Common use of Landlord's Works Clause in Contracts

Landlord's Works. 4.1 The Parties expressly agree that the Landlord shall execute at its own cost the construction work of the Offices of the Property, which shall form an integral part of the Property and shall be the property of the Landlord (the “Landlord’s Works”). 4.2 During the Landlord’s Works, the Landlord undertakes to: (a) Comply with the Technical Specifications attached as Annex 2; (b) Act professionally and in accordance with usual practice in the construction sector; (c) Proceed in accordance with the applicable regulations and the permits granted for the Landlord’s Works. 4.3 The Landlord shall make its best efforts to complete the Landlord’s Works within four (4) months from today's date (the “Landlord’s Works Completion Date”). Once the Landlord’s Works have been completed, the Landlord shall notify the Tenant without delay. If the Landlord's Works are delayed due to Force Majeure, the Landlord shall notify the Tenant of such circumstance, indicating the delay provided for on the Landlord's Works Completion Date. In the event of disagreement by the Tenant, each of the Parties shall be entitled to submit the discrepancy to the Independent Expert. The Landlord states that it has made its best efforts to take into account the COVID-19 pandemic and its known consequences as of the date of signature in the planning of the Landlord’s Works and in the estimation of the Landlord’s Works Completion Date. However, the Parties acknowledge and agree that it is not possible to fully anticipate the actual impact that the COVID-19 pandemic and that the measures to be taken to counter it will have in the process of executing the Landlord's Works. So, the Parties agree that despite being aware of the existence of the pandemic and the corresponding measures taken prior to the date of signing this Agreement, any event that results from COVID-19 infection and/or countermeasures that could not be fully predicted or anticipated prior to the signing of the Agreement (such as prolonged inactivity by competent authorities, work quarantines, etc.) will be considered a Force Majeure event: (a) for which Landlord shall not be liable; (b) for which all actions and claims for damages of the Tenant against the Landlord are hereby excluded; and (c) for which the Landlord's Works Completion Date will be extended for a reasonable period of time according to the period of time in which the execution of the Landlord's Works has been affected, without the Tenant being able to terminate or withdraw from the Agreement for this reason.

Landlord's Works. 4.1 The Parties expressly agree that the Landlord shall execute at its own cost apply for and use reasonable endeavours to obtain the construction work Requisite Consents in respect of the Offices of the Property, which shall form an integral part of the Property and shall be the property of the Landlord (the “Landlord’s Works”). 4.2 During the Landlord’s Works, . The Landlord shall enter into the Landlord undertakes to: (a) Comply with Building Contract once such of the Technical Specifications attached as Annex 2; (b) Act professionally and Requisite Consents in accordance with usual practice in the construction sector; (c) Proceed in accordance with the applicable regulations and the permits granted for respect of the Landlord’s WorksWorks have been obtained as enable the Landlord’s Works to commence. 4.2 The Landlord shall use reasonable endeavours to procure that the Practical Completion Date occurs by the Target Date which shall be extended commensurate with any extensions of time: 4.2.1 allowed by the Contract Administrator under the terms of the Building Contract; and/or 4.2.2 certified by the Contract Administrator as being fair and reasonable, having regard to the delay in question, where completion of the Landlord’s Works is delayed due to an event or cause that is beyond the Landlord’s reasonable control. 4.3 The Landlord shall make its best efforts use reasonable endeavours to complete procure that the Landlord’s Works within four (4) months from today's date (are carried out: 4.3.1 with due diligence and in a good and workmanlike manner; 4.3.2 using only good quality materials and well-maintained plant; 4.3.3 in accordance with this agreement, the “Landlord’s Works Completion Date”). Once Approved Documents, the Planning Permission and the Requisite Consents in respect of the Landlord’s Works have been completedWorks; 4.3.4 in accordance with the Grant Funding Body’s Agreement; 4.3.5 in accordance with all statutory or other legal requirements and the recommendations or requirements of the local authority or statutory undertakings; 4.3.6 in compliance with all relevant British Standards, codes of practices and good building practice; and 4.3.7 by selecting and using materials so as to avoid known hazards to the health and safety of any person and to ensure the long term integrity of the Property. 4.4 The Landlord shall not, (subject to clause 4.5), vary, alter, add to or remove anything from the Approved Documents without the Tenant’s consent (such consent not to be unreasonably withheld or delayed). 4.5 The Landlord may make minor variations to the Approved Documents without the Tenant’s consent provided that: 4.5.1 the variations are insubstantial and immaterial; 4.5.2 the variations are in accordance with the Planning Permission, the Landlord shall notify the Tenant without delay. If the Landlord's Works are delayed due to Force Majeure, the Landlord shall notify the Tenant of such circumstance, indicating the delay provided for on the Landlord's Works Completion Date. In the event of disagreement by the Tenant, each of the Parties shall be entitled to submit the discrepancy to the Independent Expert. The Landlord states that it has made its best efforts to take into account the COVID-19 pandemic and its known consequences as of the date of signature Requisite Consents in the planning respect of the Landlord’s Works and in any statutory requirements; 4.5.3 any substitute materials used are of an equal or better quality and suitability to those originally specified; 4.5.4 the estimation variations do not delay the completion of the Landlord’s Works Completion Date. However, Works; 4.5.5 the Parties acknowledge and agree that it is not possible to fully anticipate Landlord informs the actual impact that the COVID-19 pandemic and that the measures to be taken to counter it will have in the process of executing the Landlord's Works. So, the Parties agree that despite being aware Tenant of the existence of the pandemic and the corresponding measures taken prior to the date of signing this Agreement, any event that results from COVID-19 infection and/or countermeasures that could not be fully predicted or anticipated prior to the signing of the Agreement (such as prolonged inactivity by competent authorities, work quarantines, etc.) will be considered variations within a Force Majeure event: (a) for which Landlord shall not be liable; (b) for which all actions and claims for damages of the Tenant against the Landlord are hereby excludedreasonable time; and (c) for which 4.5.6 the Landlord's Works Completion Date will be extended for variations are required by any local or competent authority or statutory undertaking as a reasonable period condition of time according to the period grant or continuance of time any of the Requisite Consents in which the execution respect of the Landlord's Works has been affected, without the Tenant being able to terminate or withdraw from the Agreement for this reason’s Works.

Landlord's Works. 4.1 3.1 The Parties expressly agree that Tenant shall by the Landlord shall execute at its own cost the construction work of the Offices of the Property, which shall form an integral part of the Property Building Contractor carry out and shall be the property of the Landlord (the “Landlord’s Works”). 4.2 During complete the Landlord’s Works, the Landlord undertakes to: (a) Comply 3.1.1 in a good and workmanlike manner and with the Technical Specifications attached as Annex 2good and suitable materials; (b) Act professionally and in accordance with usual practice in the construction sector; (c) Proceed 3.1.2 in accordance with the applicable regulations Documents but with such variations as may be agreed in writing between the Landlord and the permits granted Tenant or as may in the opinion of the Project Manager and the Landlord’s Monitor be either immaterial or necessary to obtain or comply with any of the Necessary Consents PROVIDED THAT if any of the materials specified in the Documents shall not be procurable within a reasonable time or at a reasonable cost the Landlord shall be entitled to substitute such other materials of comparable quality as the Project Manager shall specify; and 3.1.3 in accordance with all applicable Necessary Consents. 3.1.4 Procuring that none of the Prohibited Materials are specified for use in or in connection with the Landlord’s Works. 4.3 The Landlord 3.2 Until the Date of Practical Completion, the Tenant shall make its best efforts to complete procure that the Landlord’s Works within four (4) months from today's date (are insured in accordance with the “Landlord’s Works Completion Date”). Once requirements of the Building Contract. 3.3 By prior arrangement with the Tenant, the Landlord’s Works have been completedMonitor and its professional advisers may enter the Premises, at their own risk, in order to inspect and view the state and progress of the Landlord’s Works, but in so doing, they shall comply with all relevant safety, security and insurance requirements and shall not impede or obstruct the progress of the Landlord’s Works 3.4 The Tenant shall provide the Landlord shall notify with a copy of the Tenant without delay. If Building Contract as soon as it is entered into, and a copy of the certificate of practical completion or equivalent document issued pursuant to the Building Contract in respect of the Landlord's Works are delayed due to Force Majeure, ’s Works. 3.5 The Tenant shall procure that a warranty in favour of the Landlord in a form to be agreed by the parties acting reasonably shall notify the Tenant be granted on or before Practical Completion of such circumstance, indicating the delay provided for on the Landlord's Works Completion Date. In ’s Works. 3.6.1 The Tenant shall procure that the event of disagreement by the Tenant, each Landlord is given at least 3 days prior notice of the Parties shall be entitled to submit the discrepancy to the Independent Expert. The Landlord states that it has made its best efforts to take into account the COVID-19 pandemic and its known consequences as of the date of signature in the planning intended inspection of the Landlord’s Works and in the estimation Tenant’s Works with a view to issuing the Certificate of Practical Completion to which the Landlord’s Works Monitor will be invited and at which the Landlord’s Monitor may make proper and reasonable representations in relation to the same. 3.6.2 The Project Manager is not to be fettered from issuing the certificate of Practical Completion Date. Howeverat such time as he thinks fit. 3.6.3 Upon the anticipated Date of Practical Completion, the Parties acknowledge Project Manager will either: 3.6.3.1 issue the Certificate of Practical Completion and agree provide to the Landlord as soon as possible after that it date a copy of that certificate and any snagging list and/or that statement; or 3.6.3.2 notify the Landlord of those works which still need to be completed in order to achieve Practical Completion ; 3.6.3.2.1 and if the Certificate of Practical Completion is not possible to fully anticipate issued on the actual impact that the COVID-19 pandemic and that the measures to be taken to counter it will have in the process of executing the Landlord's Works. So, the Parties agree that despite being aware of the existence of the pandemic and the corresponding measures taken prior to the anticipated date of signing this Agreement, any event that results from COVID-19 infection and/or countermeasures that could not be fully predicted or anticipated prior to the signing of the Agreement Practical Completion clauses 3.6.1- 3.6.3 (such as prolonged inactivity by competent authorities, work quarantines, etc.inclusive) will be considered a Force Majeure event: (a) for which Landlord shall not be liable; (b) for which all actions and claims for damages of the Tenant against the Landlord are hereby excluded; and (c) for which the Landlord's Works Completion Date will be extended for a reasonable period of time according to repeated until that certificate is issued save that the period of time notice in which clause 3.6.1 will be reduced to 1 day. 3.7 As soon as practicable after the execution Date of Practical Completion, the Tenant shall procure that the Landlord is supplied with a complete set of the Landlord's Works has been affectedDocuments, without together with copies of all relevant maintenance and operating manuals and test certificates and a copy of the Tenant being able to terminate or withdraw from health and safety file for the Agreement for this reasonPremises.

Landlord's Works. 4.1 3.1 The Parties expressly agree that the Landlord shall execute at use its own cost reasonable endeavours to: 3.1.1 obtain the construction work of the Offices of the Property, which shall form an integral part of the Property and shall be the property of the Landlord (the “Landlord’s Works”). 4.2 During Requisite Consents for the Landlord’s Works, Works (where required and to the Landlord undertakes to:extent not already obtained) in so far as and as soon as reasonably practicable; 3.1.2 procure that the Landlord’s Works are carried out and completed (a) Comply with the Technical Specifications attached as Annex 2; in a good and workmanlike manner; (b) Act professionally and in accordance with usual practice the materials specified in the construction sector; Plans or otherwise with suitable materials of good quality; (c) Proceed substantially in accordance with the applicable regulations Plans and (where applicable) all Requisite Consents; (d) in accordance with the provisions of this Agreement; and (e) in accordance with good industry practice. 3.2 The Landlord will use its reasonable endeavours to procure that the Main Contractor commences and then diligently proceeds with the Landlord’s Works with a view to completion of them as soon as reasonably practicable but so that: 3.2.1 the Landlord may defer the commencement and/or completion of any elements of the Landlord’s Works that require any Requisite Consents that have not already been obtained until Requisite Consents that are satisfactory to the Landlord (acting reasonably) have been obtained and the permits granted Landlord may omit any such elements for which any Requisite Consents are not obtained or are not satisfactory to the Landlord (acting reasonably); and 3.2.2 subject only to clause 3.9 and 3.13, the Landlord shall have no liability to the Tenant for any disruption or delay for any reason in the execution or completion of the Landlord’s Works. 4.3 3.3 The Landlord shall have the right to make its best efforts variations and/or additions to complete the Landlord’s Works within four and/or the Plans: 3.3.1 as may be necessary to implement and comply with any Requisite Consents or any requirement of the Local Authority or any other competent authority; or 3.3.2 where reasonably required by the Landlord at any time but not so as to materially affect the location, layout or extent of the Premises nor materially prejudice the means of access to or egress from the Premises; PROVIDED HOWEVER that apart from any permitted under clause 3.3.1 no material variations and/or additions shall be made to those of the Plans which relate to the Premises without the consent in writing of the Tenant or the Tenant’s Project Manager (4) months from today's date (such consent not to be unreasonably withheld or delayed). 3.4 The Landlord may substitute materials for those specified in the “Plans where those specified are not available or are only available on terms of purchase which are not commercially acceptable to the Landlord, but so that any such substitute materials shall substantially be of the same quality as or better quality than those specified. 3.5 The Tenant and the Tenant’s Works Completion Date”). Once Project Manager shall be permitted reasonable access to the Premises for inspection purposes during the course of the Landlord’s Works have been completedPROVIDED THAT: 3.5.1 the Tenant shall ensure that no unwarranted interference or interruption is caused to the Landlord’s Works or any part of them; 3.5.2 no instruction representation or comment will be made or issued to the Main Contractor or any sub-contractors or workmen by or on behalf of the Tenant or the Tenant’s Project Manager and any representation made by or on behalf of the Tenant or the Tenant’s Project Manager relating to the Landlord’s Works or the workmanship goods or materials used or intended to be used shall only be made in writing to the Landlord’s Project Manager; and 3.5.3 the Tenant shall ensure that all persons by whom this right is exercised shall comply with all safety requirements and any reasonable requirements imposed. 3.6 The Landlord shall discharge any fees or charges payable as a condition of any of the Requisite Consents relating to the Landlord’s Works including any financial contributions under any relevant grant of planning permission provided however that any such fees or charges relating to or arising from the Fit Out Works (if any) shall be the liability of and discharged by the Tenant within ten (10) Working Days of demand. 3.7 The Landlord shall procure all necessary insurances in respect of the Landlord’s Works, including: (a) all risks insurance covering loss or damage to the Landlord’s Works, (including materials or other equipment for incorporation therein) for the full reinstatement value of such Landlord’s Works; (b) public liability insurance with a limit of indemnity of not less than thirteen million euro (€6,500,000.00) per claim; (c) employers liability insurance with a limit of indemnity of not less than thirteen million euro (€13,000,000) per claim. As soon as reasonably practicable following receipt of a written request from the Tenant, the Landlord shall notify produce for inspection documentary evidence that the insurances provided for in this clause are in place. 3.8 The Landlord has confirmed that it has engaged the services of Ashview Consultants Limited to be the project supervisor(s) for the design stage(s) and Management and Construction Limited for the construction stage(s) of the Landlord’s Works in compliance with the requirements of the Safety Regulations. 3.9 If the Licence Access Certificate does not issue by the Licence Access Certificate Target Date the Tenant without delaywill be entitled to an additional rent free period, applicable to the Initial Yearly Rent only and not any additional rents under the Lease, of thirty (30) days apportioned on a pro rata monthly basis over the twelve month period commencing on the date which is six (6) Months from and including the Term Commencement Date provided however that if the Landlord’s Works or any part of them are disrupted or delayed by reason or in consequence of: - (a) any Tenant Delay Event; (b) Force Majeure; (c) any loss, damage or destruction of the Building or any part of it or the Landlord’s Works or any of them; (d) any legitimately granted extension of time under the Building Contract; or (e) any variation or change to the Landlord’s Works or any of them made following a request by the Tenant or any member of the Tenant’s Professional Team and which the Landlord at its discretion decides to make; the Licence Access Certificate Target Date shall be extended by a reasonable period at least equivalent to that during which the Landlord’s Works or any of them are so disrupted or delayed. The Landlord shall use its reasonable endeavours to ensure that at all times following issuance of the Licence Access Certificate, suitable access to the Premises is provided as set out in the Project Execution Plan. 3.10 If the Landlord's Works or part of them are disrupted or delayed due by reason or in consequence of any Tenant Delay Event the Beneficial Occupation Date shall be deemed to Force Majeurehave occurred on such date as it would have occurred but for any Tenant Delay Event and the Tenant’s liability to pay the Initial Yearly Rent, Service Charge, Insurance Rent and Outgoings shall commence as and from the respective dates each such payment would have commenced to be payable if the Tenant Delay Event had not occurred. 3.11 Prior to the Licence Access Certificate Target Date or as soon thereafter as is practicable (if there are Landlord’s Works remaining undone at that time), the Landlord shall notify procure the clearing away and removal from the Premises (excluding the Terrace Infill Works Area) of all Landlord's plant, machinery, surplus material, rubbish leaving the Premises (excluding the Terrace Infill Works Area) in a workmanlike condition and in any event such elements shall not materially impede, obstruct or interfere with the carrying out of the Fit Out Works. The Landlord shall procure likewise in respect of the Terrace Infill Works Area as soon as reasonably practicable following practical completion of the Terrace Infill Works. 3.12 If the Licence Access Certificate does not issue by the Longstop Date the Tenant may by notice in writing to the Landlord terminate this Agreement (but without prejudice to any right or remedy of such circumstanceany party to this Agreement in respect of any antecedent breach) provided however that if the Landlord’s Works or any part of them are disrupted or delayed by reason or in consequence of: - (a) any Tenant Delay Event; (b) Force Majeure; (c) any loss, indicating damage or destruction of the delay Building or any part of it or the Landlord’s Works or any of them; (d) any legitimately granted extension of time under the Building Contract; or (e) any variation or change to the Landlord’s Works or any of them made following a request by the Tenant or any member of the Tenant’s Professional Team and which the Landlord at its discretion decides to make; the Longstop Date shall be extended by a reasonable period at least equivalent to that during which the Landlord’s Works or any of them are so disrupted or delayed. 3.13 If the Phase 1 Landlord Works to the Building Common Areas or the Phase 2 Landlord Works to the Building Common Areas (excluding for this purpose the Entrance Works and the Landlord’s Works to the lifts in the Building) have not been practically completed (save Snag Items) by the date provided for in clause 3.14 (the “Relevant Date”) and this has a detrimental effect on the Landlord's Works Completion Tenant’s beneficial use of the Premises, the Tenant shall be entitled to a Service Charge free period of thirty (30) days apportioned on a pro rata monthly basis over the 12 month period commencing on the Relevant Date. If by the Relevant Date, the Entrance Works and the Landlord’s Works in respect of the lifts in the Building are not practically complete (save Snag Items) the Tenant shall be entitled to a 25% Service Charge reduction effective from the Relevant Date until such date as the Entrance Works and the Landlord’s Works in respect of the lifts in the Building have been practically completed as aforesaid. 3.14 The Relevant Date for the purposes of clause 3.13 shall be 30 April 2016 or such later date as shall be reasonable if the Landlord’s Works or any of them are disrupted or delayed by reason or in consequence of any of the events or circumstances referred to in sub-clauses (a) – (e) of clause 3.12. 3.15 In the event of disagreement by or dispute between the Tenant, each of the Parties shall be entitled to submit the discrepancy to the Independent Expert. The Landlord states that it has made its best efforts to take into account the COVID-19 pandemic and its known consequences as of the date of signature parties regarding (a) any disruption or delay in the planning respect of the Landlord’s Works or the cause of same, (b) as to whether and in to what extent an extension of the estimation of Licence Access Certificate Target Date and / or the Longstop Date and/or the Relevant Date is to be granted, (c) as to whether or not the Phase 1 Landlord Works, the Phase 2 Landlord Works, the Entrance Works and / or the Landlord’s Works Completion Date. Howeverto the lifts in the Building have been practically completed for the purpose of clause 3.13, the Parties acknowledge and agree that it is not possible to fully anticipate the actual impact that the COVID-19 pandemic and that the measures to matter shall be taken to counter it will have in the process of executing the Landlord's Works. So, the Parties agree that despite being aware of the existence of the pandemic and the corresponding measures taken prior referred for determination to the date Independent Architect acting as Expert. 3.16 The current proposed means of signing this Agreement, any event that results from COVID-19 infection and/or countermeasures that could not be fully predicted or anticipated prior temporary access to the signing Building while the Entrance Works are on-going is as shown and described on the plan attached at Schedule 8. The Landlord reserves the right (acting reasonably) to vary the means of the Agreement (such access as prolonged inactivity by competent authorities, work quarantines, etc.) will be considered a Force Majeure event: (a) for which Landlord shall not be liable; (b) for which all actions and claims for damages of the Tenant against the Landlord are hereby excluded; and (c) for which the Landlord's Works Completion Date will be extended for a reasonable period of so shown or described from time according to the period of time in which during the execution of the Landlord's Entrance Works has been affectedbut suitable, without safe and efficient access to and egress from the Premises shall be available to the Tenant being able to terminate or withdraw from the Agreement for this reason(and its authorised persons) at all times.

Landlord's Works. 4.1 6.1 The Parties expressly agree Landlord shall apply for and use reasonable endeavours to obtain the Requisite Consents. 6.2 The Landlord shall use reasonable endeavours to procure that the Landlord shall execute at its own cost Practical Completion Date occurs by the construction work of the Offices of the Property, Target Date which shall form an integral part be extended commensurate with any extensions of the Property and shall be the property of the Landlord (the “Landlord’s Works”). 4.2 During the Landlord’s Works, the Landlord undertakes totime: (a) Comply allowed by the Contract Administrator under the terms of the Building Contract; and/or (b) certified by the Contract Administrator as being fair and reasonable, having regard to the delay in question, where completion of the Landlord’s Works is delayed due to an event or cause that is beyond the Landlord’s reasonable control. 6.3 The Landlord shall use reasonable endeavours to procure that the Landlord’s Works are carried out: (a) with the Technical Specifications attached as Annex 2due diligence and in a good and workmanlike manner; (b) Act professionally using only good quality materials and in accordance with usual practice in the construction sectorwell-maintained plant; (c) Proceed in accordance with this agreement, the applicable regulations Approved Documents, the Planning Permission and the permits granted for Requisite Consents; (d) in accordance with all statutory or other legal requirements and the Landlord’s Worksrecommendations or requirements of the local authority or statutory undertakings; (e) in compliance with all relevant British Standards, codes of practices and good building practice; and (f) by selecting and using materials so as to avoid known hazards to the health and safety of any person and to ensure the long term integrity of the Property. 4.3 6.4 The Landlord shall make its best efforts not, (subject to complete clause 6.5), vary, alter, add to or remove anything from the Landlord’s Works within four (4) months from today's date (the “Landlord’s Works Completion Date”). Once the Landlord’s Works have been completed, the Landlord shall notify the Tenant Approved Documents without delay. If the Landlord's Works are delayed due to Force Majeure, the Landlord shall notify the Tenant of such circumstance, indicating the delay provided for on the Landlord's Works Completion Date. In the event of disagreement by the Tenant, each of the Parties shall ’s consent (such consent not to be entitled to submit the discrepancy unreasonably withheld or delayed). 6.5 The Landlord may make minor variations to the Independent Expert. The Landlord states that it has made its best efforts to take into account Approved Documents without the COVID-19 pandemic and its known consequences as of the date of signature in the planning of the LandlordTenant’s Works and in the estimation of the Landlord’s Works Completion Date. However, the Parties acknowledge and agree that it is not possible to fully anticipate the actual impact that the COVID-19 pandemic and that the measures to be taken to counter it will have in the process of executing the Landlord's Works. So, the Parties agree that despite being aware of the existence of the pandemic and the corresponding measures taken prior to the date of signing this Agreement, any event that results from COVID-19 infection and/or countermeasures that could not be fully predicted or anticipated prior to the signing of the Agreement (such as prolonged inactivity by competent authorities, work quarantines, etc.) will be considered a Force Majeure eventconsent provided that: (a) for which Landlord shall not be liablethe variations are insubstantial and immaterial; (b) for which all actions the variations are in accordance with the Planning Permission, the Requisite Consents and claims for damages of the Tenant against the Landlord are hereby excluded; andany statutory requirements; (c) for which any substitute materials used are of an equal or better quality and suitability to those originally specified; (d) the Landlord's Works Completion Date will be extended for a reasonable period of time according to variations do not delay the period of time in which the execution completion of the Landlord's Works has been affected, without ’s Works; (e) the Tenant being able to terminate variations are required by any local or withdraw from competent authority or statutory undertaking as a condition of the Agreement for this reasongrant or continuance of any of the Requisite Consents; and/or (f) the variations do not materially impact on the Tenant’s likely use and enjoyment of the Property.

Landlord's Works. 4.1 3.1 The Parties expressly agree that the Landlord shall execute at its own cost use reasonable endeavours to obtain the construction work Requisite Consents in respect of the Offices of the Property, which shall form an integral part of the Property and shall be the property of the Landlord (the “Landlord’s 's Works”). 4.2 During 3.2 The Landlord shall procure the commencement of the Landlord’s Works, Works prior to 31st December 2016. 3.3 The Landlord shall use reasonable endeavours to procure that the Landlord undertakes toPractical Completion Date occurs by the Target Date which shall be extended commensurate with any extensions of time: (a) Comply allowed by the Independent Certifier under the terms of the Master Contract; or (b) certified by the Independent Certifier as being fair and reasonable, having regard to the delay in question, where completion of the Landlord's Works is delayed due to a force majeure event (as defined in the Master Agreement) that is beyond the Landlord's reasonable control. save to the extent any periods of extension of time arise due to the default of the Landlord or anyone acting on its behalf) or due to circumstances which could have been reasonably foreseen by the Landlord and the Landlord failed to take such reasonable action to avoid their occurrence and such extensions shall run consecutively or concurrently as may be fair and reasonable in the circumstances. 3.4 The Landlord shall procure that the Landlord's Works are carried out in accordance with the Technical Specifications attached as Annex 2Master Contract. 3.5 The Landlord shall: (a) procure that the Building Contractor co-ordinates the Professional Team; (b) Act professionally and in accordance with usual practice in keep the construction sectorTenant's Surveyor regularly informed as to progress of the Landlord's Works; (c) Proceed in accordance with the applicable regulations and the permits granted for the Landlord’s Works. 4.3 The Landlord shall make its best efforts to complete the Landlord’s Works within four (4) months from today's date (the “Landlord’s Works Completion Date”). Once the Landlord’s Works have been completed, the Landlord shall notify the Tenant without delay. If Tenant's Surveyor of any material problems or delays in the performance of the Master Contract together with the Landlord's Works are delayed due recommendations for overcoming and/or mitigating them; (d) give at least 5 working days’ written notice to Force Majeure, the Landlord shall notify the Tenant of such circumstance, indicating the delay provided for on the Landlord's Works Completion Date. In the event of disagreement by the Tenant, each ’s Surveyor of all meetings to be held in connection with the Parties shall be entitled to submit the discrepancy to the Independent Expert. The Landlord states that it has made its best efforts to take into account the COVID-19 pandemic and its known consequences as of the date of signature in the planning progress of the Landlord’s Works and in permit the estimation Tenant’s Surveyor to attend and make representations and supply the Tenant with copies of the minutes thereof. 3.6 The Landlord shall not, (subject to clause 3.7), vary, alter, add to or remove anything from the Development Specification without the Tenant's consent (such consent not to be unreasonably withheld or delayed to any variation which is not a Material Variation). 3.7 The Landlord may make minor variations that are not Material Variations to the Development Specification without the Tenant’s consent provided that: (a) either: (i) the variations are insubstantial and immaterial; (ii) do not relate to any part of the Landlord’s Works Completion Date. However, the Parties acknowledge and agree that it is not possible to fully anticipate the actual impact that the COVID-19 pandemic and that the measures to be taken constructed on the Premises or that part of the Property over which rights are granted to counter it will have the Tenant in the process of executing the Landlord's Works. So, the Parties agree that despite being aware of the existence of the pandemic and the corresponding measures taken prior to the date of signing this Agreement, any event that results from COVID-19 infection and/or countermeasures that could not be fully predicted or anticipated prior to the signing of the Agreement (such as prolonged inactivity by competent authorities, work quarantines, etc.) will be considered a Force Majeure event: (a) for which Landlord shall not be liable;Lease; and (b) for which all actions and claims for damages the variations are in accordance with the Requisite Consents in respect of the Tenant against the Landlord are hereby excludedLandlord's Works and any statutory requirements; and (c) for which any substitute materials used are of an equal or better quality and suitability to those originally specified; and (d) the Landlord's Works Completion Date will be extended for a reasonable period of time according to variations do not delay the period of time in which the execution completion of the Landlord's Works has been affected, without Works; and (e) the Landlord informs the Tenant being of the variations within a reasonable time. 3.8 For the avoidance of doubt the Landlord shall not be able to terminate or withdraw from make any Material Variation. 3.9 The Landlord is the Agreement client for this reasonthe purposes of the CDM Regulations in respect of the Landlord's Works. The Tenant shall not be client for the purposes of the CDM Regulations.