Common use of Notice of Substantial Completion Clause in Contracts

Notice of Substantial Completion. When Contractor believes that it has satisfied all of the conditions to Substantial Completion specified in Section 13.2, Contractor shall deliver to Owner a Notice of Substantial Completion for Owner’s review and approval. Owner shall, within five (5) Business Days after receipt of such Notice, issue an Owner’s Certificate of Substantial Completion for the Project, dated to reflect the Substantial Completion Date, or if Owner rejects Contractor’s Notice of Substantial Completion, respond in writing specifying the Portions of this Exhibit, indicated by the xxxx “[***],” were omitted and have been filed separately with the Securities and Exchange Commission pursuant to the Registrant’s application requesting confidential treatment pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended. conditions to Substantial Completion that Contractor has failed to satisfy as the basis for such rejection and Contractor shall take the appropriate corrective action in the event of such failure. Upon completion of such corrective action, Contractor shall provide to Owner a new Notice of Substantial Completion for approval. This process shall be repeated on an iterative basis until Contractor has satisfied the conditions to Substantial Completion, as applicable, that Owner specified as the basis for its rejection and Owner issues an Owner’s Certificate of Substantial Completion, as applicable. If Contractor contends that Owner has improperly required any such corrective action, Contractor shall proceed as directed by Owner in writing, but shall in all events retain its rights to recover any costs, damages and losses in connection therewith pursuant to Article 30. Notwithstanding any time periods that elapse prior to issuance of the Certificate of Substantial Completion, the “Substantial Completion Date” of the Project, shall be the day on which the last of the conditions of Section 13.2 was approved or deemed approved by Owner in accordance with this Section 13.3. If Owner fails to issue Owner’s Certificate of Substantial Completion within five (5) Business Days after receipt of the Notice of Substantial Completion and does not respond in writing within such five (5) Business Day period specifying the conditions to Substantial Completion that Contractor failed to satisfy as the basis for rejection of Contractor’s Notice of Substantial Completion, then Owner shall be deemed to have approved and acknowledged Substantial Completion and issued the Owner’s Certificate of Substantial Completion.

Notice of Substantial Completion. When Contractor believes that it has satisfied all the provisions of the conditions to Substantial Completion specified in Section 13.2, as applicable, Contractor shall deliver to Owner a Notice of Substantial Completion for Owner’s review and approvalCompletion. Owner shall, within five (5) Business Days after receipt of such Notice, issue an Owner’s Certificate of Substantial Completion for the Project, dated to reflect the Substantial Completion Date, or if Owner rejects Contractor’s Notice of Substantial CompletionNotice, respond in writing specifying the Portions of this Exhibit, indicated by the xxxx “[***],” were omitted and have been filed separately with the Securities and Exchange Commission pursuant to the Registrant’s application requesting confidential treatment pursuant to Rule 24b-2 of the Securities Exchange Act of 1934conditions Substantial Completion, as amended. conditions to Substantial Completion applicable, that Contractor has failed to satisfy as the basis for such rejection and Contractor shall take the appropriate corrective action in the event of such failure. Upon completion of such corrective action, Contractor shall provide to Owner a new Notice of Substantial Completion for approval. This process shall be repeated on an iterative basis until Contractor has satisfied the conditions to Substantial Completion, as applicable, that Owner specified as the basis for its rejection and Owner issues an Owner’s Certificate of Substantial Completion, as applicable. If Contractor contends that Owner has improperly required any such corrective action, Contractor shall proceed as directed by Owner in writing, but shall in all events retain its rights to recover any costs, damages and losses in connection therewith pursuant to Article 30. Notwithstanding any time periods that elapse prior to issuance of the Certificate of Substantial Completion, the “Substantial Completion Date” of the Project, shall be the day on which the last of the conditions of Section 13.2 was approved satisfied or deemed approved by Owner in accordance with this Section 13.3waived. If Owner fails to issue Owner’s Certificate of Substantial Completion within five (5) Business Days after receipt of the Notice of Substantial Completion and does not respond in writing within such five (5) Business Day period specifying the conditions to Substantial Completion that Contractor failed to satisfy as the basis for rejection of Contractor’s Notice of Substantial Completion, then Owner shall be deemed to have approved and acknowledged Substantial Completion and issued the Owner’s Certificate of Substantial Completion. Portions of this Exhibit, indicated by the xxxx “[***],” were omitted and have been filed separately with the Securities and Exchange Commission pursuant to the Registrant’s application requesting confidential treatment pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended.

Notice of Substantial Completion. When Contractor believes that it has satisfied all the provisions of the conditions to Substantial Completion specified in Section 13.2, as applicable, Contractor shall deliver to Owner a Notice of Substantial Completion for Owner’s review and approvalCompletion. Owner shall, within five (5) Business Days after receipt of such Notice, issue an Owner’s Certificate of Substantial Completion for the Project, dated to reflect the Substantial Completion Date, or if Owner rejects Contractor’s Notice of Substantial CompletionNotice, respond in writing specifying the Portions of this Exhibit, indicated by the xxxx “[***],” were omitted and have been filed separately with the Securities and Exchange Commission pursuant to the Registrant’s application requesting confidential treatment pursuant to Rule 24b-2 of the Securities Exchange Act of 1934conditions Substantial Completion, as amended. conditions to Substantial Completion applicable, that Contractor has failed to satisfy as the basis for such rejection and Contractor shall take the appropriate corrective action in the event of such failure. Upon completion of such corrective action, Contractor shall provide to Owner a new Notice of Substantial Completion for approval. This process shall be repeated on an iterative basis until Contractor has satisfied the conditions to Substantial Completion, as applicable, that Owner specified as the basis for its rejection and Owner issues an Owner’s Certificate of Substantial Completion, as applicable. If Contractor contends that Owner has improperly required any such corrective action, Contractor shall proceed as directed by Owner in writing, but shall in all events retain its rights to recover any costs, damages and losses in connection therewith pursuant to Article 30. Notwithstanding any time periods that elapse prior to issuance of the Certificate of Substantial Completion, the “Substantial Completion Date” of the Project, shall be the day on which the last of the conditions of Section 13.2 was approved satisfied or deemed approved by Owner in accordance with this Section 13.3waived. If Owner fails to issue Owner’s Certificate of Substantial Completion within five (5) Business Days after receipt of the Notice of Substantial Completion and does not respond in writing within such five (5) Business Day period specifying the conditions to Substantial Completion that Contractor failed to satisfy as the basis for rejection of Contractor’s Notice of Substantial Completion, then Owner shall be deemed to have approved and acknowledged Substantial Completion and issued the Owner’s Certificate of Substantial Completion.

Notice of Substantial Completion. When Contractor believes that it has satisfied all the provisions of the conditions to Substantial Completion specified in Section 13.214.2 for a Unit, Contractor shall deliver to Owner a Notice of Substantial Completion, including a certification of all applicable Performance Test results. The Substantial Completion Date for such Unit shall be the day after the date on which the last of the conditions of Section 14.2 was satisfied for such Unit or, in the sole discretion of Owner’s review and approval, waived. Owner shall, within five (5) Business Days days after receipt of such Noticea Notice of Substantial Completion, issue an Owner’s Certificate of Substantial Completion for the Project, such Unit dated to reflect the Substantial Completion DateDate for such Unit, or if Owner rejects Contractor’s Notice of Substantial Completion, respond in writing specifying the Portions of this Exhibit, indicated by the xxxx “[***],” were omitted and have been filed separately with the Securities and Exchange Commission pursuant to the Registrant’s application requesting confidential treatment pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended. conditions to Substantial Completion that Contractor has failed to satisfy as the basis giving its reasons for such rejection and Contractor shall take the appropriate corrective action in action. If Owner fails to respond to a Notice of Substantial Completion within such five (5) day period, Substantial Completion shall be deemed to have occurred as of the event date of such failureContractor’s Notice of Substantial Completion. Upon completion of such corrective action, Contractor shall provide to Owner a new Notice of Substantial Completion for such Unit to Owner for approval. This process shall be repeated on an iterative basis until Contractor has satisfied Owner accepts the conditions to Notice of Substantial Completion, as applicable, that Owner specified as the basis Completion for its rejection such Unit and Owner issues an Owner’s Certificate of Substantial Completion. Notwithstanding the provisions of Section 14.2(a), as applicable. If Contractor contends that Owner has improperly required any such corrective actionin order to properly determine the amount of Delay Liquidated Damages due and owing (if any), and to arrange a wire transfer or other means of payment, Contractor shall proceed as directed be deemed to have satisfied the provisions of Section 14.2(a) with respect to the payment of undisputed Delay Liquidated Damages due and owing if Contractor pays such amount to Owner by Owner in writing, but shall in all events retain its rights to recover any costs, damages and losses in connection therewith pursuant to Article 30. Notwithstanding any time periods that elapse prior to issuance of the Certificate of Substantial Completion, date which is five (5) days after the “Substantial Completion Date” of the Project, shall be the day date on which the last of the conditions of Section 13.2 14.2 was approved or deemed approved satisfied (other than clause (a) thereof) or, in the sole discretion of Owner, waived. Notwithstanding the foregoing, if Contractor does not pay all such undisputed Delay Liquidated Damages by Owner in accordance with this Section 13.3. If Owner fails such date to issue Owner’s Certificate of , then Substantial Completion within for such Unit shall not be deemed to have occurred hereunder until the date on which Contractor shall have paid all such undisputed amounts (which undisputed amounts shall include, for purposes of clarification, Delay Liquidated Damages in the amounts required under Section 15.1 for the five (5) Business Days after receipt of day period noted above and for each day thereafter up to and including the Notice of Substantial Completion and does not respond in writing within day on which Contractor actually makes such five (5) Business Day period specifying the conditions payment to Substantial Completion that Contractor failed to satisfy as the basis for rejection of Contractor’s Notice of Substantial Completion, then Owner shall be deemed to have approved and acknowledged Substantial Completion and issued the Owner’s Certificate of Substantial Completion).

Notice of Substantial Completion. When Contractor believes that it has satisfied all of shall satisfy the conditions to for Substantial Completion specified in no later than the Guaranteed Substantial Completion Date. Promptly after Contractor's determination that the conditions of Section 13.28.2.1 to attain Substantial Completion (other than the condition of Section 8.2.1(l)) have been satisfied, Contractor shall deliver issue to Owner and to Independent Engineer a Notice of Substantial Completion ("NOTICE OF SUBSTANTIAL COMPLETION"), which shall include a copy of the test report for the each of the Substantial Completion Tests, if not previously transmitted. Within ten (10) Business Days after its receipt of the Notice of Substantial Completion, Owner, with the concurrence of Independent Engineer, shall respond to Contractor in writing and either accept or reject such Notice of Substantial Completion; provided, however, that Owner shall not be permitted to reject a Notice of Substantial Completion for an Immaterial Nonconformance. If the Notice of Substantial Completion is rejected, Owner shall with reasonable specificity identify any deficiencies. Contractor shall then satisfactorily explain or correct the identified deficiencies, or to the extent necessary re-conduct the Substantial Completion Tests, and issue a revised Notice of Substantial Completion to Owner and Independent Engineer, whereupon Owner’s review and approval. Owner shall, within with the concurrence of Independent Engineer, shall have five (5) Business Days after receipt of to accept or reject such Notice, issue an Owner’s Certificate of Substantial Completion for the Project, dated to reflect the Substantial Completion Date, or if Owner rejects Contractor’s Notice of Substantial Completion, respond in writing specifying the Portions of this Exhibit, indicated by the xxxx “[***],” were omitted and have been filed separately with the Securities and Exchange Commission pursuant to the Registrant’s application requesting confidential treatment pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended. conditions to Substantial Completion that Contractor has failed to satisfy as the basis for such rejection and Contractor shall take the appropriate corrective action in the event of such failure. Upon completion of such corrective action, Contractor shall provide to Owner a new Notice of Substantial Completion for approval. This process shall be repeated on an iterative basis as necessary until Contractor Owner has satisfied confirmed, with the concurrence of the Independent Engineer, that all the conditions to Substantial Completion, as applicable, that Owner specified as the basis for its rejection and Owner issues an Owner’s Certificate of Substantial Completion, as applicable. If Contractor contends that Owner has improperly required any such corrective action, Contractor shall proceed as directed by Owner in writing, but shall in all events retain its rights to recover any costs, damages and losses in connection therewith pursuant to Article 30. Notwithstanding any time periods that elapse prior to issuance of the Certificate of Substantial Completion, the “Substantial Completion Date” have been satisfied or (with the written consent of the ProjectLender) waived, whereupon Owner and Independent Engineer shall be the day on which the last of the conditions of Section 13.2 was approved or deemed approved by Owner in accordance with this Section 13.3. If Owner fails to issue Owner’s Certificate of Substantial Completion within five (5) Business Days after receipt of accept the Notice of Substantial Completion and does not respond in writing within such five (5) Business Day period specifying by issuing to Contractor a "SUBSTANTIAL COMPLETION CERTIFICATE". The "SUBSTANTIAL COMPLETION DATE" shall be the conditions to Substantial Completion that Contractor failed to satisfy as date Owner receives the basis for rejection of Contractor’s Notice of Substantial CompletionCompletion which is accepted by Owner and Independent Engineer in accordance with the foregoing procedures. If Owner and Independent Engineer fail to respond within the periods specified above, then Owner at the expiration of the applicable time period Substantial Completion shall be deemed accepted and the Substantial Completion Date shall be deemed to have approved and acknowledged Substantial Completion and issued occurred on the Owner’s Certificate date Owner received the relevant Notice of Substantial Completion.

Notice of Substantial Completion. When Contractor believes that it has satisfied all the provisions of the conditions to Substantial Completion specified in Section 13.214.2, Contractor shall deliver to Owner a Notice of Substantial Completion. Such Notice of Substantial Completion for shall contain a report of the Work completed and a report setting forth the results of the completed Acceptance Tests with sufficient detail to enable Owner to determine whether Substantial Completion has been achieved. The Substantial Completion Date shall be the date on which the last of the conditions of Section 14.2 was satisfied or, in the sole discretion of Owner’s review and approval, waived. Owner shall, within five (5) Business Days after receipt of such Notice, shall promptly issue an Owner’s Certificate of Substantial Completion for the Project, dated to reflect the Substantial Completion Date, or if Owner rejects Contractor’s Notice of Substantial Completion, respond in writing specifying the Portions of this Exhibit, indicated by the xxxx “[***],” were omitted and have been filed separately with the Securities and Exchange Commission pursuant to the Registrant’s application requesting confidential treatment pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended. conditions to Substantial Completion that Contractor has failed to satisfy as the basis giving its reasons for such rejection and Contractor shall take the appropriate corrective action in the event of such failureaction, as applicable. Upon completion of any such applicable corrective action, Contractor shall provide to Owner a new Notice of Substantial Completion to Owner for approval. This process shall be repeated on an iterative basis until Contractor has satisfied Owner accepts the conditions to Notice of Substantial Completion, as applicable, that Owner specified as the basis for its rejection Completion and Owner issues an Owner’s Certificate of Substantial Completion, as applicable. If Contractor contends that Owner has improperly required any such corrective action, Contractor shall proceed as directed by Owner in writing, but shall in all events retain issue its rights to recover any costs, damages and losses in connection therewith pursuant to Article 30. Notwithstanding any time periods that elapse prior to issuance acceptance or rejection of the Certificate initial Notice of Substantial Completion, the “Substantial Completion Date” of the Project, shall be the day on which the last of the conditions of Section 13.2 was approved or deemed approved by Owner in accordance with this Section 13.3and any subsequent iterations within ten (10) days after receipt thereof. If Owner fails to issue Owner’s Certificate respond to a Notice of Substantial Completion within five such ten (510) Business Days after receipt of the Notice of Substantial Completion day period and does not respond in writing within such five (5) Business Day period specifying the conditions subsequently delivers comments to Substantial Completion that Contractor failed to satisfy as the basis for rejection of Contractor’s Notice of Substantial Completion, then Owner shall waive any Delay Liquidated Damages that would have otherwise EXECUTION COPY accrued for the number of days equal to the number of days by which Owner’s response was delayed; provided, however, in the event that Owner’s response was delayed for a period greater than twenty (20) days Owner shall also be deemed obligated to have approved pay Contractor’s reasonable incremental stand-by costs, if any, for such extended period. Contractor shall pay the amount of undisputed Delay Liquidated Damages due and acknowledged Substantial Completion and issued owing pursuant to Section 15.1, if any, to Owner by the date which is five (5) days after the date on which Contractor receives an invoice from Owner for such Delay Liquidated Damages, provided such invoice shall be dated no earlier than the Owner’s Certificate of Substantial Completion.

Notice of Substantial Completion. When Contractor believes that it has satisfied all Owner shall deliver notice to Tenant of Owner’s determination of the conditions to Substantial Completion specified in Section 13.2, Contractor shall deliver to Owner a Notice substantial completion of Substantial Completion for each portion of Owner’s review and approval. Work shown on Owner’s Work Schedule (but Owner shall, shall not send that notice with respect to any two portions less than five (5) Business Days apart unless the dates scheduled for substantial completion of those portions as set forth in Owner’s Work Schedule are within five (5) Business Days after receipt of such Noticeeach other), issue an Owner’s Certificate of Substantial Completion for the Project, dated to reflect the Substantial Completion Dateof Owner’s Initial Premises Work, (at or if Owner rejects Contractorafter the Substantial Completion of Owner’s Notice Initial Premises Work) the substantial completion in its entirety of Substantial Completion, respond in writing specifying the Portions of this Exhibit, indicated by the xxxx “[***],” were omitted and have been filed separately with the Securities and Exchange Commission pursuant to the Registrant’s application requesting confidential treatment pursuant to Rule 24b-2 each of the Securities Exchange Act three portions of 1934the Balance Space, as amended. conditions to and the Substantial Completion that Contractor has failed to satisfy as the basis for such rejection and Contractor shall take the appropriate corrective action in the event of such failure. Upon completion of such corrective action, Contractor shall provide to Owner a new Notice of Substantial Completion for approval. This process shall be repeated on an iterative basis until Contractor has satisfied the conditions to Substantial Completion, as applicable, that Owner specified as the basis for its rejection and Owner issues an Owner’s Certificate of Substantial CompletionWork. TENANT SHALL HAVE THE RIGHT TO INSPECT OWNER’S WORK AND TO DISPUTE ANY SUCH DETERMINATION OF OWNER BY NOTICE GIVEN WITHIN FIVE (5) BUSINESS DAYS AFTER THE RECEIPT OF OWNER’S NOTICE, as applicableWHICH NOTICE SHALL SET FORTH (IN REASONABLE DETAIL) THE ITEMS OF OWNER’S WORK WHICH TENANT DISPUTES HAVE BEEN SUBSTANTIALLY COMPLETED. If Contractor contends that Owner has improperly required any such corrective action, Contractor shall proceed as directed by Owner in writing, but shall in all events retain its rights to recover any costs, damages and losses in connection therewith pursuant to Article 30. Notwithstanding any time periods that elapse prior to issuance of the Certificate of Substantial Completion, the “Substantial Completion Date” of the Project, shall be the day on which the last of the conditions of Section 13.2 was approved or deemed approved by Owner in accordance with this Section 13.3. If Owner fails to issue Owner’s Certificate determination is disputed by Tenant, and it is finally determined by agreement or Construction Arbitration that Owner’s determination was incorrect, then the number of Substantial Completion within five Business Days between two (52) Business Days after Tenant’s receipt of Owner’s notice of determination and the Notice of Substantial Completion and does not respond in writing within such five (5) Business Day period specifying the conditions to Substantial Completion on which Owner received Tenant’s notice of dispute (including that Contractor failed to satisfy as the basis for rejection of Contractor’s Notice of Substantial Completion, then Owner Business Day) shall be deemed days of Tenant Delay (but this sentence shall only apply to the first notice of Owner’s determination with respect to any particular portion of Owner’s Work). For example, assuming all of the days in this example are Business Days, if Owner’s notice of the Substantial Completion of Owner’s Initial Premises Work is received by Tenant on September 1, Owner receives Tenant’s notice of dispute on September 5 and Construction Arbitration determines that Owner’s Initial Premises Work was not substantially complete on the date set forth in Owner’s notice, then September 4 and September 5 are deemed days of Tenant Delay (and the immediately preceding sentence shall not apply to any subsequent notice from Owner to Tenant of the Substantial Completion of Owner’s Initial Premises Work). If Owner and Tenant cannot resolve the dispute within two (2) Business Days following Owner’s receipt of Tenant’s notice, the dispute shall be settled by Construction Arbitration. Pending the outcome of any Construction Arbitration, Owner’s determination shall control, without prejudice to Tenant’s position, and Tenant shall pay Base Rent and Additional Rent as provided in this Lease based upon such Owner’s determination. If, as a result of the determination of the Construction Arbitration, it is determined that Owner’s determination was incorrect, Owner shall, within twenty (20) Business Days after the Construction Arbitration, pay to Tenant the amount of Tenant’s overpayment of Base Rent and Additional Rent, if any with interest at the Late Charge Rate, and to the extent then determined, any payments under Section 5.1. Tenant shall use reasonable efforts to promptly notify Owner if Tenant becomes aware of any failure by Owner to file any required forms or applications with, or to have approved and acknowledged Substantial Completion and issued any required inspection of the OwnerBuilding by, any Governmental Authority, but Tenant’s Certificate failure to do so shall not be a Default, give rise to any liability on Tenant’s part, or relieve Owner from the consequences of Substantial Completionany such failure as expressly set forth in this Lease.