Common use of Developer’s Services Clause in Contracts

Developer’s Services. Without limiting any other term of this Agreement, Developer shall, and shall have the right to: (a) Keep Owner and Construction Consultant advised generally as to developments affecting the Property and the Project and respond, coordinate and cooperate with all reasonable requests by Owner or Construction Consultant inquiring as to the status of the progress of the Project for the purpose of enabling Owner or Construction Consultant to monitor Developer’s progress; (b) Allow Construction Consultant to attend monthly Project meetings, provide Construction Consultant reasonable advance notice of each such meeting, and furnish Construction Consultant with minutes, notes and reports reasonably requested by Construction Consultant to document administration of the Project; (c) Obtain and maintain (or cause to be obtained and maintained) in full force and effect all necessary authorizations, agreements, permits, licenses (including, without limitation, surety bonds) and similar documents with the appropriate governmental authorities and utility companies pertaining to the Project and necessary for Completion of the Project by the Completion Date and full use and occupancy of the Project; (d) Supervise the performance of all contracts with and coordinate the activities of all designated Project consultants; (e) Organize and administer Owner’s insurance program during development and construction of the Project; (f) Perform such other related business and development functions pertaining to the development of the Project as agreed between Owner and the Developer; (g) Supervise the design and construction of the Project, including all buildings constructed as a part of the Project and all off-site improvements and on-site common area improvements, such as site preparation and grading, above-ground and underground utility systems, parking lots, surface improvements, lighting, roads, and landscaping, in each case strictly in accordance with the Plans and Specifications; (h) Maintain a review function over the Architect and General Contractor with respect to: (i) Approval of shop drawings and equipment manuals; (ii) Revisions to working drawings and specifications required by reason of: (1) design omission or error; (2) field conditions; (3) governmental review; or (4) changes requested by Owner; (iii) Periodic technical inspections; and (iv) Construction inspection; (i) Make final inspections of the Project with the Architect and General Contractor and prepare or cause to be prepared and issue an exception report and process all exception report items, warranties, guarantees, bonds and other matters required with respect thereto and procure all necessary operating and occupancy certificates and permits for the use of the Project; (j) Within thirty (30) days following Completion, Developer shall deliver to Owner and Construction Consultant a complete set of as-built drawings or a complete set of annotated Plans and Specifications prepared by the Architect, General Contractor or any subcontractor, as applicable, and showing all of the Improvements as actually constructed by General Contractor; provided, however, that Developer’s delivery of the as-built drawings or annotated Plans and Specifications shall not imply any representation or warranty on the part of Developer with respect thereto. Such as-built drawings shall be in form reasonably satisfactory to Owner, and Developer shall cause any corrections requested by Owner or Construction Consultant to be made in such as-built drawings; (k) Perform the following services: Distribute (or cause to be distributed by the appropriate party) weekly to Owner, minutes of weekly project meetings, if any and monthly to Owner, as such documents are available: (i) copies of all current construction schedules, (ii) a variance report, (iii) construction status reports, (iv) current Project Budget with pending change orders and notations for any cost savings, (v) all field reports of the Architect and Engineer, (vi) all summaries of material test reports, (vii) all other threshold inspection reports and an open items report, (viii) a narrative description of leasing status, development and construction issues and a variance explanation, (ix) following Completion, a balance sheet, operating statement and cash flow statement, each certified by the Developer as true and correct in all material respects, (x) all Construction Loan disbursement requests and related certificates, releases and lien waivers from the previous Construction Loan application and approvals of payment by Construction Lender, and (xi) copies of all other material documents and written communications between Developer and Construction Lender; (l) Deliver or cause to be delivered to Owner a copy of each interim progress report, each in substantially the form as is attached hereto as Exhibit D, not less frequently than monthly prior to Completion and otherwise make available to Owner and its representatives, employees, officers and agents the books and records of Owner possessed by Developer or within Developer’s control. Owner shall have the right to audit, examine and make copies of or extracts from the books of account and records of Developer and Owner (but nothing herein shall require a Member to pay for the preparation of audited financial statements required by Section 7.1 of the Joint Venture Agreement). The costs of any such audit included within the Project Budget shall be an Allowable Development Cost. The costs of any such audit in excess of the expenses included in the Project Budget shall be paid by Owner. Such books of account and all records of Owner possessed by Developer or within Developer’s control shall remain the property of Owner; (m) Complete all Punchlist Items within 60 days following Completion to the reasonable satisfaction of Owner and otherwise in accordance with the terms of this Agreement; (n) Deliver to Owner upon Completion an as-built survey of the Project prepared by a registered land surveyor in the state where the Property is located and in form and substance reasonably satisfactory to Owner; (o) Perform such other services as are usual and customary to assist Owner in the development, construction and operation of the Project; and (p) At all times during construction of the Project, Developer, when insurable risk exists, shall procure or cause to be procured for the benefit of Owner in accordance with the Project Budget:

Developer’s Services. Without limiting any other term of this Agreement, Developer shall, and shall have the right to: (a) Keep Owner and Construction Consultant advised generally as to developments affecting the Property and the Project and respond, coordinate and cooperate with all reasonable requests by Owner or Construction Consultant inquiring as to the status of the progress of the Project for the purpose of enabling Owner or Construction Consultant to monitor Developer’s progress; (b) Allow Construction Consultant to attend monthly Project meetings, provide Construction Consultant reasonable advance notice of each such meeting, and furnish Construction Consultant with minutes, notes and reports reasonably requested by Construction Consultant to document administration of the Project; (c) Obtain and maintain (or cause to be obtained and maintained) in full force and effect all necessary authorizations, agreements, permits, licenses (including, without limitation, surety bonds) and similar documents with the appropriate governmental authorities and utility companies pertaining to the Project and necessary for Completion of the Project by the Completion Date and full use and occupancy of the Project; (d) Supervise the performance of all contracts with and coordinate the activities of all designated Project consultants; (e) Organize and administer Owner’s insurance program during development and construction of the Project; (f) Perform such other related business and development functions pertaining to the development of the Project as agreed between Owner and the Developer; (g) Supervise the design and construction of the Project, including all buildings constructed as a part of the Project and all off-site improvements and on-site common area improvements, such as site preparation and grading, above-ground and underground utility systems, parking lots, surface improvements, lighting, roads, and landscaping, in each case strictly in accordance with the Plans and Specifications; (h) Maintain a review function over the Architect and General Contractor with respect to: (i) Approval of shop drawings and equipment manuals; (ii) Revisions to working drawings and specifications required by reason of: (1) design omission or error; (2) field conditions; (3) governmental review; or (4) changes requested by Owner; (iii) Periodic technical inspections; and (iv) Construction inspection; (i) Make final inspections of the Project with the Architect and General Contractor and prepare or cause to be prepared and issue an exception report and process all exception report items, warranties, guarantees, bonds and other matters required with respect thereto and procure all necessary operating and occupancy certificates and permits for the use of the Project; (j) Within thirty (30) days following Completion, Developer shall deliver to Owner and Construction Consultant a complete set of as-built drawings or a complete set of annotated Plans and Specifications prepared by the Architect, General Contractor or any subcontractor, as applicable, and showing all of the Improvements as actually constructed by General Contractor; provided, however, that Developer’s delivery of the as-built drawings or annotated Plans and Specifications shall not imply any representation or warranty on the part of Developer with respect thereto. Such as-built drawings shall be in form reasonably satisfactory to Owner, and Developer shall cause any corrections requested by Owner or Construction Consultant to be made in such as-built drawings; (k) Perform the following services: Distribute (or cause to be distributed by the appropriate partydistributed) weekly to Owner, minutes of weekly project meetings, if any and monthly to Owner, as such documents are available: (i) copies of all current construction schedules, (ii) a variance report, (iii) construction status reports, (iv) current Project Budget with pending change orders and notations for any cost savings, (v) all field reports of the Architect and Engineer, (vi) all summaries of material test reports, (vii) all other threshold inspection reports and an open items report, (viii) a narrative description of leasing status, development and construction issues and a variance explanation, (ix) following Completion, a balance sheet, operating statement and cash flow statement, each certified by the Developer as true and correct in all material respects, (x) all Construction Loan disbursement requests and related certificates, releases and lien waivers from the previous Construction Loan application and approvals of payment by Construction Lender, and (xi) copies of all other material documents and written communications between Developer and Construction Lender; (l) Deliver or cause to be delivered to Owner a copy of each interim progress report, each in substantially the form as is attached hereto as Exhibit D, not less frequently than monthly prior to Completion and otherwise make available to Owner and its representatives, employees, officers and agents the books and records of Owner possessed by Developer or within Developer’s control. Owner shall have the right to audit, examine and make copies of or extracts from the books of account and records of Developer and Owner (but nothing herein shall require a Member to pay for the preparation of audited financial statements required by Section 7.1 of the Joint Venture Agreement). The costs of any such audit included within the Project Budget shall be an Allowable Development Cost. The costs of any such audit in excess of the expenses included in the Project Budget shall be paid by Owner. Such books of account and all records of Owner possessed by Developer or within Developer’s control shall remain the property of Owner; (m) Complete all Punchlist Items within 60 days following Completion the time period provided in the definition of “Punchlist Items” to the reasonable satisfaction of Owner and otherwise in accordance with the terms of this Agreement; (n) Deliver to Owner upon Completion an as-built survey of the Project prepared by a registered land surveyor in the state where the Property is located and in form and substance reasonably satisfactory to Owner; (o) Perform such other services as are usual and customary to assist Owner in the development, construction and operation of the Project; and (p) At all times during construction of the Project, Developer, when insurable risk exists, Developer shall procure or cause to be procured for the benefit of Owner in accordance with the Project Budget: