Common use of Plans and Specifications Clause in Contracts

Plans and Specifications. Prior to making any Alterations, Tenant, at its expense, shall (i) submit to Landlord for its information (and approval to the extent herein provided), detailed plans and specifications, if customarily prepared for similar Alterations or required in order to file for any required governmental permits (including layout, architectural, mechanical, electrical, plumbing, sprinkler and structural drawings), of each proposed Alteration (other than Decorative Alterations with respect to the Ancillary Space), (ii) with respect to an Alteration affecting any Independent System, submit proof that such Alteration has been designed by an engineer approved by Landlord, which approval shall not be unreasonably withheld or delayed, for the affected Independent System, (iii) with respect to an Alteration affecting a Building System, submit the plans and specifications for review by Landlord’s designated building engineer at Tenant’s cost, (iv) obtain all permits, approvals and certificates required by any Governmental Authorities, and (v) furnish to Landlord duplicate original policies or certificates of worker’s compensation (covering all persons to be employed by Tenant, and Tenant’s contractors and subcontractors in connection with such Alteration) and comprehensive public liability (including property damage coverage) insurance and Builder’s Risk coverage (issued on a completed value basis) all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, the Indemnitees and any other parties designated by Landlord as additional insureds. Upon Tenant’s request, Landlord shall reasonably cooperate with Tenant in obtaining any permits, approvals or certificates required to be obtained by Tenant in connection with any permitted Alteration (if the provisions of the applicable Requirement require that Landlord join in such application), provided that Tenant shall reimburse Landlord for any actual, third party, out of pocket cost, expense or liability in connection therewith. Tenant’s requests for Landlord’s approval of an engineer shall be deemed granted if not denied within 15 days after written request therefor to the extent provided in Section 5.1(b).

Plans and Specifications. Prior After Landlord receives and approves Tenant’s Space Plan as provided above, Tenant will cause Tenant’s Architect to making prepare the Plans and Specifications for the Tenant Improvements. Landlord will approve or disapprove (specifically describing any Alterationsreasons for disapproval) the Plans and Specifications in writing within ten (10) Business Days after receiving them. If Landlord disapproves the Plans and Specifications, Tenant, at its expense, shall (i) submit Tenant will provide appropriately revised Plans and Specifications to Landlord for its information approval (or disapproval) within five (5) Business Days on the same basis as set forth above. After Landlord’s approval, Tenant will submit the Plans and approval to Specifications for permits and construction bids. No deviation from the extent herein provided)Building Standard will be permitted in the Space Plan or the Plans and Specifications, detailed plans and specifications, if customarily prepared for similar Alterations or required in order to file for any required governmental permits (including layout, architectural, mechanical, electrical, plumbing, sprinkler and structural drawings), of each proposed Alteration (other than Decorative Alterations provided reasonable deviations with respect to the Ancillary Space)ceiling, lighting, painting, flooring and wall covering may be permitted with Landlord’s approval. Landlord will not approve any deviations which Landlord believes (a) do not conform to applicable codes, ordinances and other Laws or are disapproved by any governmental agency, (iib) require services beyond the level normally provided to other tenants in the Building, or (c) are of a nature or quality that are inconsistent with respect to Landlord’s overall plan or objectives for the Building. No approval by Landlord of any deviation constitutes an Alteration affecting any Independent System, submit proof acknowledgment by Landlord that such Alteration has been designed by an engineer approved by deviations are in conformance with applicable codes, ordinances and other Laws. In the event that Landlord’s approval shall be required in this Tenant Improvements Agreement, which then notwithstanding anything to the contrary set forth in the Lease, Landlord’s approval shall not be unreasonably withheld withheld, conditioned, or delayed, for the affected Independent System, (iii) with respect to an Alteration affecting a Building System, submit the plans and specifications for review by Landlord’s designated building engineer at Tenant’s cost, (iv) obtain all permits, approvals and certificates required by any Governmental Authorities, and (v) furnish to Landlord duplicate original policies or certificates of worker’s compensation (covering all persons to be employed by Tenant, and Tenant’s contractors and subcontractors in connection with such Alteration) and comprehensive public liability (including property damage coverage) insurance and Builder’s Risk coverage (issued on a completed value basis) all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, the Indemnitees and any other parties designated by Landlord as additional insureds. Upon Tenant’s request, Landlord shall reasonably cooperate with Tenant in obtaining any permits, approvals or certificates required to be obtained by Tenant in connection with any permitted Alteration (if the provisions of the applicable Requirement require that Landlord join in such application), provided that Tenant shall reimburse Landlord for any actual, third party, out of pocket cost, expense or liability in connection therewith. Tenant’s requests for Landlord’s approval of an engineer shall be deemed granted if not denied within 15 days after written request therefor to the extent provided in Section 5.1(b).

Plans and Specifications. Prior to making any AlterationsAlterations ------------------------ which require Landlord's consent, Tenant, at its expense, shall (i) submit to Landlord for its information (and approval to the extent herein provided)written approval, detailed plans and specifications, if customarily prepared for similar Alterations or required in order to file for any required governmental permits specifications (including layout, architectural, mechanical, electrical, plumbing, sprinkler and structural drawings), ) of each proposed Alteration (other than Decorative Alterations Alteration, and with respect to the Ancillary Space), (ii) with respect to an any Alteration affecting any Independent Building System, Tenant shall submit proof that such the Alteration has been designed by an by, or reviewed and approved by, Landlord's designated engineer approved by Landlord, which approval shall not be unreasonably withheld or delayed, for the affected Independent System, (iii) with respect to an Alteration affecting a Building System, submit the plans and specifications for review by Landlord’s designated building engineer at Tenant’s cost, ; (iv) obtain all permits, approvals and certificates required by any Governmental Authorities, and (vii) furnish to Landlord duplicate original policies or certificates of worker’s 's compensation (covering all persons to be employed by Tenant, and Tenant’s 's contractors and subcontractors in connection with such Alteration) and comprehensive public liability (including property damage coverage) insurance and Builder’s 's Risk coverage (issued on a completed value basis) all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, the Indemnitees Landlord's managing agent, and their respective employees and agents, any Lessor and any other parties designated by Landlord Mortgagee as additional insuredsinsureds and (iii) with respect to any Alterations individually costing at least Five Hundred Thousand Dollars ($500,000.00), furnish to Landlord such other evidence of Tenant's ability to complete and to fully pay for such Alterations (which may include a requirement that Tenant obtain payment and performance bonds) as is reasonably satisfactory to Landlord. Prior to making any and all Alterations, Tenant, at its expense, shall obtain all permits, approvals and certificates required by any Governmental Authorities and deliver copies thereof to Landlord. In no event shall Tenant be required to post any payment or performance bonds in connection with the performance of any Decorative Alterations. If Landlord does not respond in writing within ten (10) Business Days of receipt of Tenant's plans and specifications, stating with specificity its reasons therefor, Tenant shall deliver a second notice to Landlord, stating in bold type on the first page thereof "URGENT - DELAY NOTICE," which notice may be delivered by facsimile to Landlord at 000-000-0000 and at 212-935-8235 and as otherwise set forth in Article 27, and if Landlord fails to respond within five (5) days thereafter, Landlord's consent shall be deemed given. Upon Tenant’s 's request, Landlord shall reasonably cooperate with Tenant in obtaining any permits, approvals or certificates required to be obtained by Tenant in connection with any permitted Alteration (if the provisions of the applicable Requirement require that Landlord join in such application), provided that Tenant Landlord shall reimburse Landlord for any actual, third party, out of pocket incur no cost, expense or liability in connection therewith. Tenant’s requests for Landlord’s approval of an engineer shall be deemed granted if not denied within 15 days after written request therefor to the extent provided in Section 5.1(b).

Plans and Specifications. Prior to making any Alterations, Tenant, at its expense, shall (i) submit to Landlord for its information (and approval to the extent herein provided)approval, which shall not be unreasonably withheld or delayed except as set forth herein, detailed plans and specifications, if customarily prepared for similar Alterations or required in order to file for any required governmental permits specifications (including layout, architectural, mechanical, electrical, plumbing, sprinkler and structural drawings), ) of each proposed Alteration (other than Decorative Alterations Alterations), and with respect to the Ancillary Space), (ii) with respect to an any Alteration affecting any Independent Building System, Tenant shall submit proof that such the Alteration has been designed by an by, or reviewed and approved by, Landlord's designated engineer approved by Landlord, which approval shall not be unreasonably withheld or delayed, for the affected Independent Building System, (iii) with respect to an Alteration affecting a Building System, submit the plans and specifications for review by Landlord’s designated building engineer at Tenant’s cost, (ivii) obtain all permits, approvals and certificates required by any Governmental Authorities, Authorities and (viii) furnish to Landlord duplicate original policies or certificates of worker’s 's compensation (covering all persons to be employed by Tenant, and Tenant’s 's contractors and subcontractors in connection with such Alteration) and ), comprehensive public liability (including property damage coverage) insurance and Builder’s 's Risk coverage (issued on a completed value basis) all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, the Indemnitees Landlord's Agent, and their respective employees and agents, any Lessor and any other parties designated by Landlord Mortgagee as additional insuredsinsureds and (iv) furnish to Landlord such other evidence of Tenant's ability to complete and to fully pay for such Alterations (other than Decorative Alterations) as is reasonably satisfactory to Landlord, however, in the event the aggregate cost of such Alterations (other than Decorative Alterations) exceeds $150,000.00, then Tenant shall deliver to Landlord an irrevocable letter of credit in form, an amount and from an issuing bank with principal offices in the United States and local offices in the State of New York, each reasonably satisfactory to Landlord, as security for Tenant's ability to pay for such Alterations. Upon The amount of the letter of credit may be reduced by corresponding amounts on account of lien waivers from Tenant’s request's contractors. Following any such reduction, any replacement letter of credit shall be subject to the same requirements set forth in this Section 5.1(b). In connection with any submission to Landlord pursuant to clause (i) above, Landlord shall reasonably cooperate with advise Tenant in obtaining whether or not any permits, approvals or certificates required to be obtained by Tenant in connection with any permitted Alteration (if the provisions of the applicable Requirement require Alterations described in the submitted plans and specifications constitute Specialty Alterations, and, if so, whether or not Landlord requires that Landlord join in such application), provided that Specialty Alterations be removed at the end of the Term. Tenant shall reimburse give Landlord not less than 5 Business Days notice prior to performing any Decorative Alteration which notice shall contain a description of such Decorative Alteration. The review/alteration of Tenant drawings and/or specifications by Landlord and any of its representatives is not intended to verify Tenant's engineering or design requirements and/or solutions. Notwithstanding the foregoing, Landlord may withhold consent for any actual, third party, out of pocket cost, expense Alteration or liability Decorative Alteration that is inconsistent and not reasonably in connection therewith. Tenant’s requests for Landlord’s approval of an engineer shall be deemed granted if not denied within 15 days after written request therefor conformance with aesthetic standards applicable to the extent provided comparable buildings in Section 5.1(b)Manhattan.

Plans and Specifications. Prior Where Landlord's approval is ------------------------ required, prior to making any Alterations affecting structure, Building Systems, exterior elements or which require the issuance of a building permit ("Major Alterations"), Tenant, at its expense, shall (i) submit to Landlord for its information (and approval to the extent herein provided)written approval, reasonably detailed plans and specificationsspecifications (including, if customarily prepared for similar Alterations or required in order to file for any required governmental permits (including where relevant and appropriate, layout, architectural, mechanical, electrical, plumbing, sprinkler and structural drawings), ) of each proposed Alteration (other than Decorative Alterations Alteration, and with respect to any Alteration affecting any Building System, Tenant shall submit proof that the Ancillary SpaceAlteration has been designed by, or, provided such party is readily available to perform such review, reviewed and approved by, Landlord's designated engineer for the affected Building System (the reasonable cost of such review and approval to be at Tenant's expense), (ii) with respect to an Alteration affecting any Independent System, submit proof that such Alteration has been designed by an engineer approved by Landlord, which approval shall not be unreasonably withheld or delayed, for the affected Independent System, (iii) with respect to an Alteration affecting a Building System, submit the plans and specifications for review by Landlord’s designated building engineer at Tenant’s cost, (iv) obtain all permits, approvals and certificates required by any Governmental Authorities, and (viii) furnish to Landlord duplicate original policies or certificates of worker’s 's compensation (covering all persons to be employed by Tenant, and Tenant’s 's contractors and subcontractors in connection with such Alteration) and comprehensive public liability (including property damage coverage) insurance and Builder’s 's Risk coverage (issued on a completed value basis) all in such form), with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, the Indemnitees and any other parties designated required by Landlord as additional insuredsArticle 12 hereof. Upon Tenant’s 's request, Landlord shall reasonably cooperate ---------- with Tenant in obtaining any permits, approvals or certificates required to be obtained by Tenant in connection with any permitted Alteration (if the provisions of the applicable Requirement require that Landlord join in such application), provided that Tenant Landlord shall reimburse Landlord for any actual, third party, out of pocket cost, incur no cost or expense or liability in connection therewith. Tenant’s requests for Landlord’s approval of an engineer shall be deemed granted if not denied within 15 days after written request therefor to the extent provided in Section 5.1(b).

Plans and Specifications. Prior to making any Alterations, Tenant, at its expense, shall (i) submit to Landlord for its information (and approval to the extent herein provided), detailed plans and specifications, if customarily prepared for similar Alterations or required in order to file for any required governmental permits (including layout, architectural, mechanical, electrical, plumbing, sprinkler and structural drawings), of each proposed Alteration (other than Decorative Alterations with respect to the Ancillary Space), (ii) with respect to an Alteration affecting any Independent System, submit proof that such Alteration has been designed by an engineer approved by Landlord, which approval shall not be unreasonably withheld or delayed, for the affected Independent System, (iii) with respect to an Alteration affecting a Building System, submit the plans and specifications for review by LandlordXxxxxxxx’s designated building engineer at Tenant’s cost, (iv) obtain all permits, approvals and certificates required by any Governmental Authorities, and (v) furnish to Landlord duplicate original policies or certificates of worker’s compensation (covering all persons to be employed by Tenant, and Tenant’s contractors and subcontractors in connection with such Alteration) and comprehensive public liability (including property damage coverage) insurance and Builder’s Risk coverage (issued on a completed value basis) all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, the Indemnitees and any other parties designated by Landlord as additional insureds. Upon Tenant’s request, Landlord shall reasonably cooperate with Tenant in obtaining any permits, approvals or certificates required to be obtained by Tenant in connection with any permitted Alteration (if the provisions of the applicable Requirement require that Landlord join in such application), provided that Tenant shall reimburse Landlord for any actual, third party, out of pocket cost, expense or liability in connection therewith. TenantXxxxxx’s requests for LandlordXxxxxxxx’s approval of an engineer shall be deemed granted if not denied within 15 days after written request therefor to the extent provided in Section 5.1(b).

Plans and Specifications. Prior to making any Alterations, Tenant, at its expense, shall (i) submit to Landlord for its information (and approval to the extent herein provided)approval, detailed plans and specifications, if customarily prepared for similar Alterations or required in order to file for any required governmental permits specifications (including layout, architectural, mechanical, electrical, plumbing, sprinkler and structural drawings), ) of each proposed Alteration (other than Decorative Alterations Alterations), and with respect to the Ancillary Space), (ii) with respect to an any Alteration affecting any Independent Building System, Tenant shall submit proof that such the Alteration has been designed by an by, or reviewed and approved by, Landlord's designated engineer approved by Landlord, which approval shall not be unreasonably withheld or delayed, for the affected Independent Building System, (iii) with respect to an Alteration affecting a Building System, submit the plans and specifications for review by Landlord’s designated building engineer at Tenant’s cost, (ivii) obtain all permits, approvals and certificates required by any Governmental Authorities, and (viii) furnish to Landlord duplicate original policies or certificates of worker’s 's compensation (covering all persons to be employed by Tenant, and Tenant’s 's contractors and subcontractors in connection with such Alteration) and comprehensive public liability (including property damage coverage) insurance and Builder’s 's Risk coverage (issued on a completed value basis) all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, the Indemnitees Landlord's managing agent, and their respective employees and agents, any Lessor and any other parties designated by Landlord Mortgagee as additional insuredsinsureds and (iv) furnish to Landlord such other evidence of Tenant's ability to complete and to fully pay for such Alterations (other than Decorative Alterations) as is reasonably satisfactory to Landlord. Upon Tenant’s 's request, Landlord shall reasonably cooperate with Tenant in obtaining any permits, approvals or certificates required to be obtained by Tenant in connection with any permitted Alteration (if the provisions of the applicable Requirement require that Landlord join in such application), provided that Tenant shall reimburse Landlord for any actual, third party, out of reasonable out-of-pocket cost, expense or liability in connection therewith. Tenant’s requests Tenant shall give Landlord not less than 5 Business Days' notice prior to performing any Decorative Alteration which notice shall contain a description of such Decorative Alteration. If Landlord shall deny any request for approval to any Alteration, Landlord shall provide Tenant with a reasonably detailed explanation of the reason(s) for such denial. Any plans and specifications resubmitted by Tenant to Landlord for Landlord’s 's approval reflecting changes or additions made to such plans and specifications as requested by Landlord ("Tenant's Resubmission") shall be approved or denied by Landlord, subject to Section 5.1(a), within 5 Business Days following Tenant's Resubmission. If Landlord shall fail to respond to Tenant's request for approval to any Initial Installations within 15 Business Days following the submission of an engineer final and complete plans and specifications thereof (or within 5 Business Days after Tenant's Resubmission), as applicable, Landlord shall be deemed to have granted such approval, provided Landlord fails to respond to Tenant within 5 Business Days after receipt of a second notice from Tenant (which notice may only be sent if not denied Landlord failed to respond within said 15 days after written request therefor or 5 Business Day period, as aforesaid, and such notice shall expressly state in bold letters that Landlord's failure to timely respond thereto shall be deemed approval of the extent provided in Section 5.1(bInitial Installations which are the subject of such notice).

Plans and Specifications. Prior to making any AlterationsAlterations which ------------------------ require Landlord's consent, Tenant, at its expense, shall (i) submit to Landlord for its information (and approval to the extent herein provided)written approval, detailed plans and specifications, if customarily prepared for similar Alterations or required in order to file for any required governmental permits specifications (including layout, architectural, mechanical, electrical, plumbing, sprinkler and structural drawings), ) of each proposed Alteration (other than Decorative Alterations Alteration, and with respect to the Ancillary Space), (ii) with respect to an any Alteration affecting any Independent Building System, Tenant shall submit proof that such the Alteration has been designed by an by, or reviewed and approved by, Landlord's designated engineer approved by Landlord, which approval shall not be unreasonably withheld or delayed, for the affected Independent Building System, (iii) with respect to an Alteration affecting a Building System, submit the plans and specifications for review by Landlord’s designated building engineer at Tenant’s cost, (ivii) obtain all permits, approvals and certificates required by any Governmental Authorities, and (viii) furnish to Landlord duplicate original policies or certificates of worker’s 's compensation (covering all persons to be employed by Tenant, and Tenant’s 's contractors and subcontractors in connection with such Alteration) and comprehensive public liability (including property damage coverage) insurance and Builder’s 's Risk coverage (issued on a completed value basis) all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, the Indemnitees Landlord's managing agent, and their respective employees and agents, any Lessor and any other parties designated by Landlord Mortgagee as additional insuredsinsureds and (iv) with respect to any Alterations individually costing at least Five Hundred Thousand Dollars ($500,000.00), furnish to Landlord such other evidence of Tenant's ability to complete and to fully pay for such Alterations (which may include a requirement that Tenant obtain payment and performance bonds) as is reasonably satisfactory to Landlord. In no event shall Tenant be required to post any payment or performance bonds in connection with the performance of any Decorative Alterations. If Landlord does not respond in writing within ten (10) Business Days of receipt of Tenant's plans and specifications, stating with specificity its reasons therefor, Tenant shall deliver a second notice to Landlord, stating in bold type on the first page thereof "URGENT - DELAY NOTICE," which notice may be delivered by facsimile to Landlord at 000-000-0000 and at 212-935-8235 and as otherwise set forth in Article 27, and if Landlord fails to respond within five (5) days thereafter, Landlord's consent shall be deemed given. Upon Tenant’s 's request, Landlord shall reasonably cooperate with Tenant in obtaining any permits, approvals or certificates required to be obtained by Tenant in connection with any permitted Alteration (if the provisions of the applicable Requirement require that Landlord join in such application), provided that Tenant Landlord shall reimburse Landlord for any actual, third party, out of pocket incur no cost, expense or liability in connection therewith. Tenant’s requests for Landlord’s approval of an engineer shall be deemed granted if not denied within 15 days after written request therefor to the extent provided in Section 5.1(b).

Plans and Specifications. Prior to making any AlterationsAlterations (including the Initial Installations), Tenant, at its expense, shall (i) excepting only for Decorative Alterations, submit to Landlord for its information (and approval to the extent herein provided)approval, detailed plans and specifications, if customarily prepared specifications (“Plans”) for similar Alterations or required in order to file for any required governmental permits (including layout, architectural, mechanical, electrical, plumbing, sprinkler and structural drawings), of each such proposed Alteration (other than Decorative Alterations with respect to the Ancillary Space)Alteration, (ii) with respect to an Alteration affecting any Independent System, submit proof that such Alteration has been designed by an engineer approved by Landlord, which approval shall not be unreasonably withheld or delayed, for the affected Independent System, (iii) with respect to an Alteration affecting a Building System, submit the plans and specifications for review by Landlord’s designated building engineer at Tenant’s cost, (iv) obtain all permits, approvals and certificates required by any Governmental AuthoritiesAuthorities for the proposed Alteration, and furnish copies thereof to Landlord, (viii) if and to the extent not previously provided to Landlord by Tenant, furnish to Landlord duplicate original copies of policies or certificates of worker’s compensation insurance (covering all persons to be employed by Tenant, and Tenant’s contractors and subcontractors in connection with such Alteration) and comprehensive public commercial general liability (including property damage coverage) insurance and Builder’s Risk coverage (issued on a completed value basisas described in Article 11) all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, the Indemnitees Landlord’s Agent, any Lessor and any other parties designated by Landlord Mortgagee as additional insureds. Upon , and (iv) with respect to any Alterations estimated to cost in excess of $150,000.00, furnish to Landlord reasonably satisfactory evidence of Tenant’s requestability to complete and to fully pay for such Alterations (other than Decorative Alterations). In addition, with respect to any Alteration affecting any Building System, Tenant shall submit to Landlord satisfactory evidence that the proposed Alteration has been designed by, or reviewed and approved by, Landlord’s designated engineer for the affected Building System. Tenant shall give Landlord not less than five (5) Business Days’ notice prior to performing any Decorative Alteration, which notice shall contain a description of such Decorative Alteration. The review or approval of the Plans by Landlord shall reasonably cooperate not constitute a representation or warranty by Landlord that such Plans either are complete or suitable for their intended purpose. Landlord assumes no responsibility or liability whatsoever to Tenant or to any other person or entity for such completeness or suitability. Without limiting the foregoing, concurrent with Tenant in obtaining any permits, approvals or certificates required to be obtained by Tenant in connection with any permitted Alteration (if the provisions review of the applicable Requirement require that Plans, Landlord join in such application), will notify Tenant as to which of the proposed Alterations constitute Specialty Alterations which Tenant will be required to remove at the expiration of the Term provided that Tenant shall reimburse Landlord for any actual, third party, out include the following legend in capitalized and bold type displayed prominently on the top of pocket cost, expense or liability in connection therewith. the first page of Tenant’s requests for Landlord’s approval of an engineer shall be deemed granted if not denied within 15 days after written request therefor to the extent provided in Section 5.1(b)notice delivered concurrently with such plans and specifications: “LANDLORD SHALL NOTIFY TENANT AT THE TIME LANDLORD APPROVES THESE PLANS AND SPECIFICATIONS AS TO WHICH ALTERATIONS SHOWN THEREON ARE SPECIALTY ALTERATIONS WHICH MAY BE REQUIRED TO BE REMOVED AT THE END OF THE TERM OF THE LEASE.”

Plans and Specifications. Prior to making any Alterations, Tenant, at its expense, shall (i) submit to Landlord for its information (and approval to the extent herein provided)approval, detailed plans and specifications, if customarily prepared for similar Alterations or required in order to file for any required governmental permits specifications (including layout, architectural, mechanical, electrical, plumbing, sprinkler and structural drawings), ) of each proposed Alteration (other than Decorative Alterations and alterations of such a scope that such plans and specifications are not required by any Requirement and would not be customary in accordance with good construction practice), and with respect to the Ancillary Space), (ii) with respect to an any Alteration affecting any Independent Building System, Tenant shall submit proof that such the Alteration has been designed by an by, or reviewed and approved by, Landlord's designated engineer approved by Landlord, which approval shall not be unreasonably withheld or delayed, for the affected Independent Building System, (iii) with respect to an Alteration affecting a Building System, submit the plans and specifications for review by Landlord’s designated building engineer at Tenant’s cost, (ivii) obtain all permits, approvals and certificates required by any Governmental Authorities, and (viii) furnish to Landlord duplicate original policies or certificates of worker’s 's compensation (covering all persons to be employed by Tenant, and Tenant’s 's contractors and subcontractors in connection with such Alteration) and comprehensive public commercial general liability (including property damage coverage) insurance and Builder’s 's Risk coverage (issued on a completed value basis) all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, the Indemnitees Landlord's managing agent, and their respective employees and agents, any Lessor and any other parties designated by Landlord Mortgagee of which Tenant has notice as additional insuredsinsureds and (iv) furnish to Landlord such other evidence of Tenant's ability to complete and to fully pay for such Alterations (other than Decorative Alterations) as is reasonably satisfactory to Landlord. Upon Tenant’s 's request, Landlord shall reasonably cooperate with Tenant in obtaining any permits, approvals or certificates required to be obtained by Tenant in connection with any permitted Alteration (if the provisions of the applicable Requirement require that Landlord join in such application), provided that Tenant shall reimburse Landlord for any actual, third party, out of pocket cost, expense or liability in connection therewith. Tenant’s requests Tenant shall give Landlord not less than 5 Business Days' notice prior to performing any Decorative Alteration which notice shall contain a description of such Decorative Alteration. If Landlord shall deny any request for approval to an Alteration, Landlord shall provide Tenant with a reasonably detailed explanation of the reason(s) for such denial. Any plans and specifications resubmitted by Tenant to Landlord for Landlord’s 's approval reflecting changes or additions made to such plans and specifications as requested by Landlord ("Tenant's Resubmission") shall be approved or denied by Landlord, subject to Section 5.1(a), within 5 Business Days following Tenant's Resubmission. If Landlord shall fail to respond to Tenant's request for approval to Alterations within 15 Business Days following the submission of an engineer final and complete plans and specifications thereof (or within 5 Business Days after Tenant's Resubmission), as applicable, Landlord shall be deemed to have granted such approval, provided Landlord fails to respond to Tenant within 5 Business Days after receipt of a second notice from Tenant (which notice may only be sent if not denied Landlord failed to respond within said 15 days after written request therefor or 5 Business Day period, as aforesaid, and such notice shall expressly state in bold letters that Landlord's failure to timely respond thereto shall be deemed approval of the extent provided in Section 5.1(bAlterations which are the subject of such notice).

Plans and Specifications. Prior to making any Alterations, Tenant, at its expense, shall (i) submit to Landlord for its information (and approval to the extent herein provided)approval, detailed plans and specifications, if customarily prepared for similar Alterations or required in order to file for any required governmental permits specifications (including layout, architectural, mechanical, electrical, plumbing, sprinkler and structural drawings)construction drawings using the AutoCAD Computer Assisted Drafting and Design System, Version 12 or later of each proposed Alteration (other than Decorative Alterations Alterations), and with respect to the Ancillary Space), (ii) with respect to an any Alteration affecting any Independent Building System, Tenant shall submit proof that such the Alteration has been designed by an by, or reviewed and approved by, Landlord’s designated engineer approved by Landlord, which approval shall not be unreasonably withheld or delayed, for the affected Independent Building System, (iii) with respect to an Alteration affecting a Building System, submit the plans and specifications for review by Landlord’s designated building engineer at Tenant’s cost, (ivii) obtain all permits, approvals and certificates required by any Governmental Authorities, and (viii) furnish to Landlord duplicate original policies or certificates of worker’s compensation (covering all persons to be employed by Tenant, and Tenant’s contractors and subcontractors in connection with such Alteration) and comprehensive public liability (including property damage coverage) insurance and Builder’s Risk coverage (issued on a completed value basis) insurance, all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming as additional insureds Landlord, the Landlord’s Affiliates and subsidiaries now or hereafter existing, Landlord’s managing agent, if any, Landlord’s leasing agent, if any, and all Mortgagees and Lessors, and their respective successors and assigns, now or hereafter existing and (provided that Tenant shall not be required to bear any additional expense in connection therewith) all other Indemnitees and any other parties designated by Landlord as additional insureds, as well as Builder’s Risk coverage which satisfies the requirements of Section 13.1(a)(iii), (iv) furnish to Landlord such other evidence of Tenant’s ability to complete and to fully pay for such Alterations (other than Decorative Alterations) as is reasonably satisfactory to Landlord. Upon Tenant’s request, Landlord shall reasonably cooperate with Tenant in obtaining any permits, approvals or certificates required to be obtained by Tenant in connection with any permitted Alteration (if the provisions of the applicable Requirement Requirements require that Landlord join in such application), provided that Tenant shall reimburse Landlord for any actual, third party, out of pocket cost, expense or liability in connection therewith. Tenant’s requests for Landlord’s approval Tenant shall give Landlord not less than three (3) Business Days’ notice prior to performing any Decorative Alteration, which notice shall contain a description of an engineer shall be deemed granted if not denied within 15 days after written request therefor to the extent provided in Section 5.1(b)such Decorative Alteration.

Plans and Specifications. Prior to making any Alterations, Tenant, at its expense, shall (i) submit to Landlord for its information (and approval to the extent herein provided)approval, detailed plans and specifications, if customarily prepared for similar Alterations or required in order to file for any required governmental permits specifications (including layout, architectural, mechanical, electrical, plumbing, sprinkler and structural drawings), ) of each proposed Alteration (other than Decorative Alterations Alterations), and with respect to the Ancillary Space), (ii) with respect to an any Alteration affecting any Independent Building System, Tenant shall submit proof that such the Alteration has been designed by an by, or reviewed and approved by, Landlord's designated engineer approved by Landlord, which approval shall not be unreasonably withheld or delayed, for the affected Independent Building System, (iii) with respect to an Alteration affecting a Building System, submit the plans and specifications for review by Landlord’s designated building engineer at Tenant’s cost, (ivii) obtain all permits, approvals and certificates required by any Governmental Authorities, and (viii) furnish to Landlord duplicate original policies or certificates of worker’s 's compensation (covering all persons to be employed by Tenant, and Tenant’s 's contractors and subcontractors in connection with such Alteration) and comprehensive public liability (including property damage coverage) insurance and Builder’s 's Risk coverage (issued on a completed value basis) all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, the Indemnitees Landlord's managing agent, and their respective employees and agents, any Lessor and any other parties designated by Landlord Mortgagee as additional insuredsinsureds and (iv) furnish to Landlord such other evidence of Tenant's ability to complete and to fully pay for such Alterations (other than Decorative Alterations) as is reasonably satisfactory to Landlord. Upon Tenant’s 's request, Landlord shall reasonably cooperate with Tenant in obtaining any permits, approvals or certificates required to be obtained by Tenant in connection with any permitted Alteration (if the provisions of the applicable Requirement require that Landlord join in such application), provided that Tenant shall reimburse Landlord for any actual, third party, out of pocket cost, expense or liability in connection therewith. Tenant’s requests Tenant shall give Landlord not less than 5 Business Days' notice prior to performing any Decorative Alteration which notice shall contain a description of such Decorative Alteration. If Landlord shall deny any request for approval to an Alteration, Landlord shall provide Tenant with a reasonably detailed explanation of the reason(s) for such denial. Any plans and specifications resubmitted by Tenant to Landlord for Landlord’s 's approval reflecting changes or additions made to such plans and specifications as requested by Landlord ("Tenant's Resubmission") shall be approved or denied by Landlord, subject to Section 5.1(a), within 5 Business Days following Tenant's Resubmission. If Landlord shall fail to respond to Tenant's request for approval to any Initial Installations within 10 Business Days following the submission of an engineer final and complete plans and specifications thereof (or within 5 Business Days after Tenant's Resubmission), as applicable, Landlord shall be deemed to have granted such approval, provided Landlord fails to respond to Tenant within 5 Business Days after receipt of a second notice from Tenant (which notice may only be sent if not denied Landlord failed to respond within 15 days after written request therefor said 10 or 5 Business Day period, as aforesaid, and such notice shall expressly state in bold letters that Landlord's failure to timely respond thereto shall be deemed approval of the extent provided in Section 5.1(bInitial Installations which are the subject of such notice).

Plans and Specifications. Prior to making any Alterations, Tenant, at its reasonable expense, shall (i) submit to Landlord for its information (approval, which approval shall not be unreasonably withheld, conditioned or delayed as and approval to the extent herein provided)required by Section 5.1 above, detailed plans and specifications, if customarily prepared for similar Alterations or required in order to file for any required governmental permits specifications (including layout, architectural, mechanical, electrical, plumbing, sprinkler and structural drawings), “Alteration Plans”) of each proposed Alteration (other than Decorative Alterations or Alterations that can be performed by Tenant without Landlord’s consent pursuant to Section 5.1(a) above), and with respect to the Ancillary Space), (ii) with respect to an any Alteration affecting any Independent SystemBuilding System other than by connecting thereto, submit proof evidence that such the Alteration has been designed by an by, or reviewed and approved by, Landlord’s designated engineer approved by Landlord, which approval shall not be unreasonably withheld or delayed, for the affected Independent Building System, (iii) with respect to an Alteration affecting a Building System, submit the plans and specifications for review by Landlord’s designated building engineer at Tenant’s cost, (ivii) obtain all permits, approvals and certificates required by any Governmental Authorities, and (viii) furnish to Landlord duplicate original policies or certificates of worker’s compensation (covering all persons to be employed by Tenant, and Tenant’s contractors and subcontractors in connection with such Alteration) and comprehensive public commercial general liability (including property damage coverage) insurance and Builder’s Risk coverage (issued on a completed value basis) all as described in such form, with such companies, for such periods and in such amounts as Landlord may reasonably requireArticle 11), naming Landlord, the Indemnitees Landlord’s Agent, any Lessor and any other parties designated by Landlord Mortgagee of whom Tenant has been notified as additional insureds. Upon Tenant’s requestinsureds (provided, however, that for contractors performing work costing less than $200,000.00 (which amount shall increase by 2% each year on a compounding basis) which does not in any manner affect the structural integrity of the Building or any Building Systems or the TCO and/or CO of the Building and are not visible from the street level outside the Building, Landlord shall accept such lower limits of liability insurance then being accepted by landlords of Comparable Buildings [hereinafter defined]). Landlord shall respond to any request for approval of Tenant’s plans and specifications for Alterations (the “Plans”) within ten (10) Business Days after such request is made. In addition, Landlord agrees to respond to any resubmission of the Plans within seven (7) Business Days after resubmission to Landlord. If Landlord fails to respond to Tenant’s request within the applicable review period set forth herein, Tenant shall have the right to provide Landlord with a second request for approval (a “Second Request”), which shall specifically identify the Plans to which such request relates, and set forth in bold capital letters the following statement: IF LANDLORD FAILS TO RESPOND WITHIN FIVE (5) BUSINESS DAYS AFTER RECEIPT OF THIS NOTICE, THE PLANS SHALL BE DEEMED APPROVED AND TENANT SHALL BE ENTITLED TO COMMENCE CONSTRUCTION OF THE ALTERATIONS IN ACCORDANCE WITH THE PLANS AND SPECIFICATIONS PREVIOUSLY SUBMITTED TO LANDLORD AND TO WHICH LANDLORD HAS FAILED TO TIMELY RESPOND. If Landlord fails to respond to a Second Request within five (5) Business Days after receipt by Landlord, the Plans or revisions thereto for which the Second Request is submitted shall be deemed to be approved by Landlord and Tenant shall be entitled to commence construction of the Alterations or portion thereof to which the Plans relate and which were approved by Landlord, provided that such Plans have (if required) been appropriately filed in accordance with any applicable Requirements (provided that if applicable Requirements require Landlord to sign an application in connection therewith, Landlord shall do so with reasonably cooperate with Tenant promptness provided Landlord does not have any liability or expense in obtaining any permitsconnection therewith), all permits and approvals or certificates required to be obtained issued by any Governmental Authority as a prerequisite to the performance of such Alterations shall have been duly issued, and Tenant in connection shall otherwise have complied with any permitted Alteration (if the all applicable provisions of the applicable Requirement require that Landlord join in such application), provided that Tenant shall reimburse Landlord for any actual, third party, out of pocket cost, expense or liability in connection therewith. Tenant’s requests for Landlord’s approval of an engineer shall be deemed granted if not denied within 15 days after written request therefor this Lease relating to the extent provided in Section 5.1(b)performance of such Alterations.

Plans and Specifications. Prior to making any Alterations, Tenant, at its expense, shall (i) submit to Landlord for its information (and approval to the extent herein provided)approval, detailed plans and specifications, if customarily prepared for similar Alterations or required in order to file for any required governmental permits specifications (including layout, architectural, mechanical, electrical, plumbing, sprinkler and structural drawings), ) of each proposed Alteration (Alteration, other than Decorative Alterations (said plans shall be delivered with a notice to Landlord expressly stating that Landlord should identify all Specialty Alterations (hereinafter defined) while reviewing said plans and specifications), and with respect to the Ancillary Space), (ii) with respect to an any Alteration affecting any Independent Building System, Tenant shall submit proof that such the Alteration has been designed by an by, or reviewed and approved by, Landlord's designated engineer approved by Landlord, which approval shall not be unreasonably withheld or delayed, for the affected Independent Building System, (iii) with respect to an Alteration affecting a Building System, submit the plans and specifications for review by Landlord’s designated building engineer at Tenant’s cost, (ivii) obtain all permits, approvals and certificates required by any Governmental Authorities (including a PW-1 Form, approved by applicable Governmental Authorities, for amending the certificate of occupancy, and all public assembly permits, and physical culture establishment permits), (viii) furnish to Landlord duplicate original policies or certificates of worker’s workers compensation insurance (covering all persons to be employed by Tenant, and Tenant’s 's contractors and subcontractors in connection with such Alteration) and ), comprehensive public liability (including property damage coverage) and builder's risk insurance and Builder’s Risk coverage (issued on a completed value basis) all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, the Indemnitees and any other parties designated by Landlord as additional insureds, and (iv) furnish to Landlord such other evidence of Tenant's ability to complete and to fully pay for such Alterations (other than Decorative Alterations) as is reasonably satisfactory to Landlord. Upon Tenant’s 's request, Landlord shall reasonably exercise reasonable efforts to cooperate with Tenant in obtaining any permits, approvals or certificates required to be obtained by Tenant in connection with any permitted Alteration (if the provisions of the applicable Requirement require that Landlord join in such application), provided that Tenant shall reimburse Landlord for any actual, third party, out of pocket cost, expense or liability incurred by Landlord in connection therewith. Tenant’s requests for Landlord’s approval Tenant shall give Landlord not less than 5 Business Days' notice prior to performing any Decorative Alteration which is not consistent with, or of an engineer the same type, design and style as those installed as part of the Initial Installations, which notice shall contain a description of such Decorative Alteration. Without limitation, all Alterations (including Decorative Alterations) shall be deemed granted if not denied within 15 days after written request therefor to of equal or better quality as those installed as part of the extent provided in Section 5.1(b)Initial Installations.

Plans and Specifications. Prior to making any Alterations, Tenant, at its expense, shall (i) submit to Landlord for its information (and approval to the extent herein provided)approval, detailed plans and specifications, if customarily prepared for similar Alterations or required in order to file for any required governmental permits specifications (including layout, architectural, mechanical, electrical, plumbing, sprinkler and structural drawings), ) of each proposed Alteration (other than Decorative Alterations Alterations), and with respect to the Ancillary Space), (ii) with respect to an any Alteration affecting any Independent Building System, Tenant shall submit proof that such the Alteration has been designed by an by, or reviewed and approved by, Landlord’s designated engineer approved by Landlord, which approval shall not be unreasonably withheld or delayed, for the affected Independent Building System, (iii) with respect to an Alteration affecting a Building System, submit the plans and specifications for review by Landlord’s designated building engineer at Tenant’s cost, (ivii) obtain all permits, approvals and certificates required by any Governmental Authorities, and (viii) furnish to Landlord duplicate original policies or certificates of worker’s compensation (covering all persons to be employed by Tenant, and Tenant’s contractors and subcontractors in connection with such Alteration) and comprehensive public liability (including property damage coverage) insurance and Builder’s Risk coverage (issued on a completed value basis) all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, the Indemnitees Landlord’s managing agent, and their respective employees and agents, any Lessor and any other parties designated by Landlord Mortgagee as additional insuredsinsureds and (iv) furnish to Landlord such other evidence of Tenant’s ability to complete and to fully pay for such Alterations (other than Decorative Alterations) as is reasonably satisfactory to Landlord unless Tenant has a net worth, determined in accordance with generally accepted accounting principles, consistently applied, of at least $100 million (the “Minimum Net Worth”) as reflected in Tenant’s most recently audited financial statements. Upon Tenant’s request, Landlord shall reasonably cooperate with Tenant in obtaining any permits, approvals or certificates required to be obtained by Tenant in connection with any permitted Alteration (if the provisions of the applicable Requirement require that Landlord join in such application), provided that Tenant shall reimburse Landlord for any actual, third party, out of pocket cost, expense or liability in connection therewith. Tenant’s requests Tenant shall give Landlord not less than 5 Business Days’ notice prior to performing any Decorative Alteration which notice shall contain a description of such Decorative Alteration. If Landlord shall deny any request for approval to an Alteration, Landlord shall provide Tenant with a reasonably detailed explanation of the reason(s) for such denial. Any plans and specifications resubmitted by Tenant to Landlord for Landlord’s approval reflecting changes or additions made to such plans and specifications as requested by Landlord (“Tenant’s Resubmission”) shall be approved or denied by Landlord, subject to Section 5.1(a), within 5 Business Days following Tenant’s Resubmission. If Landlord shall fail to respond to Tenant’s request for approval to any Alterations within 10 Business Days following the submission of an engineer final and complete plans and specifications thereof (or within 5 Business Days after Tenant’s Resubmission), as applicable, Landlord shall be deemed to have granted such approval, provided Landlord fails to respond to Tenant within 5 Business Days after receipt of a second notice from Tenant (which notice may only be sent if not denied Landlord failed to respond within 15 days after written request therefor said 10 or 5 Business Day period, as aforesaid, and such notice shall expressly state in bold letters that Landlord’s failure to timely respond thereto shall be deemed approval of the extent provided in Section 5.1(bAlterations which are the subject of such notice).