Common use of Sublandlord’s Work Clause in Contracts

Sublandlord’s Work. Sublandlord and Subtenant hereby acknowledge that Subtenant is not subleasing the entire Master Premises and also that Sublandlord and Subtenant may desire that certain furniture and equipment not part of this sublease transaction ("Excess F&E") be removed from the Subleased Premises. To the extent Sublandlord determines, in the exercise of Sublandlord's reasonable discretion, that the telecommunications and other technical functions of the Sublease Premises should be separated from the remainder of the telecommunications and other technical functions of the Master Premises, and to the extent the Excess F&E must be removed from the Sublease Premises, Sublandlord shall be responsible, at Sublandlord's sole cost and expense, for performing such work ("Sublandlord's Work"). Subtenant acknowledges that Sublandlord's Work may be performed, if at all (i) prior to the Sublease Commencement Date, or (ii) after the Sublease Commencement Date. To the extent Sublandlord reasonably determines that Sublandlord's Work must be performed, and the Term has commenced, any such work shall be performed at a time reasonably acceptable to Subtenant, and in a manner that does not interfere with the ongoing business operations of Subtenant in the Sublease premises. Subject to the foregoing, Subtenant agrees to cooperate with Sublandlord in the performance of Sublandlord's Work, including granting Sublandlord access to the Sublease Premises to perform same.

Sublandlord’s Work. Sublandlord and Subtenant hereby acknowledge that Subtenant and agree that, although the Subleased Premises consist of the space in the Building depicted on Exhibit A, the current configuration of the Premises is not subleasing as set forth on Exhibit A-1 attached hereto and by this reference made a part hereof. Following the entire Master Commencement Date, Sublandlord shall, subject to Landlord's prior written approval and right to oversee and supervise such work, construct, install or perform such improvements in, on or about the Subleased Premises as are necessary to separately demise the Subleased Premises in accordance with Exhibit A, including, without limitation, separation of electricity and also that Sublandlord and Subtenant may desire that certain furniture and equipment not part of this sublease transaction ("Excess F&E") be removed from HVAC to the extent reasonably required to maintain Subtenant's operations within the Subleased Premises, and such improvements as may be necessary in order for the Subleased Premises to be in compliance with all applicable regulatory and governmental codes, including federal ADA, state and local accessibility codes, fire/life safety codes and any other applicable building codes (the "Demising Work"). To Sublandlord, at its sole cost, may also make such other improvements outside the extent Subleased Premises as Sublandlord determinesmay desire in its sole discretion (collectively, the "Sublandlord Work"). The Demising Work and the Sublandlord Work shall be performed using materials, methods, finishes, contractors, subcontractors, laborers, materialmen and suppliers selected by Sublandlord in its sole and absolute discretion, subject to approval by Landlord. In no event shall Subtenant have any payment obligations relating to the exercise Demising Work or the Sublandlord Work. Subtenant hereby acknowledges and agrees that the Demising Work and the Sublandlord Work will be performed while Subtenant is in occupancy of the Subleased Premises and neither Sublandlord nor Landlord shall be obligated to perform the Demising Work or the Sublandlord Work during other than normal business hours; provided, however, that Sublandlord shall use reasonable efforts to advise Subtenant of Sublandlord's reasonable discretion, that construction schedule with respect to the telecommunications Demising Work and other technical functions any of the Sublease Premises should be separated from the remainder Sublandlord Work that would affect Subtenant's use or occupancy of the telecommunications and other technical functions of the Master Subleased Premises, and to inform them of material changes to such construction schedule. Subtenant agrees to cooperate with Sublandlord's performance of the extent Demising Work and the Excess F&E must be removed from Sublandlord Work, including permitting access by construction personnel in and about the Sublease Subleased Premises, Sublandlord shall be responsible, all at Sublandlord's sole cost and expense, for performing such work ("Sublandlord's Work"). Subtenant hereby acknowledges and agrees that Sublandlord's Work may be performed, if at all (i) prior to the Sublease Commencement Date, or (ii) after the Sublease Commencement Date. To the extent Sublandlord reasonably determines that Sublandlord's Work must be performed, and the Term has commenced, any such work shall be performed at a time reasonably acceptable to Subtenant, and in a manner that does not interfere with the ongoing business operations of Subtenant in the Sublease premises. Subject to the foregoing, Subtenant agrees to cooperate with Sublandlord in the performance of the Demising Work and the Sublandlord Work may create noise and dust and leave debris in and/or about the Subleased Premises and may be otherwise disruptive to Subtenant's business operations. Sublandlord shall use commercially reasonable efforts to minimize disruption (including, without limitation, disruption by dust, noise, vibration, odors and debris) to Subtenant's business operations during the performance of the Demising Work and the Sublandlord Work; provided, however, Subtenant hereby agrees that the performance of the Demising Work and the Sublandlord Work and Sublandlord's and Landlord's respective actions in connection therewith shall in no way constitute a constructive eviction of Subtenant nor entitle Subtenant to any abatement of Rent. Subtenant's obligations with respect to the Subleased Premises shall be unaffected by Sublandlord's performance of the Demising Work and the Sublandlord Work, including granting and Subtenant shall continue to make all monthly Base Rent payments and other payments in accordance with the terms of the Sublease during the performance of the Demising Work and the Sublandlord access Work. Neither Sublandlord nor Landlord shall have any responsibility or for any reason be liable to Subtenant for any direct or indirect injury to or interference with Subtenant's business arising from the performance of the Demising Work and the Sublandlord Work, nor shall Subtenant be entitled to any compensation or damages from Sublandlord or Landlord for loss of the use of the whole or any part of the Subleased Premises or of Subtenant's personal property or improvements resulting from the performance of the Demising Work and the Sublandlord Work or Sublandlord's or Landlord's respective actions in connection therewith, or for any inconvenience or annoyance occasioned by the performance of the Demising Work and the Sublandlord Work or Sublandlord's or Landlord's respective actions in connection therewith. Notwithstanding anything to the Sublease contrary contained in this Sublease, and subject to the immediately preceding sentence, Sublandlord shall use commercially reasonable efforts (a) not to materially, adversely affect fiber access or operation of electrical or HVAC systems in the Subleased Premises during the Term as a result of the Demising Work or the Sublandlord Work, and (b) to perform samereasonably coordinate with Subtenant in advance with respect to any anticipated and required interruptions as may be necessary to cause the separation of electricity and HVAC in the Subleased Premises (which interruptions shall be limited to the extent reasonably practicable).

Sublandlord’s Work. Sublandlord shall, at its own cost and expense (e.g., such costs shall not be paid out of the Subtenant hereby acknowledge that Improvement Allowance), perform the work set forth on Exhibit D annexed hereto (collectively, “Sublandlord’s Work”) and complete the same no later than January 1, 2018, in a good and workerlike manner and in accordance with the Lease and all applicable Laws; provided that, (x) except as set forth in Section 1 above or the penultimate sentence of this Section 21, Subtenant shall have no rights or remedies if Sublandlord shall fail to complete Sublandlord’s Work later than such date and (y) Sublandlord shall not be required to complete the Utility Separation Work (as such term is not subleasing defined in Exhibit D) on or prior to such date, subject to the entire Master Premises provisions of this Section 21. Notwithstanding anything to the contrary contained herein, Sublandlord’s Work shall be deemed to be completed and also that the Commencement Date shall be deemed to have occurred when Sublandlord’s Work has been completed, except for any Punch List Work (as hereinafter defined) and the Utility Separation Work (which Utility Separation Work shall be performed by Sublandlord and after installation of electrical panels by Subtenant may desire that certain furniture and equipment not as part of this sublease transaction the Initial Subtenant Work). Sublandlord shall perform and complete ("Excess F&E"X) be removed from the Subleased Premises. To Punch List Work within forty-five (45) days after the extent Sublandlord determines, in Commencement Date and (Y) the exercise Utility Separation Work within forty-five (45) days after the installation of Sublandlord's reasonable discretion, that the telecommunications such electrical panels and other technical functions of the Sublease Premises should be separated from the remainder of the telecommunications and other technical functions of the Master Premises, and related electrical closets are completed by Subtenant to the extent reasonably necessary, and in the Excess F&E must condition reasonably required, for Sublandlord’s performance of the Utility Separation Work. If Sublandlord fails to so timely perform and complete the Utility Separation Work, in addition to all other rights and remedies of Subtenant provided by law or by the terms of this Sublease, Subtenant may perform the same pursuant to the provisions of Section 4.09 of the Lease, as incorporated herein by reference, provided that clauses (i) and (ii) of Section 4.09(b) of the Lease shall not be removed applicable to such performance and completion. Sublandlord covenants that, following the completion of Sublandlord’s Work, the Premises shall be (i) fully-compliant with all Laws applicable to the Premises and (ii) with no outstanding construction liens and/or outstanding violations arising from Sublandlord’s Work applicable to or affecting the Sublease Premises with the Department of Buildings, the Fire Marshal or any other governmental subdivision or agency; provided that the foregoing shall not be deemed a condition to the completion of Sublandlord’s Work for determining the Commencement Date, except to the extent that Sublandlord’s failure to deliver the Premises in compliance with clauses (i) and/or (ii) above have an adverse effect on Subtenant’s ability to perform and complete the Initial Subtenant Work or any other adverse effect on Subtenant’s use and enjoyment of the Premises. If, in accordance with the foregoing sentence, Sublandlord’s Work is deemed to be complete, notwithstanding Sublandlord’s failure to comply with clauses (i) and (ii) above, then promptly after such deemed completion of Sublandlord’s Work, Sublandlord shall be responsibleshall, at Sublandlord's its sole cost and expense, cause the Premises to comply with all Laws applicable to the Premises and shall promptly remove any such construction liens and/or cure any such outstanding violations. If Sublandlord’s Work shall not have been completed in accordance with the provisions hereof on or before January 1, 2018 (as such date shall be extended for performing such work each day of delay in the completion of Sublandlord’s Work caused by Unavoidable Delay not to exceed ninety ("Sublandlord's Work"90) days, the “Outside Date”). Subtenant acknowledges , then the Rent Commencement Date shall be postponed (A) for the first thirty (30) days after the Outside Date, one (1) day for each day after the Outside Date that Sublandlord's ’s Work may be performedhas not been completed, and (B) if at all the Commencement Date has not occurred within thirty (i30) prior to days after the Sublease Commencement Outside Date, or then thereafter commencing on the thirty-first (ii31st) day after the Sublease Commencement Outside Date. To , two (2) days for each day after the extent Sublandlord reasonably determines thirtieth (30th) day after the Outside Date that Sublandlord's ’s Work must be performedhas not been completed, and in either case, ending on the Term has commenced, day immediately preceding the day on which Sublandlord’s Work is completed. “Punch List Work” means any such work shall details of Sublandlord’s Work which remain to be performed at a time reasonably acceptable to Subtenant, and in a manner by Sublandlord that does not interfere with the ongoing business operations of Subtenant either individually or in the Sublease premises. Subject to aggregate do not adversely affect the foregoing, progress of the Initial Subtenant agrees to cooperate with Sublandlord in Work or Subtenant’s use and occupancy of the performance Premises (or any portion thereof) for the normal conduct of Sublandlord's Work, including granting Sublandlord access to business after the Sublease Premises to perform sameInitial Subtenant Work is complete.

Sublandlord’s Work. Sublandlord and Subtenant hereby acknowledge that Subtenant is not subleasing agrees to demise the entire Master Subleased Premises and also that Sublandlord and Subtenant may desire that certain furniture and equipment not part of this sublease transaction ("Excess F&E") be removed from building systems servicing the Subleased Premises. To the extent Sublandlord determines, in the exercise of Sublandlord's reasonable discretion, that the telecommunications and other technical functions of the Sublease Premises should be separated from the remainder of the telecommunications and other technical functions of the Master Premises, and to demise the extent Building lobby, in accordance with the Excess F&E must plans and specifications therefor prepared by Architect consistent with Exhibit C (“Sublandlord’s Work”), and to achieve substantial completion of Sublandlord’s Work by October 1, 2004. The date of substantial completion of Sublandlord’s Work shall be removed from the date upon which (i) Sublandlord’s Work has been completed, except for items the incompletion of which do not and the subsequent completion of which will not, adversely affect or interfere with Subtenant’s occupancy of, or Subtenant’s ability to obtain a certificate of occupancy for, the Subleased Premises, which items shall be set forth on a punch list signed by Sublandlord and Subtenant (ii) all mechanical, electrical and plumbing systems including steam for the autoclave and emergency power as hereinafter provided shall be in good working order and adequate to service the Subleased Premises [as improved prior to the commencement of Subtenant’s Work], (iii) the glass wash equipment described in Exhibit E hereto (which shall remain in the Subleased Premises for use by Subtenant during the Sublease Premises, Term without additional charge to Subtenant) shall be in good working order and (iv) Architect has so certified to Sublandlord and Subtenant as to (i) and (ii) above. Sublandlord shall complete such punch list items promptly after substantial completion. Construction of Sublandlord’s Work shall be responsibleperformed by Xxxxxxxx Construction Company, at Sublandlord's sole cost and ’s expense. Except for the completion of Sublandlord’s Work, for performing such work ("Sublandlord's Work")the Subleased Premises are leased to Subtenant in their condition on the date hereof. Subtenant acknowledges that Sublandlord's Work may be performedSublandlord has made no representations, if at all (i) prior warranties or promises, except as otherwise provided in this Section 2, with respect to the Sublease Commencement Date, Subleased Premises or (ii) after the Sublease Commencement Datesuitability thereof for the uses contemplated by this Sublease. To the extent Sublandlord reasonably determines that Sublandlord's Work must be performed, and the Term has commenced, any such work shall be performed at a time reasonably acceptable to Subtenant, and in a manner that does not interfere with the ongoing business operations of Subtenant in the Sublease premises. Subject to the foregoing, Subtenant agrees to cooperate with accept possession of the Subleased Premises on the Commencement Date “as is,” in their same condition as on the date hereof, provided that Sublandlord shall complete Sublandlord’s Work, as set forth herein. The office furniture (the “Furniture”) and non plug-in equipment described in Exhibit F hereto shall remain in the performance of Sublandlord's Work, including granting Sublandlord access to Subleased Premises for use by Subtenant during the Sublease Premises Term without additional charge to perform sameSubtenant.