Common use of Space Planner Clause in Contracts

Space Planner. Landlord has retained or shall retain a space planner or architect (the “Space Planner”) to prepare certain plans, drawings and specifications (the “Temporary Plans”) for the construction of the First Amendment Improvements to be installed in the Expansion Premises by a general contractor selected pursuant to this Work Letter. Landlord and Tenant hereby agree that the Space Planner shall be View Design Studio (“View Design”); provided that, in the event that View Design is not available to prepare the plans and drawings for the First Amendment Improvements as contemplated herein, or View Design’s schedule does not permit View Design to do so in a timely fashion, then Landlord may designate another architect or space planner as the Space Planner. Tenant shall deliver to Space Planner within ten (10) days after the execution of this First Amendment, all necessary information required by the Space Planner to complete the Temporary Plans, which shall be prepared based on the space plan approved by Landlord and Tenant and attached hereto as Exhibit B-2. Tenant shall have five (5) business days after its receipt of the proposed Temporary Plans to review the same and notify Landlord in writing of any comments or required changes, or to otherwise give its approval or disapproval of such proposed Temporary Plans. If Tenant fails to give written comments to or approve the Temporary Plans within three (3) days following Landlord’s written notice to Tenant of the expiration of such five (5) business day period, then Tenant shall be deemed to have approved the Temporary Plans as submitted. Landlord shall have five (5) business days following its receipt of Tenant’s comments and objections to cause the Space Planner to redraw the proposed Temporary Plans in compliance with Tenant’s request and to resubmit the same for Tenant’s final review and approval or comment within five (5) business days of Tenant’s receipt of such revised plans. Such process shall be repeated up to three (3) times and if at such time final approval by Tenant of the proposed Temporary Plans has not been obtained, then Landlord shall complete such Temporary Plans, at Tenant’s sole cost and expense, and it shall be deemed that Tenant has approved the Temporary Plans. Once Tenant has approved or has been deemed to have approved the Temporary Plans, then the approved (or deemed approved) Temporary Plans shall be thereafter known as the “Final Plans”. The Final Plans shall include the complete and final layout, plans and specifications for the Expansion Premises showing all doors, light fixtures, electrical outlets, telephone outlets, wall coverings, plumbing improvements (if any), data systems wiring, floor coverings, wall coverings, painting, any other improvements to the Expansion Premises beyond the shell and core improvements provided by Landlord and any demolition of existing improvements in the Expansion Premises. The improvements shown in the Final Plans shall (i) utilize materials and methods of construction that are building standard or a higher quality (as mutually agreed to by Landlord and Tenant) or materials similar in quality to those found in the Existing Premises and/or Expansion Premises, (ii) be compatible with the shell and core improvements and the design, construction and equipment of the Expansion Premises, and (iii) comply with all applicable laws, rules, regulations, codes and ordinances.

Space Planner. Landlord ▇▇▇▇▇▇▇▇ has retained or shall retain a space planner or architect (the “Space Planner”) to prepare certain plans, drawings and specifications (the “Temporary Plans”) for the construction of the First Amendment Tenant Improvements pursuant to this Work Letter to be installed in the Expansion Premises by a general contractor selected by Landlord pursuant to this Work Letter. Landlord and Tenant hereby agree that the Space Planner shall be View Design Studio (“View Design”); provided that, in the event that View Design is not available to prepare the plans and drawings for the First Amendment Improvements as contemplated herein, or View Design’s schedule does not permit View Design to do so in a timely fashion, then Landlord may designate another architect or space planner as the Space Planner. Tenant shall deliver to Space Planner within ten fifteen (1015) days after the execution of this First Third Amendment, all necessary information required by the Space Planner to complete the Temporary Plans, which shall be prepared based on the space plan approved by Landlord and Tenant and attached hereto as Exhibit B-2. Tenant shall have five (5) business days after its receipt of the proposed Temporary Plans to review the same and notify Landlord in writing of any comments or required changes, or to otherwise give its approval or disapproval of such proposed Temporary Plans. If Tenant fails to give written comments to or approve the Temporary Plans within three (3) days following Landlord’s written notice to Tenant of the expiration of such five (5) business day period, then Tenant shall be deemed to have approved the Temporary Plans as submitted. Landlord shall have five (5) business days following its receipt of Tenant▇▇▇▇▇▇’s comments and objections to cause the Space Planner to redraw the proposed Temporary Plans in compliance with Tenant’s request and to resubmit the same for Tenant’s final review and approval or comment comment, which shall be provided by Tenant in writing within five (5) business days of Tenant’s receipt of such revised plans. Such process shall be repeated up to three (3) times twice and if at such time final approval by Tenant of the proposed Temporary Plans has not been obtained, then Landlord shall complete such Temporary Plans, at Tenant’s sole cost and expenseexpense (subject to the use of the Landlord’s Construction Allowance), and it shall be deemed that Tenant has approved the Temporary Plans. Once Tenant has approved or has been deemed to have approved the Temporary Plans, then the approved (or deemed approved) Temporary Plans shall be thereafter known as the “Final Plans”. The Final Plans shall include the complete and final layout, plans and specifications for the Expansion Premises showing all doors, light fixtures, electrical outlets, telephone outlets, wall coverings, plumbing improvements (if any), data systems wiring, floor coverings, wall coverings, painting, any other improvements to the Expansion Premises beyond the shell and core improvements provided by Landlord and any demolition of existing improvements in the Expansion Premises. The improvements shown in the Final Plans shall (i) utilize Landlord’s building standard materials and methods of construction that are building standard or a higher quality (as mutually agreed to by Landlord and Tenant) or materials similar in quality to those found in the Existing Premises and/or Expansion Premisesconstruction, (ii) be compatible with the shell and core improvements and the design, construction and equipment of the Expansion Premises, and (iii) comply with all applicable laws, rules, regulations, codes and ordinances.

Space Planner. Landlord has retained or (a) Tenant shall retain a space planner or architect contract directly with Jackson & Bryan (the “"Space Planner”") to prepare certain plansthe Space Plan the ▇▇▇▇▇ ▇nd ▇▇▇▇▇fications and other architectural documentation (collectively, drawings the "Design Documents") and specifications to provide other space planning services in connection with the Tenant Improvements. (the “Temporary Plans”b) for the construction of the First Amendment Improvements to be installed in the Expansion Premises by a general contractor selected pursuant to this Work Letter. Landlord Tenant and Tenant hereby agree that the Space Planner shall be View solely responsible for ensuring that the Design Studio Documents are architecturally sound and fully comply with all applicable building codes, rules, regulations, ordinances and other applicable laws. Tenant shall indemnify, defend and hold Landlord and its Indemnitees harmless from all damages, liabilities, claims, penalties, fines, costs and expenses (“View Design”including attorneys' fees and costs incurred in connection therewith or to enforce this indemnity agreement) arising from or relating to any defects in the Design Documents or the failure of the Design Documents to comply with all applicable building codes, rules, regulations, ordinances or other laws. (c) Landlord will disburse payments from the Tenant Improvement Allowance to the Space Planner, subject to the Architectural Cap, within thirty (30) days after presentation of invoices and lien releases and waivers reasonably satisfactory to Landlord. (d) Tenant shall meet with the Space Planner as soon as reasonably possible following the execution of the Lease for the purpose of advising the Space Planner of the nature and extent of the Tenant Improvements which Tenant requests. On or before June 19, 1996, Tenant shall cause the Space Planner to prepare and deliver to Landlord a space layout and improvement plan for the Premises which shall have been previously approved by Tenant (the "Space Plan"). The Space Plan and the Final Plans and Specifications shall be attached to the Lease as Exhibit D. (e) Within twenty-one (21) days after Landlord's approval of the Space Plan, Tenant shall cause the Space Planner to prepare and deliver to Landlord the plans and specifications (the "Plans and Specifications") for the Tenant Improvements which shall have been previously approved by Tenant. The Plans and Specifications shall include complete architectural drawings and specifications required to construct the Tenant Improvements, including detailed plans for doors, partitioning, reflected ceilings, electrical fixtures, outlets and switches, telephone and computer outlets, plumbing fixtures, extraordinary floor loads and other special requirements. (f) All Design Documents are subject to Landlord's prior written approval, which the Landlord agrees shall not be unreasonably withheld, delayed or conditioned. If Landlord disapproves any Design Documents, Tenant shall cause the Space Planner to deliver revised Design Documents to Landlord within ten (10) days. Without limiting the foregoing, Landlord may withhold its approval of any Design Documents which require work which: (i) exceeds or affects the structural integrity of the Building or any part of the heating, ventilating, air conditioning, plumbing, mechanical, electrical, communication or other systems of the Building; (ii) violates any agreement which affects the Building or which binds Landlord; (iii) Landlord reasonably believes will disproportionately increase the cost of operation or maintenance of any of the systems of the Building; (iv) Landlord reasonably believes will materially reduce the market value of the Building at the end of the Lease Term; (v) does not conform to applicable building codes or is not approved by any governmental authority with jurisdiction over the Premises and/or the Building; or (vi) does not conform to the standards prepared by Landlord, includes designs that are not generic or upgrades which are specialized, or requires demolition of existing improvements or improvements that may adversely impact the Building. Any upgrades or specialized improvements shall be detailed and specified on an initial single line hand sketch to be approved by Landlord before any such items may charged against the Tenant Improvement Allowance. (g) Landlord's review and approval of any Design Documents for the Tenant Improvements shall create no responsibility or liability on the part of Landlord for their completeness, design sufficiency, or compliance with laws, rules, and regulations of governmental agencies or authorities and shall not relieve Tenant of its obligations under Section 2(b). Landlord makes no warranty or representation as to the adequacy, efficiency, performance or desirability of the Tenant Improvements. (h) After approval of the Plans and Specifications, Tenant may authorize changes in the work during construction only by written instructions from Tenant to Landlord on a form approved by Landlord. All such changes shall be subject to Landlord's prior written approval. Tenant shall be solely responsible for the cost of any such changes, and such costs shall be chargeable against the Tenant Improvement Allowance provided thatLandlord consents to such requested change. Prior to commencing any change, Landlord shall prepare and deliver to Tenant, for Tenant's approval, a change order (the "Change Order") setting forth the additional time required to perform the change and the total cost of such change, which will include associated architectural, engineering and construction contractor's fees. If Tenant fails to approve such Change Order in writing within two (2) business days after such delivery by Landlord, Tenant shall be deemed to have withdrawn the proposed Change Order and Landlord shall not proceed to perform the change. Upon Landlord's receipt of Tenant's approval, Contractor shall proceed to perform the change and Tenant shall pay for such Change Order in accordance with Section 1 (d) above. Notwithstanding any minor change order request(s), in the event that View Design is Tenant substantially changes the scope of work, Landlord reserves the right to charge a reasonable administration fee not available to prepare exceed Forty and No/1 00ths ($40.00) Dollars per hour relating to the plans administration of the change order(s). Upon Landlord's approval of change orders, it shall state the fee, if applicable, and drawings for the First Amendment Improvements as contemplated herein, or View Design’s schedule does not permit View Design to do so in a timely fashion, then Landlord may designate another architect or space planner as the Space Planner. Tenant shall deliver to Space Planner pay Landlord the fee within ten (10) days after of written commencement of the execution of this First Amendment, all necessary information required change order. Change orders caused by the Space Planner to complete the Temporary Plans, which existing conditions or unknown conditions shall be prepared based on the space plan approved by Landlord and Tenant and attached hereto as Exhibit B-2. Tenant shall have five (5) business days after its receipt of the proposed Temporary Plans to review the same and notify Landlord in writing of any comments or required changes, or to otherwise give its approval or disapproval of such proposed Temporary Plans. If Tenant fails to give written comments to or approve the Temporary Plans within three (3) days following excepted from Landlord’s written notice to Tenant of the expiration of such five (5) business day period, then Tenant shall be deemed to have approved the Temporary Plans as submitted. Landlord shall have five (5) business days following its receipt of Tenant’s comments and objections to cause the Space Planner to redraw the proposed Temporary Plans in compliance with Tenant’s request and to resubmit the same for Tenant’s final review and approval or comment within five (5) business days of Tenant’s receipt of such revised plans. Such process shall be repeated up to three (3) times and if at such time final approval by Tenant of the proposed Temporary Plans has not been obtained, then Landlord shall complete such Temporary Plans, at Tenant’s sole cost and expense, and it shall be deemed that Tenant has approved the Temporary Plans. Once Tenant has approved or has been deemed to have approved the Temporary Plans, then the approved (or deemed approved) Temporary Plans shall be thereafter known as the “Final Plans”. The Final Plans shall include the complete and final layout, plans and specifications for the Expansion Premises showing all doors, light fixtures, electrical outlets, telephone outlets, wall coverings, plumbing improvements (if any), data systems wiring, floor coverings, wall coverings, painting, any other improvements to the Expansion Premises beyond the shell and core improvements provided by Landlord and any demolition of existing improvements in the Expansion Premises. The improvements shown in the Final Plans shall (i) utilize materials and methods of construction that are building standard or a higher quality (as mutually agreed to by Landlord and Tenant) or materials similar in quality to those found in the Existing Premises and/or Expansion Premises, (ii) be compatible with the shell and core improvements and the design, construction and equipment of the Expansion Premises, and (iii) comply with all applicable laws, rules, regulations, codes and ordinances's fees.

Space Planner. Landlord has retained or shall retain a space planner or architect (the “Space Planner”) to prepare certain plans, drawings and specifications (the “Temporary Plans”) for the construction of the First Amendment Tenant Improvements to be installed in the Expansion Premises by a general contractor selected by Landlord pursuant to this Work Letter. Landlord and Tenant hereby agree that the Space Planner shall be View Design Studio (“View Design”); provided that, in the event that View Design is not available to prepare the plans and drawings for the First Amendment Improvements as contemplated herein, or View Design’s schedule does not permit View Design to do so in a timely fashion, then Landlord may designate another architect or space planner as the Space Planner. Tenant shall deliver to Space Planner within ten (10) days after the execution of this First Amendment, Lease all necessary information required by the Space Planner to complete the Temporary Plans, which shall be prepared based on the space plan approved by Landlord and Tenant and attached hereto as Exhibit B-2. Tenant shall have five (5) business days after its receipt of the proposed Temporary Plans to review the same and notify Landlord in writing of any comments or required changes, or to otherwise give its approval or disapproval of such proposed Temporary Plans. If Tenant fails to give written comments to or approve the Temporary Plans within three (3) days following Landlord’s written notice to Tenant of the expiration of such five (5) business day period, then Tenant shall be deemed to have approved the Temporary Plans as submitted. Landlord shall have five (5) business days following its receipt of Tenant’s comments and objections to cause the Space Planner to redraw the proposed Temporary Plans in compliance with Tenant’s request and to resubmit the same for Tenant’s final review and approval or comment within five (5) business days of Tenant’s receipt of such revised plans. Such process shall be repeated up to three (3) times twice and if at such time final approval by Tenant of the proposed Temporary Plans has not been obtained, then Landlord shall complete such Temporary Plans, at Tenant’s sole cost and expense, and it shall be deemed that Tenant has approved the Temporary Plans. Once Tenant has approved or has been deemed to have approved the Temporary Plans, then the approved (or deemed approved) Temporary Plans shall be thereafter known as the “Final Plans”. The Final Plans shall include the complete and final layout, plans and specifications for the Expansion Premises showing all doors, light fixtures, electrical outlets, telephone outlets, wall coverings, plumbing improvements (if any), data systems wiring, floor coverings, wall coverings, painting, any other improvements to the Expansion Premises beyond the shell and core improvements provided by Landlord and any demolition of existing improvements in the Expansion Premises. The improvements shown in the Final Plans shall (i) utilize Landlord’s building standard materials and methods of construction that are building standard or a higher quality (as mutually agreed to by Landlord and Tenant) or materials similar in quality to those found in the Existing Premises and/or Expansion Premisesconstruction, (ii) be compatible with the shell and core improvements and the design, construction and equipment of the Expansion Premises, and (iii) comply with all applicable laws, rules, regulations, codes and ordinances.

Space Planner. Landlord has retained or shall retain a space planner or architect (the “Space Planner”) to prepare certain plans, drawings and specifications (the “Temporary Plans”) for the construction of the First Amendment Suite 101 Expansion Improvements to be installed in the Suite 101 Expansion Premises Space by a general contractor selected by Landlord pursuant to this Work Letter. Landlord and Tenant hereby agree that the Space Planner shall be View Design Studio (“View Design”); provided that, in the event that View Design is not available to prepare the plans and drawings for the First Amendment Improvements as contemplated herein, or View Design’s schedule does not permit View Design to do so in a timely fashion, then Landlord may designate another architect or space planner as the Space Planner. Tenant shall deliver to Space Planner within ten (10) days after the execution of this First Amendment, Second Amendment all necessary information required by the Space Planner to complete the Temporary Plans, which shall be prepared based on the space plan approved by Landlord and Tenant and attached hereto as Exhibit B-2. Tenant shall have five (5) business days after its receipt of the proposed Temporary Plans to review the same and notify Landlord in writing of any comments or required changes, or to otherwise give its approval or disapproval of such proposed Temporary Plans. If Tenant fails to give written comments to or approve the Temporary Plans within three (3) days following Landlord’s written notice to Tenant of the expiration of such five (5) business day period, then Tenant shall be deemed to have approved the Temporary Plans as submitted. Landlord shall have five (5) business days following its receipt of Tenant’s comments and objections to cause the Space Planner to redraw the proposed Temporary Plans in compliance with Tenant’s request and to resubmit the same for Tenant’s final review and approval or comment within five (5) business days of Tenant’s receipt of such revised plans. Such process shall be repeated up to three (3) times twice and if at such time final approval by Tenant of the proposed Temporary Plans has not been obtained, then Landlord shall complete such Temporary Plans, at Tenant’s sole cost and expense, and it shall be deemed that Tenant has approved the Temporary Plans. Once Tenant has approved or has been deemed to have approved the Temporary Plans, then the approved (or deemed approved) Temporary Plans shall be thereafter known as the “Final Plans”. The Final Plans shall include the complete and final layout, plans and specifications for the Suite 101 Expansion Premises Space showing all doors, light fixtures, electrical outlets, telephone outlets, wall coverings, plumbing improvements (if any), data systems wiring, floor coverings, wall coverings, painting, any other improvements to the Suite 101 Expansion Premises Space beyond the shell and core improvements provided by Landlord and any demolition of existing improvements in the Suite 101 Expansion PremisesSpace. The improvements shown in the Final Plans shall (i) utilize Landlord’s building standard materials and methods of construction that are building standard or a higher quality (as mutually agreed to by Landlord and Tenant) or materials similar in quality to those found in the Existing Premises and/or Expansion Premisesconstruction, (ii) be compatible with the shell and core improvements and the design, construction and equipment of the Suite 101 Expansion PremisesSpace, and (iii) comply with all applicable laws, rules, regulations, codes and ordinances.

Space Planner. Tenant has retained and Landlord has retained or shall retain a approved GBD Architects as space planner or architect (the “Space Planner”) to prepare and the Space Planner has prepared certain plans, drawings and specifications (the “Temporary Plans”) for the construction of the First Amendment Tenant Improvements to be installed in the Expansion Premises by a R&H Construction as general contractor selected (the “General Contractor”) pursuant to this Work Letter. Landlord and Tenant hereby agree that the Space Planner shall be View Design Studio (“View Design”); provided that, in the event that View Design is not available to prepare the plans and drawings for the First Amendment Improvements as contemplated herein, or View Design’s schedule does not permit View Design to do so in a timely fashion, then Landlord may designate another architect or space planner as the Space Planner. Tenant shall deliver to Space Planner within ten (10) days after the execution of this First Amendment, all necessary information required by the Space Planner to complete the Temporary Plans, which shall be prepared based on the space plan approved by Landlord and Tenant and attached hereto as Exhibit B-2. Tenant shall have five (5) business days after its receipt of the proposed Temporary Plans to review the same and notify Landlord Tenant in writing of any comments or required changes, or to otherwise give its approval or disapproval of such proposed Temporary Plans. If Tenant Landlord fails to give written comments to or approve the Temporary Plans within three (3) days following Landlord’s written notice to Tenant of the expiration of such five (5) business day period, then Tenant shall be deemed provide Landlord with a notice which shall contain in the heading, in at least 16 point font, the words “FINAL NOTICE—FAILURE TO OBJECT SHALL CONSTITUTE DEEMED APPROVAL OF THE PROPOSED TEMPORARY PLANS” (the “Temporary Plans Notice”). If Landlord does not object in writing to have approved the proposed Temporary Plans, or any element or aspect thereof, within five (5) business days following Landlord’s actual receipt of the Temporary Plans as submittedNotice, then such Temporary Plans or the portions thereof not objected to by Landlord shall be deemed approved by Landlord. Landlord Tenant shall have five (5) business days following its receipt of TenantLandlord’s comments and objections to cause the Space Planner to redraw the proposed Temporary Plans in compliance with TenantLandlord’s request and to resubmit the same for TenantLandlord’s final review and approval or comment within five (5) business days of TenantLandlord’s receipt of such revised plans. Such process shall be repeated up to three (3) times and if at such time final until approval by Tenant Landlord of the proposed Temporary Plans has not been obtained, then Landlord shall complete such Temporary Plans, at Tenant’s sole cost and expense, and it shall be deemed that Tenant has . The approved the Temporary Plans. Once Tenant has approved or has been deemed to have approved the Temporary Plans, then the approved (or deemed approved) Temporary Plans shall be thereafter known as the “Final Plans”. The Final Plans shall include the complete and final layout, plans and specifications for the Expansion Premises showing all doors, light fixtures, electrical outlets, telephone outlets, wall coverings, plumbing improvements (if any), data systems wiring, floor coverings, wall coverings, painting, any other improvements to the Expansion Premises beyond the shell and core improvements provided by Landlord and any demolition of existing improvements in the Expansion Premises. The improvements shown in the Final Plans shall (i) utilize Landlord’s building standard materials and methods of construction that are building standard or a higher quality (as mutually agreed to by Landlord and Tenant) or materials similar in quality to those found in the Existing Premises and/or Expansion Premisesconstruction, (ii) be compatible with the shell and core improvements and the design, construction and equipment of the Expansion Premises, and (iii) comply with all applicable laws, rules, regulations, codes and ordinances. Tenant, using the Space Planner, shall prepare or cause to be prepared and submitted the Final Plans, concurrently, and in each case by receipted courier or delivery service, to Landlord’s construction representative, _________________________, ______________________________, _________________________ (“Landlord’s Construction Representative”), and Landlord’s offices at ______________________________, _________________________, for Landlord’s review and approval, which shall be consistent with the description of the Tenant Improvements set forth in the Temporary Plans.

Space Planner. Landlord Lessor has retained (or shall retain will retain) a space planner or architect (the “Space Planner”) to prepare certain plans, drawings and specifications (the “Temporary Plans”) for the construction of the First Second Amendment Improvements to be installed in the Expansion Suite 375 Premises by a general contractor selected by Lessor pursuant to this Work Letter. Landlord and Tenant hereby agree that Prior to the Space Planner Second Amendment Commencement Date, the City shall be View Design Studio (“View Design”); provided that, in the event that View Design is not available to prepare the plans and drawings for the First Amendment Improvements as contemplated herein, or View Design’s schedule does not permit View Design to do so in a timely fashion, then Landlord may designate another architect or space planner as the Space Planner. Tenant shall deliver to Space Planner within ten (10) days after the execution of this First AmendmentPlanner, all necessary information required by the Space Planner to complete the Temporary Plans, which shall be prepared based on the space plan approved by Landlord and Tenant and attached hereto as Exhibit B-2. Tenant The City shall have five (5) business days after its receipt of the proposed Temporary Plans to review the same and notify Landlord Lessor in writing of any comments or required changes, or to otherwise give its approval or disapproval of such proposed Temporary Plans. If Tenant the City fails to give written comments to or approve the Temporary Plans within three (3) days following Landlord’s written notice to Tenant of the expiration of such five (5) business day period, then Tenant the City shall be deemed to have approved the Temporary Plans as submitted. Landlord Lessor shall have five (5) business days following its receipt of Tenantthe City’s comments and objections to cause the Space Planner to redraw the proposed Temporary Plans in compliance with Tenantthe City’s request and to resubmit the same for Tenantthe City’s final review and approval or comment within five (5) business days of Tenantthe City’s receipt of such revised plans. Such process shall be repeated up to three (3) times twice and if at such time final approval by Tenant the City of the proposed Temporary Plans has not been obtained, then Landlord Lessor shall complete such Temporary Plans, at Tenantthe City’s sole cost and expense, and it shall be deemed that Tenant the City has approved the Temporary Plans. Once Tenant the City has approved or has been deemed to have approved the Temporary Plans, then the approved (or deemed approved) Temporary Plans shall be thereafter known as the “Final Plans”. The Final Plans shall include the complete and final layout, plans and specifications for the Expansion Suite 375 Premises showing all doors, light fixtures, electrical outlets, telephone outlets, wall coverings, plumbing improvements (if any), data systems wiring, floor coverings, wall coverings, painting, any other improvements to the Expansion Suite 375 Premises beyond the shell and core improvements provided by Landlord Lessor and any demolition of existing improvements in the Expansion Suite 375 Premises. The improvements shown in the Final Plans shall (i) utilize Lessor’s building standard materials and methods of construction that are building standard or a higher quality (as mutually agreed to by Landlord and Tenant) or materials similar in quality to those found in the Existing Premises and/or Expansion Premisesconstruction, (ii) be compatible with the shell and core improvements and the design, construction and equipment of the Expansion Suite 375 Premises, and (iii) comply with all applicable laws, rules, regulations, codes and ordinances.and

Space Planner. Landlord has retained or (a) Tenant shall retain a space planner or architect contract directly with Jack▇▇▇ & ▇rya▇ (the “▇▇e "Space Planner”") to prepare certain plansthe Space Plan the Plans and Specifications and other architectural documentation (collectively, drawings the "Design Documents") and specifications to provide other space planning services in connection with the Tenant Improvements. (the “Temporary Plans”b) for the construction of the First Amendment Improvements to be installed in the Expansion Premises by a general contractor selected pursuant to this Work Letter. Landlord Tenant and Tenant hereby agree that the Space Planner shall be View solely responsible for ensuring that the Design Studio Documents are architecturally sound and fully comply with all applicable building codes, rules, regulations, ordinances and other applicable laws. Tenant shall indemnify, defend and hold Landlord and its Indemnitees harmless from all damages, liabilities, claims, penalties, fines, costs and expenses (“View Design”); provided that, including attorneys' fees and costs incurred in connection therewith or to enforce this indemnity agreement) arising from or relating to any defects in the event that View Design is not available Documents or the failure of the Design Documents to comply with all applicable building codes, rules, regulations, ordinances or other laws. (c) Landlord will disburse payments from the Tenant Improvement Allowance to the Space Planner, subject to the Architectural Cap, within thirty (30) days after presentation of invoices and lien releases and waivers reasonably satisfactory to Landlord. (d) Tenant shall meet with the Space Planner as soon as reasonably possible following the execution of the Lease for the purpose of advising the Space Planner of the nature and extent of the Tenant Improvements which Tenant requests. On or before June 19, 1996, Tenant shall cause the Space Planner to prepare and deliver to Landlord a space layout and improvement plan for the Premises which shall have been previously approved by Tenant (the "Space Plan"). The Space Plan and the Final Plans and Specifications shall be attached to the Lease as Exhibit D. (e) Within twenty-one (21) days after Landlord's approval of the Space Plan, Tenant shall cause the Space Planner to prepare and deliver to Landlord the plans and drawings specifications (the "Plans and Specifications") for the First Amendment Tenant Improvements as contemplated hereinwhich shall have been previously approved by Tenant. The Plans and Specifications shall include complete architectural drawings and specifications required to construct the Tenant Improvements, including detailed plans for doors, partitioning, reflected ceilings, electrical fixtures, outlets and switches, telephone and computer outlets, plumbing fixtures, extraordinary floor loads and other special requirements. (f) All Design Documents are subject to Landlord's prior written approval, which the Landlord agrees shall not be unreasonably withheld, delayed or View Design’s schedule does not permit View conditioned. If Landlord disapproves any Design to do so in a timely fashionDocuments, then Landlord may designate another architect or space planner as Tenant shall cause the Space Planner. Tenant shall Planner to deliver revised Design Documents to Space Planner Landlord within ten (10) days after days. Without limiting the execution of this First Amendmentforegoing, all necessary information required by the Space Planner to complete the Temporary Plans, which shall be prepared based on the space plan approved by Landlord and Tenant and attached hereto as Exhibit B-2. Tenant shall have five (5) business days after may withhold its receipt of the proposed Temporary Plans to review the same and notify Landlord in writing approval of any comments or required changes, or to otherwise give its approval or disapproval of such proposed Temporary Plans. If Tenant fails to give written comments to or approve the Temporary Plans within three (3) days following Landlord’s written notice to Tenant of the expiration of such five (5) business day period, then Tenant shall be deemed to have approved the Temporary Plans as submitted. Landlord shall have five (5) business days following its receipt of Tenant’s comments and objections to cause the Space Planner to redraw the proposed Temporary Plans in compliance with Tenant’s request and to resubmit the same for Tenant’s final review and approval or comment within five (5) business days of Tenant’s receipt of such revised plans. Such process shall be repeated up to three (3) times and if at such time final approval by Tenant of the proposed Temporary Plans has not been obtained, then Landlord shall complete such Temporary Plans, at Tenant’s sole cost and expense, and it shall be deemed that Tenant has approved the Temporary Plans. Once Tenant has approved or has been deemed to have approved the Temporary Plans, then the approved (or deemed approved) Temporary Plans shall be thereafter known as the “Final Plans”. The Final Plans shall include the complete and final layout, plans and specifications for the Expansion Premises showing all doors, light fixtures, electrical outlets, telephone outlets, wall coverings, plumbing improvements (if any), data systems wiring, floor coverings, wall coverings, painting, any other improvements to the Expansion Premises beyond the shell and core improvements provided by Landlord and any demolition of existing improvements in the Expansion Premises. The improvements shown in the Final Plans shall Design Documents which require work which: (i) utilize materials and methods exceeds or affects the structural integrity of construction that are building standard the Building or a higher quality (as mutually agreed to by Landlord and Tenant) any part of the heating, ventilating, air conditioning, plumbing, mechanical, electrical, communication or materials similar in quality to those found in other systems of the Existing Premises and/or Expansion Premises, Building; (ii) be compatible with violates any agreement which affects the shell and core improvements and the design, construction and equipment of the Expansion Premises, and Building or which binds Landlord; (iii) comply Landlord reasonably believes will disproportionately increase the cost of operation or maintenance of any of the systems of the Building; (iv) Landlord reasonably believes will materially reduce the market value of the Building at the end of the Lease Term; (v) does not conform to applicable building codes or is not approved by any governmental authority with all applicable laws, rules, regulations, codes and ordinances.jurisdiction over the Premises and/or the Building; or

Space Planner. Landlord has retained or shall retain a space planner or architect (the “Space Planner”) to prepare certain plans, drawings and specifications (the “Temporary Plans”) for the construction of the First Amendment Tenant Improvements to be installed in the Expansion Premises by a general contractor selected by Landlord pursuant to this Work Letter. Landlord and Tenant hereby agree that the Space Planner shall be View Design Studio (“View Design”); provided that, in the event that View Design is not available to prepare the plans and drawings for the First Amendment Improvements as contemplated herein, or View Design’s schedule does not permit View Design to do so in a timely fashion, then Landlord may designate another architect or space planner as the Space Planner. Tenant shall deliver to Space Planner within ten (10) days after the execution of this First Amendment, Second Amendment all necessary information required by the Space Planner to complete the Temporary Plans, which shall be prepared based on the space plan approved by Landlord and Tenant and attached hereto as Exhibit B-2. Tenant shall have five (5) business days after its receipt of the proposed Temporary Plans to review the same and notify Landlord in writing of any comments or required changes, or to otherwise give its approval or disapproval of such proposed Temporary Plans. If Tenant fails to give written comments to or approve the Temporary Plans within three (3) days following Landlord’s written notice to Tenant of the expiration of such five (5) business day period, then Tenant shall be deemed to have approved the Temporary Plans as submitted. Landlord shall have five (5) business days following its receipt of Tenant’s comments and objections to cause the Space Planner to redraw the proposed Temporary Plans in compliance with Tenant’s request and to resubmit the same for Tenant’s final review and approval or comment within five (5) business days of Tenant’s receipt of such revised plans. Such process shall be repeated up to three (3) times twice and if at such time final approval by Tenant of the proposed Temporary Plans has not been obtained, then Landlord shall complete such Temporary Plans, at Tenant’s sole cost and expense, and it shall be deemed that Tenant has approved the Temporary Plans. Once Tenant has approved or has been deemed to have approved the Temporary Plans, then the approved (or deemed approved) Temporary Plans shall be thereafter known as the “Final Plans”. The Final Plans shall include the complete and final layout, plans and specifications for the Expansion Premises showing all doors, light fixtures, electrical outlets, telephone outlets, wall coverings, plumbing improvements (if any), data systems wiring, floor coverings, wall coverings, painting, any other improvements to the Expansion Premises beyond the shell and core improvements provided by Landlord and any demolition of existing improvements in the Expansion Premises. The improvements shown in the Final Plans shall (i) utilize Landlord’s building standard materials and methods of construction that are building standard or a higher quality (as mutually agreed to by Landlord and Tenant) or materials similar in quality to those found in the Existing Premises and/or Expansion Premisesconstruction, (ii) be compatible with the shell and core improvements and the design, construction and equipment of the Expansion Premises, and (iii) comply with all applicable laws, rules, regulations, codes and ordinances.

Space Planner. Landlord has retained or shall retain a space planner or architect (the “Space Planner”) to prepare certain plans, drawings and specifications (the “Temporary Plans”) for the construction of the First Amendment Tenant Improvements to be installed in the Expansion Leased Premises by a general contractor selected by Landlord pursuant to this Work Letter. Landlord and Tenant hereby agree that the Space Planner shall be View Design Studio (“View Design”); provided that, in the event that View Design is not available to prepare the plans and drawings for the First Amendment Improvements as contemplated herein, or View Design’s schedule does not permit View Design to do so in a timely fashion, then Landlord may designate another architect or space planner as the Space Planner. Tenant shall deliver to Space Planner within ten (10) days after the execution of this First Amendment, Lease all necessary information required by the Space Planner to complete the Temporary Plans, which shall be prepared based on the space plan approved by Landlord and Tenant and attached hereto as Exhibit B-2. Tenant shall have five (5) business days after its receipt of the proposed Temporary Plans to review the same and notify Landlord in writing of any comments or required changes, or to otherwise give its approval or disapproval of such proposed Temporary Plans. If Tenant fails to give written comments to or approve the Temporary Plans within three (3) days following Landlord’s written notice to Tenant of the expiration of such five (5) business day period, then Tenant shall be deemed to have approved the Temporary Plans as submitted. Landlord shall have five (5) business days following its receipt of Tenant’s comments and objections to cause the Space Planner to redraw the proposed Temporary Plans in compliance with Tenant’s request and to resubmit the same for Tenant’s final review and approval or comment within five (5) business days of Tenant’s receipt of such revised plans. Such process shall be repeated up to three (3) times twice and if at such time final approval by Tenant of the proposed Temporary Plans has not been obtained, then Landlord shall complete such Temporary Plans, at Tenant’s sole cost and expense, and it shall be deemed that Tenant has approved the Temporary Plans. Once Tenant has approved or has been deemed to have approved the Temporary Plans, then the approved (or deemed approved) Temporary Plans shall be thereafter known as the “Final Plans”. The Final Plans shall include the complete and final layout, plans and specifications for the Expansion Leased Premises showing all doors, light fixtures, electrical outlets, telephone outlets, wall coverings, plumbing improvements (if any), data systems wiring, floor coverings, wall coverings, painting, any other improvements to the Expansion Leased Premises beyond the shell and core improvements provided by Landlord and any demolition of existing improvements in the Expansion Leased Premises. The improvements shown in the Final Plans shall (i) utilize Landlord’s building standard materials and methods of construction that are building standard or a higher quality (as mutually agreed to by Landlord and Tenant) or materials similar in quality to those found in the Existing Premises and/or Expansion Premisesconstruction, (ii) be compatible with the shell and core improvements and the design, construction and equipment of the Expansion Leased Premises, and (iii) comply with all applicable laws, rules, regulations, codes and ordinances.

Space Planner. Landlord has retained or shall retain a space planner or architect (the “"Space Planner”") to prepare certain plans, drawings and specifications (the “"Temporary Plans”") for the construction of the First Amendment Tenant Improvements to be installed in the Expansion Premises by a general contractor selected by Landlord pursuant to this Work Letter. Landlord and Tenant hereby agree that the Space Planner shall be View Design Studio (“View Design”); provided that, in the event that View Design is not available to prepare the plans and drawings for the First Amendment Improvements as contemplated herein, or View Design’s schedule does not permit View Design to do so in a timely fashion, then Landlord may designate another architect or space planner as the Space Planner. Tenant shall deliver to Space Planner within ten thirty (1030) days after the execution of this First Amendment, Fourth Amendment all necessary information required by the Space Planner to complete the Temporary Plans, which shall be prepared based on the space plan approved by Landlord and Tenant and attached hereto as Exhibit B-2. Tenant shall have five fifteen (515) business days after its receipt of the proposed Temporary Plans to review the same and notify Landlord in writing of any comments or required changes, or to otherwise give its approval or disapproval of such proposed Temporary Plans. If Tenant fails to give written comments to or approve the Temporary Plans within three such fifteen (315) days following Landlord’s written notice to Tenant of the expiration of such five (5) business day period, then Tenant shall be deemed to have approved the Temporary Plans as submitted. Landlord shall have five fifteen (515) business days following its receipt of Tenant’s 's comments and objections to cause the Space Planner to redraw the proposed Temporary Plans in compliance with Tenant’s 's request and to resubmit the same for Tenant’s 's final review and approval or comment within five fifteen (515) business days of Tenant’s 's receipt of such revised plans. Such process shall be repeated up to three (3) times twice and if at such time final approval by Tenant of the proposed Temporary Plans has not been obtained, then Landlord shall complete such Temporary Plans, at Tenant’s 's sole cost and expense, and it shall be deemed that Tenant has approved the Temporary Plans. Once Tenant has approved or has been deemed to have approved the Temporary Plans, then the approved (or deemed approved) Temporary Plans shall be thereafter known as the “"Final Plans”". The Final Plans shall include the complete and final layout, plans and specifications for the Expansion Premises showing all doors, light fixtures, electrical outlets, telephone outlets, wall coverings, plumbing improvements (if any), data systems wiring, floor coverings, wall coverings, painting, any other improvements to the Expansion Premises beyond the shell and core improvements provided by Landlord and any demolition of existing improvements in the Expansion Premises. The improvements shown in the Final Plans shall (i) utilize Landlord's building standard materials and methods of construction that are building standard or a higher quality (as mutually agreed to by Landlord and Tenant) or materials similar in quality to those found in the Existing Premises and/or Expansion Premisesconstruction, (ii) be compatible with the shell and core improvements and the design, construction and equipment of the Expansion Premises, and (iii) comply with all applicable laws, rules, regulations, codes and ordinances.

Space Planner. Landlord has retained or shall retain a space planner or architect (the “Space Planner”) to prepare certain plans, drawings and specifications (the “Temporary Plans”) for the construction of the First Amendment Tenant Improvements to be installed in the Expansion Premises by a general contractor selected by Landlord pursuant to this Work Letter. Landlord and Tenant hereby agree , subject to Tenant’s reasonable approval, including without limitation reviewing the Architect’s work proposal in order to confirm that the Space Planner shall be View Design Studio (“View Design”); provided that, in estimated costs and fees are consistent with the event that View Design is not available to prepare the plans and drawings for the First Amendment Improvements as contemplated herein, or View Design’s schedule does not permit View Design to do so in a timely fashion, then Landlord may designate another architect or space planner as the Space Plannermarket. Tenant shall deliver to Space Planner within ten (10) days after the execution of this First Amendment, Lease all necessary information required by the Space Planner to complete the Temporary Plans, which shall be prepared based on the space plan approved by Landlord and Tenant and attached hereto as Exhibit B-2. Tenant shall have five (5) business days after its receipt of the proposed Temporary Plans to review the same and notify Landlord in writing of any comments or required changes, or to otherwise give its approval or disapproval of such proposed Temporary Plans. If Tenant fails to give written comments to or approve the Temporary Plans within three (3) days following Landlord’s written notice to Tenant of the expiration of such five (5) business day period, then Tenant shall be deemed to have approved the Temporary Plans as submitted. Landlord shall have five (5) business days following its receipt of Tenant’s comments and objections to cause the Space Planner to redraw the proposed Temporary Plans in compliance with Tenant’s request and to resubmit the same for Tenant’s final review and approval or comment within five (5) business days of Tenant’s receipt of such revised plans. Such process shall be repeated up to three five (35) times times, as necessary, and if at after such time fifth time, final approval by Tenant of the proposed Temporary Plans has not been obtained, then Tenant shall pay all costs thereafter incurred by Landlord in connection with repeating such process for the sixth and any subsequent times, provided Landlord shall complete not unreasonably withhold its approval if such Temporary Plansplans are consistent with typical office improvements in comparable buildings in the Northwest Austin Area, at Tenant’s sole cost including the other buildings in Park Centre, taking into account the previous use and expenseconfiguration of the Premises, and it shall be deemed that Tenant has approved including the Temporary Plansloading docks. Once Tenant has approved or has been deemed to have approved the Temporary Plans, then the approved (or deemed approved) Temporary Plans shall be thereafter known as the “Final Plans”. The Final Plans shall include the complete and final layout, plans and specifications for the Expansion Premises showing all doors, light fixtures, electrical outlets, telephone outlets, wall coverings, plumbing improvements (if any), data systems wiring, floor coverings, wall coverings, painting, any other improvements to the Expansion Premises beyond the shell and core improvements provided by Landlord and any demolition of existing improvements in the Expansion Premises. The improvements shown in the Final Plans shall (i) utilize Landlord’s building standard materials and methods of construction that are building standard or a higher quality (as mutually agreed to by Landlord and Tenant) or materials similar in quality to those found in the Existing Premises and/or Expansion Premisesconstruction, (ii) be compatible with the shell and core improvements and the design, construction and equipment of the Expansion Premises, and (iii) comply with all applicable laws, rules, regulations, codes and ordinances.