment) or material (exclusive of equipment provided directly by manufacturers), (ii) any non-compliance of Landlord’s Work with applicable Legal Requirements, or (iii) any claim that Landlord’s Work was not completed substantially in accordance with the TI Construction Drawings (subject to Minor Variations and such other changes as are permitted hereunder) (collectively, a “Construction Defect”). Tenant shall have one year after Substantial Completion within which to notify Landlord of any such Construction Defect discovered by Tenant, and Landlord shall use reasonable efforts to remedy or cause the responsible contractor to remedy any such Construction Defect within 30 days thereafter. Notwithstanding the foregoing, Landlord shall not be in default under the Lease if the applicable contractor, despite Landlord’s reasonable efforts, fails to remedy such Construction Defect within such 30-day period, in which case Landlord shall have no further obligation with respect to such Construction Defect other than to cooperate, at no cost to Landlord, with Tenant should Tenant elect to pursue a claim against such contractorafter receipt of written notice from Tenant. Tenant shall be entitled to receive the benefit of all construction warranties and manufacturer’s equipment warranties relating to equipment installed in the PremisesPremises and Landlord shall cooperate with Tenant in the enforcement of any such warranties. If requested by Tenant, Landlord shall attempt to obtain extended warranties from manufacturers and suppliers of such equipment, but the cost of any such extended warranties shall be borne solely out of the TI Fund. Landlord shall promptly undertake and complete, or cause to be completed, all punch list itemsitems in good and workmanlike manner in compliance with applicable Legal Requirements promptly after the Commencement Date.

Delivery of the Premises. When Landlord’s Work is Substantially Complete, subject to the remaining terms and provisions of this Section 3(e), . Tenant shall accept the Premises. , Tenant’s taking possession and acceptance of the Premises shall not constitute a waiver of: (i) any warranty with respect to workmanship (including installation Installation of equipment) or material (exclusive of equipment provided directly by manufacturers), (ii) any non-compliance of Landlord’s Work with applicable Legal Requirements, or (iii) any claim that Landlord’s Work was not completed substantially in accordance with the TI Tl Construction Drawings (subject to Minor Variations and such other changes as are permitted hereunder) (collectively, a “Construction Defect”’). Tenant shall have one year after Substantial Completion within which to notify Landlord of any such Construction Defect discovered by Tenant, and Landlord shall use reasonable efforts to remedy or cause the responsible contractor to remedy any such Construction Defect within 30 days thereafter. Notwithstanding the foregoing, Landlord shall not be in default under the Lease if the applicable contractor, despite Landlord’s reasonable efforts, fails to remedy such Construction Defect within such 30-day period, in which case Landlord shall have no further obligation with respect to such Construction Defect other than to cooperate, at no cost to Landlord, with Tenant should Tenant elect to pursue a claim against such contractor, provided that Tenant shall defend with counsel reasonably acceptable to Landlord, indemnify and hold Landlord harmless from and against any claims arising out of or in connection with any such claim. Tenant shall be entitled to receive the benefit of all construction warranties and manufacturer’s equipment warranties relating to equipment installed in the Premises. If requested by Tenant, Landlord shall attempt to obtain extended warranties from manufacturers and suppliers of such equipment, but the cost of any such extended warranties shall be borne solely out of the TI Fundby Tenant. Landlord shall promptly undertake and complete, or cause to be completed, all punch list items.