Common use of Performance of Tenant Improvement Work Clause in Contracts

Performance of Tenant Improvement Work. (a) Tenant shall, in good and workmanlike manner, cause the Tenant Improvement Work to be completed by a contractor chosen by the Tenant (the Tenant’s Contractor) in accordance with the Construction Documents. In performing such Tenant Improvements, Tenant shall comply with the provisions of Article 18 of the Lease. Landlord’s representatives may visit the Premises or the Building at intervals appropriate to the stage of construction of the Tenant Improvement Work so as to become familiar with the progress of such work. (b) The basis for award and the selection of the contractor(s) to perform the Tenant Improvement Work shall be determined solely by Tenant. The Tenant’s Contractor shall be retained by Tenant under such terms and conditions as Tenant shall deem appropriate for the proper and expeditious prosecution of the Tenant Improvement Work; provided, however, Tenant’s Contractor shall be subject to the various rules and restrictions of Landlord affecting building operations, tenant occupancy, clean-up, safety, coordination and insurance issues. (c) The work shall be performed by responsible contractors approved in advance by Landlord. Any such contractor shall not, in Landlord’s opinion, prejudice Landlord’s relationship with Landlord’s contractors or subcontractors or the relationship between such contractors and their subcontractors or employees, or disturb harmonious labor relations in the Building. The approved contractors and consultants shall furnish in advance and maintain in effect workers’ compensation insurance in accordance with statutory requirements and comprehensive general public liability insurance in accordance with the Exhibit E Insurance Requirements, attached to the Lease naming Landlord, Landlord’s mortgagee and others as required, and (if reasonably required by Landlord) Landlord’s contractors and subcontractors then performing work in the Building, as additional insured parties with limits satisfactory to Landlord, and who shall deliver releases of liens signed by Tenant’s Contractors and all subcontractors and materialmen for all work that has been performed and paid for to date each time that a draw is paid under the applicable contract. In addition, the provisions of Article 18 of the Lease regarding mechanics liens shall apply to the Tenant Improvement Work. In the event of an inconsistency between this paragraph 7 (c) and Article 18 of the Lease, the more strict provision shall prevail. (d) No such work shall be performed in such manner or at such times as to interfere with any work being done by any of Landlord’s or any of Tenant’s contractors and subcontractors in the Premises or in the Building generally. Landlord shall, however, endeavor to allow Tenant access for such work at reasonable times and at the earliest time consistent with the restrictions of this paragraph 7. Each of Tenant’s contractors shall be subject to the reasonable decisions of Landlord as to such matters, but Landlord shall not be responsible for any aspect of the work performed by Tenant’s contractors or for the coordination of the work of Tenant’s contractors with Landlord’s contractors and subcontractors. (e) Tenant shall be solely responsible for (i) the transportation, safekeeping and storage of materials and equipment used in the performance of work by its contractors, subcontractors, architects and engineers, (ii) for the removal of waste and debris resulting therefrom, (iii) for defects (latent or otherwise) left in work performed and/or improvements designed by its architects and engineers or contractors, and (iv) for any damage caused by any of Tenant’s contractors or consultants to any work performed by Landlord’s contractors and subcontractors. Tenant shall also indemnify and hold harmless Landlord and Landlord’s mortgagee from any and all claims arising out of Tenant’s and Tenant’s contractors’ and consultants’ actions. (f) Tenant shall not contract with any person or entity as to whom Landlord has reasonable objection. The terms and conditions of any contract for construction between Tenant and Tenant’s separate contractors shall be subject to the prior review and written approval of Landlord prior to execution.

Performance of Tenant Improvement Work. (a) Prior to performing the Tenant shallImprovement Work, in good Tenant shall solicit three (3) proposals from construction managers mutually acceptable to Landlord and workmanlike mannerTenant to manage the performance of the Tenant Improvement Work. Based on such proposals, cause Landlord and Tenant shall jointly select the construction manager to manage the performance of the Tenant Improvement Work. Tenant, with Landlord’s approval (which shall not be unreasonably withheld, conditioned or delayed), shall have the right to select the architect, engineers, consultants, general contractor, trades and the project manager of its choice to perform the Tenant Improvement Work. Within ten (10) days after Landlord’s receipt of a request for its approval to any proposed architect, engineer, consultant, general contractor, trades or project manager, Landlord shall either (i) give its written approval to such proposed architect, engineer, consultant, general contractor, trades or project manager, or (ii) acting reasonably, refuse to approve same, setting forth the reasons for such refusal. If Landlord fails to respond within such ten (10) day period, then Landlord shall be deemed to have approved such architect, engineer, consultant, general contractor, trades or project manager. Tenant shall contract directly with all architects, engineers, consultants, general contractors, trades and project managers and shall perform the Tenant Improvement Work to be completed by a contractor chosen by the Tenant (the Tenant’s Contractoror such portion thereof in question) in accordance with (i) the Construction Documents. In performing such Tenant ImprovementsFinal Tenant’s Plans (subject to subparagraph (b) below), (ii) good construction practices, and (iii) all applicable laws, regulations and ordinances of government authorities. (b) At any time after the Final Tenant’s Plans are approved (or deemed approved) by Landlord, Tenant shall be permitted to direct changes in the Tenant Improvement Work (each, a “Tenant Change Order”); provided that Tenant obtain Landlord’s consent to any Tenant Change Order that materially affects the structure of one or more of the Buildings or the mechanical systems therein (each, a “Material Tenant Change Order”). Within seven (7) days after its receipt of any proposed Material Tenant Change Order, Landlord (i) shall give its written approval thereto or (ii) If Landlord reasonably believes that such Material Tenant Change Order does not comply with the provisions Approval Criteria, shall request revisions or modifications to such Material Tenant Change Order (but only to the extent the same fails to comply with the Approval Criteria). Within five (5) days following receipt by Landlord of Article 18 any such revisions or modifications, Landlord shall give its written approval thereto or shall request other revisions or modifications thereto (but only to the extent Tenant has failed to comply with Landlord’s earlier requests). If Landlord shall fail to respond to any Material Tenant Change Order with its approval or request for revisions or modifications within the time periods provided above, such failure shall be deemed Landlord’s approval of such Material Tenant Change Order. Once approved or deemed approved by Landlord, a Material Tenant Change Order shall become part of the Lease. LandlordFinal Tenant’s representatives may visit Plans and the Premises work described in such Material Tenant Change Order shall become part of the Tenant Improvement Work. (c) Landlord shall reasonably cooperate with Tenant’s efforts to obtain any permits, certificates or the Building at intervals appropriate to the stage of construction final approvals in connection with any portion of the Tenant Improvement Work so as including, without limitation, executing and delivering any documents or instruments that Landlord is required to become familiar with the progress of such worksign and which are reasonably required by Tenant in connection therewith. (bd) The basis for award and the selection of the contractor(s) to perform the Tenant Improvement Work Landlord shall be determined solely by Tenant. The cooperate with Tenant’s Contractor shall be retained efforts to obtain any governmental incentives, including, without limitation, any financial assistance provided by Tenant under such terms the State of Connecticut Department of Economic and conditions as Tenant shall deem appropriate for Community Development or the proper and expeditious prosecution Connecticut Development Authority, respecting its performance of the Tenant Improvement Work. Specifically, in order to obtain a sales tax exemption with assistance from the Connecticut Development Authority, upon the request of Tenant, Landlord shall cause disbursements of the Tenant Improvement Allowance to be paid to a joint checking account held by Tenant and the Connecticut Development Authority. Such disbursements will be used to pay the costs of Tenant Improvement Work in accordance with the terms of this Lease and in accordance with procedures prescribed by the Connecticut Development Authority. (e) Landlord shall not be entitled to any fees respecting the Tenant Improvement Work, including, without limitation, supervisory or review fees; provided, however, that Tenant shall reimburse Landlord for its reasonable, out-of-pocket expenses incurred to third party professionals unaffiliated with Landlord for the review of Tenant’s Contractor shall be subject to Plans and for the various rules and restrictions supervising of Landlord affecting building operations, tenant occupancy, clean-up, safety, coordination and insurance issues. (c) The work shall be performed by responsible contractors approved in advance by Landlord. Any such contractor shall not, in Landlord’s opinion, prejudice Landlord’s relationship with Landlord’s contractors or subcontractors or the relationship between such contractors and their subcontractors or employees, or disturb harmonious labor relations in the Building. The approved contractors and consultants shall furnish in advance and maintain in effect workers’ compensation insurance in accordance with statutory requirements and comprehensive general public liability insurance in accordance with the Exhibit E Insurance Requirements, attached to the Lease naming Landlord, Landlord’s mortgagee and others as required, and (if reasonably required by Landlord) Landlord’s contractors and subcontractors then performing work in the Building, as additional insured parties with limits satisfactory to Landlord, and who shall deliver releases of liens signed by Tenant’s Contractors and all subcontractors and materialmen for all work that has been performed and paid for to date each time that a draw is paid under the applicable contract. In addition, the provisions of Article 18 of the Lease regarding mechanics liens shall apply to the Tenant Improvement Work. In the event of an inconsistency between this paragraph 7 (c) and Article 18 of the Lease, the more strict provision but such expenses shall prevail. (d) No such work shall be performed in such manner not include any costs or at such times as expenses payable to interfere with any work being done by any mortgagee or ground lessor of Landlord, or any professional engaged on such mortgagee’s or any ground lessor’s behalf, said expenses being the responsibility of Tenant’s contractors and subcontractors in the Premises or in the Building generally. Landlord shall, however, endeavor to allow Tenant access for such work at reasonable times and at the earliest time consistent with the restrictions of this paragraph 7. Each of Tenant’s contractors shall be subject to the reasonable decisions of Landlord as to such matters, but Landlord shall not be responsible for any aspect of the work performed by Tenant’s contractors or for the coordination of the work of Tenant’s contractors with Landlord’s contractors and subcontractors. (e) Tenant shall be solely responsible for (i) the transportation, safekeeping and storage of materials and equipment used in the performance of work by its contractors, subcontractors, architects and engineers, (ii) for the removal of waste and debris resulting therefrom, (iii) for defects (latent or otherwise) left in work performed and/or improvements designed by its architects and engineers or contractors, and (iv) for any damage caused by any of Tenant’s contractors or consultants to any work performed by Landlord’s contractors and subcontractors. Tenant shall also indemnify and hold harmless Landlord and Landlord’s mortgagee from any and all claims arising out of Tenant’s and Tenant’s contractors’ and consultants’ actions. (f) Tenant shall not contract with any person or entity as to whom Landlord has reasonable objection. The terms and conditions of any contract for construction between Tenant and Tenant’s separate contractors shall be subject to the prior review and written approval of Landlord prior to execution.

Performance of Tenant Improvement Work. (a) Tenant shall, in good and workmanlike manner, cause the Tenant Improvement Work (which shall include the work to be performed by Tenant in the Expansion Space) to be completed by a contractor the Tenant and various contractors chosen by the Tenant (the Tenant’s Contractor) in accordance with the Construction DocumentsTenant Improvement Plans which have been approved by Landlord. In performing such Tenant ImprovementsImprovement Work, Tenant shall comply with the provisions of Article 18 of the Lease. Landlord’s representatives may visit the Premises or the Building at intervals appropriate to the stage of construction of the Tenant Improvement Work so as to become familiar with the progress of such work. Prior to the commencement of any Tenant Improvement Work in connection with the Expansion Space, Tenant shall obtain Landlord’s approval of the plans and specifications for the work to be performed in accordance with the provisions of Article 13 (b) of the Lease. In addition, prior to commencement of any Tenant Improvement Work upon the Expansion Space Tenant shall have furnished to Landlord the Tenant Construction Insurance applicable to the Expansion Space as required in Article 2 of the Lease and as set forth in paragraph 7 (c), below. Tenant agrees to reimburse Landlord for all out of pocket expenses (including but not limited to, professional consultant’s fees) incurred by Landlord and a reasonable administrative fee in connection with the review of Tenant’s plans and specifications for the Expansion Space. (b) The Except for Tenant Improvement Work in connection with the Expansion Space, and except for modifications to the structural components of the Premises, the basis for award and the selection of the contractor(s) to perform the Tenant Improvement Work shall be determined solely by Tenant. The Tenant’s Contractor shall be retained by Tenant under such terms and conditions as Tenant shall deem appropriate for the proper and expeditious prosecution of the Tenant Improvement Work; provided, however, Tenant’s Contractor shall be subject to the various rules and restrictions of Landlord affecting building operations, tenant occupancy, clean-up, safety, coordination and insurance issues. Landlord shall have the right to approve the selection of Tenant’s Contractor to perform the Tenant Improvement Work upon the Expansion Space. In addition, Landlord shall have the right to designate the Tenant’s Contractor in connection with any modifications to the structural components of the Premises. (c) The work, including but not limited to work in connection with the Expansion Space, shall be performed by responsible contractors approved in advance by Landlord. Any such contractor shall not, in Landlord’s opinion, prejudice Landlord’s relationship with Landlord’s contractors or subcontractors or the relationship between such contractors and their subcontractors or employees, or disturb harmonious labor relations in the Building. The approved contractors and consultants shall furnish in advance and maintain in effect workers’ compensation insurance in accordance with statutory requirements and comprehensive general public liability insurance in accordance with the Exhibit E Insurance Requirements, attached to the Lease naming Landlord, Landlord’s mortgagee and others as required, and (if reasonably required by Landlord) Landlord’s contractors and subcontractors then performing work in the Building, as additional insured parties with limits satisfactory to Landlord, and who shall deliver releases of liens signed by Tenant’s Contractors and all subcontractors and materialmen for all work that has been performed (including work performed in the Expansion Space) and paid for to date each time that a draw is paid under the applicable contract. In addition, the provisions of Article 18 14 of the Lease regarding mechanics liens shall apply to the Tenant Improvement Work. In the event of an inconsistency between this paragraph 7 (c) and Article 18 of the Lease, the more strict provision shall prevail. In addition to other rights of inspection provided in this Work Letter, Landlord shall have the right to enter and inspect the work performed by Tenant in the Expansion Space during reasonable times on business days. (d) No such work shall be performed in such manner or at such times as to interfere with any work being done by any of Landlord’s or any of Tenant’s contractors and subcontractors in the Premises or in the Building generally. Landlord shall, however, endeavor to allow Tenant access for such work at reasonable times and at the earliest time consistent with the restrictions of this paragraph 7. Each of Tenant’s contractors shall be subject to the reasonable decisions of Landlord as to such matters, but Landlord shall not be responsible for any aspect of the work performed by Tenant’s contractors or for the coordination of the work of Tenant’s contractors with Landlord’s contractors and subcontractors. (e) Tenant shall be solely responsible for (i) the transportation, safekeeping and storage of materials and equipment used in the performance of work by its contractors, subcontractors, architects and engineers, (ii) for the removal of waste and debris resulting therefrom, (iii) for defects (latent or otherwise) left in work performed and/or improvements designed by its architects and engineers or contractors, and (iv) for any damage caused by any of Tenant’s contractors or consultants to any work performed by Landlord’s contractors and subcontractors. Tenant shall also indemnify and hold harmless Landlord and Landlord’s mortgagee from any and all claims arising out of Tenant’s and Tenant’s contractors’ and consultants’ actions. (f) Tenant shall not contract with any person or entity as to whom Landlord has reasonable objection. The terms and conditions of any contract for construction between Tenant and Tenant’s separate contractors shall be subject to the prior review and written approval of Landlord prior to execution.

Performance of Tenant Improvement Work. (a) Landlord shall obtain all local licenses, permits and approvals (whether governmental or non-governmental) required to perform the construction of Tenant shallImprovement Work from the Xxxxxxx Building Department. Notwithstanding anything contained in the Lease to the contrary, it shall not be Landlord’s responsibility to obtain the approval of the Town of Xxxxxxx Health Department or any other required federal, state and/or local licenses, permits and approvals (governmental or private) required to operate and use the Retained Premises for the Permitted Use except to the extent any such licenses, permits or approvals are required from the Town of Xxxxxxx Building Department to sign off construction of the Tenant Improvement Work for general occupancy of the Premises and not related to Tenant’s particular use of the Premises. Further and notwithstanding anything in good this Amendment and/or the Lease to the contrary, Tenant and workmanlike mannernot Landlord and GMP Contractor shall be responsible for compliance of the Construction Documents with applicable codes and laws. The foregoing shall not relieve the GMP Contractor or any subcontractors from their respective obligations to ensure that materials ordered and installed by such parties as part of the Tenant Improvement Work are in compliance with the Construction Documents. (b) Promptly after the later to occur of (i) the issuance of a building permit for the Tenant Improvement Work, cause and (ii) Landlord’s entry into the GMP Contract for the Tenant Improvement Work, Landlord will use commercially reasonable efforts and due diligence to perform the Tenant Improvement Work to be completed by a contractor chosen by achieve Substantial Completion of the Tenant Improvement Work in accordance with the Phasing Schedule (subject to Tenant Delay, Change Orders and/or Force Majeure). (c) The Tenant Improvement Work shall be (i) performed in a good and workmanlike manner using new materials (unless used and/or existing materials are called for under the Tenant’s ContractorConstruction Documents), (ii) subject to and in accordance with all Legal Requirements (as defined in Section 6 of this Amendment), and (iii) completed in accordance with the Construction DocumentsDocuments (including approved Change Orders). (d) Landlord will reasonably cooperate with Tenant and Tenant’s Representative in the performance of the Tenant Improvement Work to provide Tenant access to the Premises both prior to and during construction and the right to attend all job meetings between Landlord and GMP Contractor for the Tenant Improvement Work and to review subcontractor submittals and shop drawings. In performing such Tenant Improvements, Tenant shall comply with have the provisions of Article 18 of right to have Tenant’s Representative or other qualified engineer or contractor inspect the Lease. Landlord’s representatives may visit the Premises or the Building at intervals appropriate to the stage quality of construction of the Tenant Improvement Work so as to become familiar with the progress of such work. (b) The basis for award and the selection Base Building Work and the compliance of the contractor(s) to perform the Tenant Improvement Work shall with the Construction Documents, provided such inspection is performed at a time mutually agreeable to Landlord and Tenant and which will not cause any delay in the performance of the Tenant Improvement Work or the Base Building Work. Landlord agrees to notify Tenant (which notice may be determined solely by Tenant. The Tenant’s Contractor shall be retained by Tenant under such terms oral) of all job meetings held with the general contractor and conditions as Tenant shall deem appropriate for related to the proper and expeditious prosecution scheduling, design, modifications, change orders, or cost reporting or pricing of the Tenant Improvement Work; provided, however, Tenant. Tenant shall have the right to review and approve change orders to any portion of the Tenant Improvement Work proposed by Landlord or GMP Contractor. Tenant and its contractors and representatives shall work harmoniously and cooperate with Landlord and its contractors and representatives and not unreasonably interfere with Landlord’s Contractor shall be subject to the various rules and restrictions of Landlord affecting building operations, tenant occupancy, clean-up, safety, coordination and insurance issuesWork. (ce) The work In addition to insurance required to be maintained by Landlord under the Lease, Landlord shall be performed by responsible contractors approved in advance by Landlord. Any such contractor carry and maintain with respect to the Project at all times during the design and construction of the Base Building Work and the Tenant Improvement Work, and shall notrequire GMP Contractor, in Landlord’s opinion, prejudice Landlord’s relationship with Landlord’s contractors or subcontractors or the relationship between such architect and all contractors and their subcontractors subcontractors, as applicable, to maintain at all times during the design and construction of the Base Building Work and Tenant Improvement Work, written by insurers rated by A.M. Best & Co., with a minimum rating of (or employees, or disturb harmonious labor relations equivalent to) A-IX and qualified to do business in the Building. The approved contractors Commonwealth of Massachusetts the types of insurance and consultants shall furnish minimum coverage amounts hereinafter set forth: (1) property insurance written on a builder’s risk “all-risk” or equivalent policy form in advance the total value for the Base Building Work and maintain in effect Tenant Improvement Work, as applicable, at the site on a replacement cost basis without optional deductibles; (2) workers’ compensation insurance in accordance with statutory requirements amounts and comprehensive general public employer’s liability insurance in accordance the amount of $1,000,000 for bodily injury or disease and with a wavier of subrogation included in such policies on behalf of Tenant, including policies of subcontractors; (3) commercial automobile vehicle insurance covering owned, non-owned and hired vehicles for personal injury in the Exhibit E Insurance Requirementsamount of $1,000,000 combined single limit for bodily injury and for property damage and with a waiver of subrogation included in such policy on behalf of Tenant; (4) commercial general liability coverage for bodily injury, attached to personal injury and property damage in the Lease naming Landlord, Landlord’s mortgagee amount of $1,000,000 per occurrence and others as required, $2,000,000 aggregate limit and umbrella coverage in the amount of $10,000,000 and with a waiver of subrogation included in such policy on behalf of Tenant; and (if reasonably required by Landlord5) Landlord’s contractors coverage for negligent acts, errors and subcontractors then performing work omissions arising out of the performance of professional services included in the Building, GMP Contract. Such insurance carried by Landlord may be part of a blanket policy. Tenant shall be named as a certificate holder and additional insured parties with limits satisfactory to Landlord, on all comprehensive general liability insurance coverages required under this Section 5(e) and who shall deliver releases of liens signed by Tenant’s Contractors under the GMP Contract and all subcontractors and materialmen for all work that has been performed and paid for such comprehensive general liability insurance coverages shall be made primary to date each time that a draw is paid any insurance carried by Tenant under the applicable contractLease. In addition, the provisions The cost of Article 18 of the Lease regarding mechanics liens shall apply such insurance documented as allocable to the Tenant Improvement Work. In the event of an inconsistency between Work under this paragraph 7 (c) and Article 18 of the Lease, the more strict provision shall prevail. (d) No such work shall be performed in such manner or at such times as to interfere with any work being done by any of Landlord’s or any of Tenant’s contractors and subcontractors in the Premises or in the Building generally. Landlord shall, however, endeavor to allow Tenant access for such work at reasonable times and at the earliest time consistent with the restrictions of this paragraph 7. Each of Tenant’s contractors shall be subject to the reasonable decisions of Landlord as to such matters, but Landlord shall not be responsible for any aspect of the work performed by Tenant’s contractors or for the coordination of the work of Tenant’s contractors with Landlord’s contractors and subcontractors. (e) Tenant shall be solely responsible for (i) a part of the transportation, safekeeping and storage of materials and equipment used in the performance of work by its contractors, subcontractors, architects and engineers, (ii) for the removal of waste and debris resulting therefrom, (iii) for defects (latent or otherwise) left in work performed and/or improvements designed by its architects and engineers or contractors, and (iv) for any damage caused by any of Tenant’s contractors or consultants to any work performed by Landlord’s contractors and subcontractors. Tenant shall also indemnify and hold harmless Landlord and Landlord’s mortgagee from any and all claims arising out of Tenant’s and Tenant’s contractors’ and consultants’ actionsTotal Costs. (f) Tenant shall not contract with any person or entity as to whom Landlord has reasonable objection. The terms and conditions of any contract for construction between Tenant and Tenant’s separate contractors shall be subject to the prior review and written approval of Landlord prior to execution.