Common use of Substantial Completion Clause in Contracts

Substantial Completion. 1. Landlord and Tenant specifically agree that Tenant shall be solely responsible for the installation of its server(s) and any associated data cabling (the “Excepted Work”). While the Excepted Work shall be shown on the plans, the actual installation of such items shall be specifically excluded from the Budget and the scope of Landlord’s Work and shall be performed by Tenant at its sole cost and expense. Except as provided in Paragraph 6(b), the Expansion Premises shall be deemed to have been substantially complete when the work and materials to be provided pursuant to this Exhibit (except for items of work and adjustment of equipment and fixtures that can be completed after the Expansion Premises are occupied without causing substantial interference with Tenant’s use of the Expansion Premises (i.e., the “punch list” items)) have been completed, as reasonably determined by Landlord. 2. If Landlord shall be delayed in completing the work and materials to be provided pursuant to this Exhibit as a result of any of the following (each, a “Tenant Delay”): (1) Tenant’s failure to comply with any of the deadlines specified in this Exhibit or with any of the other requirements of this Exhibit or the Lease, (2) Tenant’s request for modifications to plans or working drawings subsequent to the date such plans or working drawings are approved by Landlord, (3) Tenant’s failure to pay when due any amount required pursuant to this Exhibit, (4) Tenant’s request for long lead time materials, finishes or installations, or (5) the performance of any work, or the entry into the Leased Premises, by Tenant or any person or firm employed or retained by Tenant, then for purposes of determining the Term Commencement Date and the Rent Commencement Date, the work and materials to be provided pursuant to this Exhibit shall be deemed to have been substantially complete on the date that Landlord determines in its reasonable judgment that such work and materials would have been substantially complete if such delay(s) had not occurred.

Substantial Completion. 1For purposes hereof, the Finish Work shall be deemed to be "substantially complete" when: (i) all ceilings and lighting in the applicable space are in and operative; (ii) all walls and partitions in the applicable space have been erected with final painting or wall covering complete, and doors and hardware have been installed; (iii) all built-in cabinetry, millwork, glass, stairways, plumbing and bookshelves in the applicable space have been completed and installed; (iv) all floor coverings in the applicable space have been installed; (v) building elevators, plumbing, HVAC and electrical systems serving the applicable space have been installed and are in good working condition; electrical service is adequate for Tenant's lighting fixtures, office equipment and additional requirements, in keeping with the approved space plans and Final Working Drawings; and HVAC system has been balanced; (vi) all debris has been removed from the applicable space, and the applicable space cleaned; and (vii) a certificate of occupancy for the applicable space has been granted by the City of Dallas, Texas. Landlord and Tenant specifically agree that Tenant shall be solely responsible for the installation of its server(s) and any associated data cabling (the “Excepted Work”). While the Excepted Work shall be shown on the plans, the actual installation of such minor "punch-list" type items shall be specifically excluded from the Budget and the scope of Landlord’s Work and shall be performed by Tenant at its sole cost and expense. Except as provided in Paragraph 6(b), the Expansion Premises shall be deemed to have been substantially complete when the work and materials to be provided pursuant to this Exhibit (except for items of work and adjustment of equipment and fixtures that can be completed after the Expansion Premises are occupied without causing substantial interference with which do not impede Tenant’s 's use of the Expansion Premises applicable space will not prevent the Finish Work from being considered "substantially complete". Prior to the applicable space being delivered to Tenant, a representative of Landlord and a representative of Tenant shall walk through the applicable space and jointly prepare a list (i.e.the "Punch List") of minor items which, in the “punch list” itemsmutual opinion of Landlord and Tenant, have not been fully completed or require repair (the "Punch List Items")) have been completed, as reasonably determined . Landlord will deliver a copy of the Punch List to Tenant immediately upon request by Landlord. 2Tenant. If Landlord shall be delayed in completing diligently cause the work and materials to be provided pursuant to this Exhibit as a result of any completion of the following (each, Punch List Items within a “reasonable time after Tenant Delay”): (1) Tenant’s failure to comply with any commences occupancy of the deadlines specified in this Exhibit or with any space, taking reasonable steps to minimize disruption to Tenant's use and occupancy of the other requirements of this Exhibit or space while the Lease, (2) Tenant’s request for modifications to plans or working drawings subsequent to the date such plans or working drawings Punch List Items are approved by Landlord, (3) Tenant’s failure to pay when due any amount required pursuant to this Exhibit, (4) Tenant’s request for long lead time materials, finishes or installations, or (5) the performance of any work, or the entry into the Leased Premises, by Tenant or any person or firm employed or retained by Tenant, then for purposes of determining the Term Commencement Date and the Rent Commencement Date, the work and materials to be provided pursuant to this Exhibit shall be deemed to have been substantially complete on the date that Landlord determines in its reasonable judgment that such work and materials would have been substantially complete if such delay(s) had not occurredbeing completed.

Substantial Completion. 1. Landlord and Tenant specifically agree that Tenant shall be solely responsible for the installation of its server(s(a) and any associated data cabling (the “Excepted Work”). While the Excepted Work shall be shown on the plans, the actual installation of such items shall be specifically excluded from the Budget and the scope of Landlord’s Work and shall be performed by Tenant at its sole cost and expense. Except as provided in Paragraph 6(b), the Expansion Premises shall be deemed to have been be substantially complete when the work and materials to be provided pursuant to this Exhibit (i) Landlord’s Work has been completed (except for items of work and adjustment of equipment and fixtures that can be completed after the Expansion Premises are occupied without causing substantial interference with Tenant’s use of the Expansion Premises (i.e., the “punch list” items)) have been completed), as reasonably determined by Landlord’s architect (based on AIA standards), and (ii) Landlord has obtained the final inspection for the Premises from the appropriate governmental authority for the local jurisdiction, which shall grant permission to legally occupy the Premises. 2. (b) If Landlord shall be delayed in completing the work and materials to be provided pursuant to this Exhibit Landlord’s Work as a result of any of the following (each, a “Tenant Delay”): (1) Tenant’s failure to comply with any of the approval requirements and deadlines specified in this Exhibit or with any of the other requirements of this Exhibit or the Lease, (2) Tenant’s request for modifications to plans the Approved Space Plans or working drawings subsequent the Final Construction Drawings (other than pursuant to the date such plans or working drawings are approved by LandlordTenant’s permitted comment period hereunder), (3) Tenant’s failure to pay when due any amount required pursuant to this Exhibit, (4) Tenant’s request for long lead time materials, finishes or installations, or (5) the performance or timing of any work, or the entry into the Leased Premises, by Tenant or any person or firm employed or retained by Tenant, then for purposes of determining the Term Commencement Date and the Rent Lease Commencement Date, the work and materials to be provided pursuant to this Exhibit Landlord’s Work shall be deemed to have been substantially complete on the date that Landlord determines in its reasonable judgment that such work and materials Landlord’s Work would have been substantially complete if such delay(s) had not occurred. Landlord shall provide Tenant’s Authorized Representative with notice of any such delays by Tenant.

Substantial Completion. 1Promptly following Substantial Completion, Tenant will deliver to Landlord all of the following in form and substance satisfactory to Landlord: (a) a Certificate of Substantial Completion duly executed by Tenant’s Architect certifying that the Tenant Improvements are Substantially Completed; (b) a final Certificate of Occupancy for the Premises; (c) duly executed unconditional lien waivers and such other affidavits, certificates, information, and data as may be reasonably requested by Landlord from all general contractors, subcontractors and materialmen performing work on the Premises; (d) such documentation as Landlord deems reasonably necessary to obtain an endorsement to the policy of title insurance insuring Landlord’s lender, if any; (e) copies of all warranties and guaranties relating to the Tenant Improvements together with duly executed assignments thereof to Landlord but only to the extent that Landlord will be enforcing such warranties or guaranties and performing or directing the repairs; (f) final as-built plans and specifications for the Tenant Improvements; and (g) such other information and documentation as Landlord may reasonably request to evidence the proper, lien-free Substantial Completion of the Tenant Improvements. In no event will Landlord and have any obligation to pay for any costs of the Tenant specifically agree Improvements or to perform any work in the Premises that is not expressly contemplated by this Lease. Tenant shall be solely responsible for any and all costs of constructing the installation of its server(s) and any associated data cabling (the “Excepted Work”). While the Excepted Work shall be shown on the plans, the actual installation of such items shall be specifically excluded from the Budget and the scope of Landlord’s Work and shall be performed by Tenant at its sole cost and expense. Except as provided in Paragraph 6(b), the Expansion Premises shall be deemed to have been substantially complete when the work and materials to be provided pursuant to this Exhibit (except for items of work and adjustment of equipment and fixtures that can be completed after the Expansion Premises are occupied without causing substantial interference with Tenant’s use of the Expansion Premises (i.e., the “punch list” items)) have been completed, as reasonably determined by LandlordImprovements. 2. If Landlord shall be delayed in completing the work and materials to be provided pursuant to this Exhibit as a result of any of the following (each, a “Tenant Delay”): (1) Tenant’s failure to comply with any of the deadlines specified in this Exhibit or with any of the other requirements of this Exhibit or the Lease, (2) Tenant’s request for modifications to plans or working drawings subsequent to the date such plans or working drawings are approved by Landlord, (3) Tenant’s failure to pay when due any amount required pursuant to this Exhibit, (4) Tenant’s request for long lead time materials, finishes or installations, or (5) the performance of any work, or the entry into the Leased Premises, by Tenant or any person or firm employed or retained by Tenant, then for purposes of determining the Term Commencement Date and the Rent Commencement Date, the work and materials to be provided pursuant to this Exhibit shall be deemed to have been substantially complete on the date that Landlord determines in its reasonable judgment that such work and materials would have been substantially complete if such delay(s) had not occurred.

Substantial Completion. 1. Landlord and For purposes of the Lease, including this Tenant specifically agree that Tenant shall be solely responsible for the installation of its server(s) Work Letter, “Substantial Completion” (and any associated data cabling (the “Excepted Work”). While the Excepted Work shall be shown on the plans, the actual installation of such items shall be specifically excluded from the Budget and the scope correlative variations thereof) of Landlord’s Work and the Tenant Improvements with respect to the Phase I Premises and the Phase II Premises shall be performed by mean that all of the following are completed: (i) completion of construction of the applicable Landlord’s Work and the Tenant at its sole cost Improvements pursuant to the Approved Working Drawings for Landlord’s Phase I Work or the Approved Working Drawings for Landlord’s Phase II Work, as applicable, and expense. Except Approved Working Drawings for the Tenant Improvements (as provided in Paragraph 6(bapplicable), with the Expansion exception of any “Punch List Items” (as defined below), (ii) Landlord has obtained a temporary or permanent certificate of occupancy for the Phase I or Phase II Premises (as applicable) (provided that such condition shall be deemed waived by Tenant if such certificate of occupancy is not available because of Tenant Delays or Tenant performing ongoing work at the Property or if such certificate of occupancy is not available as a result of any other action or omission of Tenant, its employees, agents or contractors which directly or indirectly prevents Landlord from being able to have been substantially complete when obtain such certificate of occupancy) and (iii) the work and materials to Phase I or Phase II Premises (as applicable) is in the Required Delivery Condition (as defined in Section 1.1.2.E of the Lease). Substantial Completion shall be provided pursuant to determined during the Phase I Walkthrough (as defined in Section 1.1.2B of the Lease) or the Phase II Walkthrough (as defined in Section 1.1.2.D of the Lease), as applicable. For the purposes of this Exhibit Tenant Work Letter, the term “Punch List Items” shall mean minor details of construction or decoration or mechanical adjustments that (except for items of work and adjustment of equipment and fixtures that a) can reasonably be corrected or completed after the Expansion date Tenant commences its operations within the Phase I Premises are occupied or the Phase II Premises (as applicable) without causing substantial interference with Tenant’s use of the Expansion Premises operations therein and (i.e.b) can reasonably be corrected or completed within thirty (30) days (if Tenant fully cooperates in providing Landlord with appropriate access, the “punch list” itemsprovided such access can be granted without causing substantial interference with Tenant’s operations therein)) have been completed, as reasonably determined by Landlord. 2. If Landlord and which shall be delayed in completing the work and materials to be provided pursuant to this Exhibit as a result of any of the following completed within thirty (each, a “Tenant Delay”): (130) days after Tenant’s failure notice of such items to comply Landlord (so long as Tenant fully cooperates in providing Landlord with any of the deadlines specified in this Exhibit or appropriate access, provided such access can be granted without causing substantial interference with any of the other requirements of this Exhibit or the Lease, (2) Tenant’s request for modifications to plans or working drawings subsequent to the date such plans or working drawings are approved by Landlord, (3) Tenant’s failure to pay when due any amount required pursuant to this Exhibit, (4) Tenant’s request for long lead time materials, finishes or installations, or (5) the performance of any work, or the entry into the Leased Premises, by Tenant or any person or firm employed or retained by Tenant, then for purposes of determining the Term Commencement Date and the Rent Commencement Date, the work and materials to be provided pursuant to this Exhibit shall be deemed to have been substantially complete on the date that Landlord determines in its reasonable judgment that such work and materials would have been substantially complete if such delay(s) had not occurredoperations therein).

Substantial Completion. 1. Landlord and Tenant specifically agree that shall cause the General Contractor to Substantially Complete (defined below) the Tenant shall be solely responsible Improvements in accordance with the Approved Final Drawings by the Commencement Date of the Lease as set forth in Section 2 of the Lease (the "Completion Date"), subject to delays due to (a) acts or events beyond its control including, but not limited to, acts of God, earthquakes, strikes, lockouts, boycotts, casualties, discontinuance of any utility or other service required for performance of the installation Work, moratoriums, governmental agencies, delays on the part of its server(sgovernmental agencies and weather, (b) the lack of availability or shortage of specialized materials used in the construction of the Tenant Improvements, (c) any matters beyond the control of Landlord, the General Contractor or any subcontractors, (d) any changes required by the fire department, building and/or planning department, building inspectors or any other agency having jurisdiction over the Building, the Work and/or the Tenant Improvements (except to the extent such changes are directly attributable to Tenant's use or Tenant's specialized tenant improvements, in which event such delays are considered Tenant Delays) (the events and matters set forth in Subsections (a), (b), (c) and (d) are collectively referred to as "Force Majeure Delays"), or (e) any associated data cabling Tenant Delays (the “Excepted Work”defined in Section 7 below). While the Excepted Work shall be shown on the plans, the actual installation of such items shall be specifically excluded from the Budget and the scope of Landlord’s Work and shall be performed by The Tenant at its sole cost and expense. Except as provided in Paragraph 6(b), the Expansion Premises Improvements shall be deemed to have been substantially complete when the work and materials to be provided pursuant to this Exhibit (except for items of work and adjustment of equipment and fixtures that can be completed after the Expansion Premises are occupied without causing substantial interference with Tenant’s use of the Expansion Premises (i.e., the “punch list” items)) have been completed, as reasonably determined by Landlord. 2. If Landlord shall be delayed in completing the work and materials to be provided pursuant to this Exhibit as a result of any of the following (each, a “Tenant Delay”): (1) Tenant’s failure to comply with any of the deadlines specified in this Exhibit or with any of the other requirements of this Exhibit or the Lease, (2) Tenant’s request for modifications to plans or working drawings subsequent to the date such plans or working drawings are approved by Landlord, (3) Tenant’s failure to pay when due any amount required pursuant to this Exhibit, (4) Tenant’s request for long lead time materials, finishes or installations, or (5) the performance of any work, or the entry into the Leased Premises, by Tenant or any person or firm employed or retained by Tenant, then for purposes of determining the Term Commencement Date and the Rent Commencement Date, the work and materials to be provided pursuant to this Exhibit shall be deemed to have been substantially complete on the date that the General Contractor issues to Landlord determines a notice of substantial completion, or the date that the building officials of the applicable governmental agency(s) issues its final approval of the construction of the Tenant Improvements whether in the form of the issuance of a final permit, certificate of occupancy or the written approval evidencing its final inspection on the building permit(s), or the date on which Tenant first takes occupancy of the Premises, whichever first occurs ("Substantial Completion", or "Substantially Completed", or "Substantially Complete"). Tenant hereby acknowledges and agrees that the term "Substantial Completion" of the Tenant Improvements as used herein will not include the completion of any work associated with Tenant's Installations, including without limitation, Tenant's high-pile storage requirements, Tenant's racking systems, and work related to any requirements of governmental and regulatory agencies with respect to any of Tenant's Installations. If the Work is not deemed to be Substantially Completed on or before the scheduled Completion Date, (i) Landlord agrees to use reasonable judgment that efforts to Substantially Complete the Work as soon as practicable thereafter, (ii) the Lease shall remain in full force and effect, (iii) Landlord shall not be deemed to be in breach or default of the Lease or this Exhibit B as a result thereof and Landlord shall have no liability to Tenant as a result of any delay in occupancy (whether for damages, abatement of all or any portion of the Rent, or otherwise), and (iv) except in the event of any Tenant Delays, which will not affect the Commencement Date but will extend the Completion Date without any penalty or liability to Landlord, and notwithstanding anything to the contrary contained in the Lease, the Commencement Date and the Expiration Date of the term of the Lease (as defined in Section 2 of the Lease) shall be extended commensurately by the amount of time attributable to such work Force Majeure Delays, and materials would have been Landlord and Tenant shall execute a written amendment to the Lease evidencing such extensions of time, substantially complete if such delay(s) had not occurredin the form of Exhibit F to the Lease. Subject to the provisions of Section 10.2 of the Lease, the Tenant Improvements shall belong to Landlord and shall be deemed to be incorporated into the Premises for all purposes of the Lease, unless Landlord, in writing, indicates otherwise to Tenant.

Substantial Completion. 1Landlord shall cause the General Contractor to Substantially Complete (defined below) the Tenant Improvements in accordance with the Final Drawings by the Commencement Date of the Lease as set forth in Section 2 of the Lease (the “Completion Date”), subject to delays due to (a) acts or events beyond its control including, but not limited to, acts of God, earthquakes, strikes, lockouts, boycotts, casualties, discontinuance of any utility or other service required for performance of the Work, moratoriums, governmental agencies and weather, (b) the lack of availability or shortage of specialized materials used in the construction of the Tenant Improvements, (c) any matters beyond the control of Landlord, the General Contractor or any subcontractors, (d) any changes required by the fire department, building and/or planning department, building inspectors or any other agency having jurisdiction over the Building, the Work and/or the Tenant Improvements (except to the extent such changes are directly attributable to Tenant’s use or Tenant’s specialized tenant improvements, in which event such delays are considered Tenant Delays) (the events and matters set forth in Subsections (a), (b), (c) and (d) are collectively referred to as “Force Majeure Delays”), or (e) any Tenant Delays (defined in Section 7 below). Landlord and agrees that the Tenant specifically agree that Tenant Improvements shall be solely responsible for constructed (i) in accordance with all Laws, (ii) in accordance with the installation Final Drawings and (iii) in a good and workmanlike manner. The Tenant Improvements shall be deemed “Substantially Complete” on the date that the building officials of the applicable governmental agency(s) issues its server(sfinal approval of the construction of the Tenant Improvements whether in the form of the issuance of a final permit, final or temporary certificate of occupancy or the written approval evidencing its final inspection on the building permit(s), or the date on which Tenant first takes occupancy of the Premises, whichever first occurs (“Substantial Completion”, or “Substantially Completed, or “Substantially Complete”) and any associated data cabling (failure of Tenant to obtain any necessary governmental approvals for installation of Tenant’s nitrogen tank and any failure of Tenant to install the “Excepted Work”). While nitrogen tank shall not affect the Excepted Work shall be shown on date of Substantial Completion of the plansTenant Improvements, the actual installation commencement of such items the Term or Tenant’s obligation to commence payment of Rent. If the Work is not deemed to be Substantially Completed on or before the scheduled Completion Date, (i) Landlord agrees to use reasonable efforts to Substantially Complete the Work as soon as practicable thereafter, (ii) the Lease shall be specifically excluded from the Budget remain in full force and the scope of Landlord’s Work and effect, (iii) Landlord shall be performed by Tenant at its sole cost and expense. Except as provided in Paragraph 6(b), the Expansion Premises shall not be deemed to have been substantially complete when be in breach or default of the work and materials to be provided pursuant to Lease or this Exhibit (except for items of work B as a result thereof and adjustment of equipment and fixtures that can be completed after the Expansion Premises are occupied without causing substantial interference with Tenant’s use of the Expansion Premises (i.e., the “punch list” items)) have been completed, as reasonably determined by Landlord. 2. If Landlord shall be delayed in completing the work and materials have no liability to be provided pursuant to this Exhibit Tenant as a result of any delay in occupancy (whether for damages, abatement of all or any portion of the following Rent, or otherwise), and (eachiv) except in the event of any Tenant Delays, a “Tenant Delay”): (1) Tenant’s failure which will not affect the Commencement Date but will extend the Completion Date without any penalty or liability to comply with any of Landlord, and notwithstanding anything to the deadlines specified contrary contained in this Exhibit or with any of the other requirements of this Exhibit or the Lease, (2) Tenant’s request for modifications to plans or working drawings subsequent to the date such plans or working drawings are approved by Landlord, (3) Tenant’s failure to pay when due any amount required pursuant to this Exhibit, (4) Tenant’s request for long lead time materials, finishes or installations, or (5) the performance of any work, or the entry into the Leased Premises, by Tenant or any person or firm employed or retained by Tenant, then for purposes of determining the Term Commencement Date and the Rent Commencement DateExpiration Date of the term of the Lease (as defined in Section 2 of the Lease) shall be extended commensurately by the amount of time attributable to such Force Majeure Delays, and Landlord and Tenant shall execute a written amendment to the Lease evidencing such extensions of time, substantially in the form of Exhibit F to the Lease. Subject to the provisions of Section 10.2 of the Lease, the work Tenant Improvements shall belong to Landlord and materials to be provided pursuant to this Exhibit shall be deemed to have been substantially complete on be incorporated into the date that Landlord determines Premises for all purposes of the Lease, unless Landlord, in its reasonable judgment that such work and materials would have been substantially complete if such delay(s) had not occurredwriting, indicates otherwise to Tenant.

Substantial Completion. 1. Landlord Landlord’s Work as to the Phase 1 Leased Premises and Tenant specifically agree that Tenant the Phase 2 Leased Premises, as applicable, shall be solely responsible for the installation of its server(s) deemed “Substantially Complete” or “Substantially Completed” and any associated data cabling (the “Excepted Work”). While the Excepted Work shall be shown on the plans, the actual installation of such items shall be specifically excluded from the Budget and the scope Substantial Completion of Landlord’s Work and shall be performed by Tenant at its sole cost and expense. Except as provided in Paragraph 6(b), the Expansion Premises shall be deemed to have occurred when Landlord delivers to Tenant: (i) a certificate of Landlord’s architect certifying that the architect has examined the applicable final plans and, after appropriate investigation, has found that the work, as constructed, has been completed substantially in all material respects in accordance with the applicable final plans, subject only to an attached punch list which identifies the complete when the work and materials to be provided pursuant to this Exhibit (except for items of work and adjustment work, the non-completion of equipment and fixtures that can be completed after which shall not materially interfere with the Expansion Premises are occupied without causing substantial interference with Tenant’s intended use of the Expansion Premises space; (i.e., the “punch list” items)ii) have been completed, as reasonably determined by Landlord. 2. If Landlord shall be delayed in completing the work and materials to be provided pursuant to this Exhibit as a result temporary or permanent certificate of occupancy (or closure of any of applicable building permit) permitting Tenant to lawfully occupy and operate in the following (each, a “Tenant Delay”): (1) Tenant’s failure to comply with any of the deadlines specified in this Exhibit or with any of the other requirements of this Exhibit Phase 1 Leased Premises or the Lease, (2) Tenant’s request for modifications to plans or working drawings subsequent to the date such plans or working drawings are approved by Landlord, (3) Tenant’s failure to pay when due any amount required pursuant to this Exhibit, (4) Tenant’s request for long lead time materials, finishes or installations, or (5) the performance of any work, or the entry into the Phase 2 Leased Premises, by as applicable, for the Permitted Use has been issued; and (iii) Landlord has delivered to Tenant possession of the Phase 1 Leased Premises or any person or firm employed or retained by Tenantthe Phase 2 Leased Premises, then for purposes as applicable, free and clear of determining all leases and tenancies, with the Term Commencement Date Building systems serving the Leased Premises in good working order and condition, and the Rent Commencement DateBuilding in material compliance with all laws, building codes and ordinances which govern the work use and materials to be provided pursuant to this Exhibit shall be deemed to have been substantially complete on occupancy of similarly-situated buildings, all such that Tenant may lawfully conduct its business in accordance with the date that Landlord determines in its reasonable judgment that such work and materials would have been substantially complete if such delay(s) had not occurredPermitted Use.

Substantial Completion. 1Punch-List. Landlord and The Tenant specifically agree that Tenant shall be solely responsible for the installation of its server(s) and any associated data cabling (the “Excepted Work”). While the Excepted Work shall be shown on the plans, the actual installation of such items shall be specifically excluded from the Budget and the scope of Landlord’s Work and shall be performed by Tenant at its sole cost and expense. Except as provided in Paragraph 6(b), the Expansion Premises Improvements shall be deemed to have been be "substantially complete completed" when Lessor: (a) is able to provide Lessee reasonable access to the work Premises; (b) has substantially completed the Tenant Improvements in accordance with the Plans, other than decoration and materials minor "punch-list" type items and adjustments which do not materially interfere with Lessee's access to be provided pursuant to this Exhibit (except for items of work and adjustment of equipment and fixtures that can be completed after the Expansion Premises are occupied without causing substantial interference with Tenant’s or use of the Expansion Premises Premises; and (i.e.c) has obtained a temporary certificate of occupancy or other required equivalent approval from the local governmental authority permitting occupancy of the Premises; provided, however, that if substantial completion of the “punch list” items)) have been completed, as reasonably determined by Landlord. 2. If Landlord shall be Tenant Improvements is delayed in completing the work and materials to be provided pursuant to this Exhibit as a result of any Tenant Delays described in Section 4 below then, notwithstanding anything in the Lease or this Addendum to the contrary and subject to the Abatement Period, Lessee's rental obligations and the time period for calculating the term of the following (each, a “Tenant Delay”): (1) Tenant’s failure to comply with any Lease shall commence as of the deadlines specified in this Exhibit or with any of date the other requirements of this Exhibit or the Lease, (2) Tenant’s request for modifications to plans or working drawings subsequent to the date such plans or working drawings are approved by Landlord, (3) Tenant’s failure to pay when due any amount required pursuant to this Exhibit, (4) Tenant’s request for long lead time materials, finishes or installations, or (5) the performance of any work, or the entry into the Leased Premises, by Tenant or any person or firm employed or retained by Tenant, then for purposes of determining the Term Commencement Date and the Rent Commencement Date, the work and materials to be provided pursuant to this Exhibit shall be deemed to have been substantially complete on the date that Landlord determines in its reasonable judgment that such work and materials Improvements would have been substantially complete completed but for such Tenant Delays, and provided further that if substantial completion of the Tenant Improvements is delayed as a result of any Force Majeure Delays described in Section 5 below, then the substantial completion of the Tenant Improvements shall be subject to extension for such delay(sForce Majeure Delays. Within five (5) had not occurredbusiness days after such substantial completion, Lessee shall conduct a walk-through inspection of the Premises with Lessor and provide to Lessor a written punch-list specifying those decoration and other punch-list items which require completion, which items Lessor shall thereafter diligently complete; provided, however, that Lessee shall be responsible, at Lessee's sole cost and expense, for the remediation of any items on the punch-list caused by Lessee's acts or omissions. The term "substantial completion" shall have the same meaning as the term "substantially completed."

Substantial Completion. 1. Landlord and Tenant specifically agree that Tenant shall be solely responsible for the installation of its server(s) and any associated data cabling (the “Excepted Work”). While the Excepted Work shall be shown on the plans, the actual installation of such items shall be specifically excluded from the Budget and the scope of Landlord’s Work and shall be performed by Tenant at its sole cost and expense. Except as provided in Paragraph 6(b), the Expansion The Premises shall be deemed to have been substantially complete when “Ready for Occupancy” upon the work Substantial Completion of the Premises and materials to be provided pursuant to this Exhibit (except for items of work and adjustment of equipment and fixtures that can be completed after the Expansion Premises are occupied without causing substantial interference with Tenant’s use receipt of a certificate of occupancy or a temporary certificate of occupancy (or its equivalent) permitting Tenant to occupy the Expansion Premises (i.e., the “punch list” items)) have been completed, as reasonably determined by Landlord. 2Premises. If Landlord shall be delayed in completing the work and materials to be provided pursuant to this Exhibit as a result For purposes of any of the following (each, a “Tenant Delay”): (1) Tenant’s failure to comply with any of the deadlines specified in this Exhibit or with any of the other requirements of this Exhibit or the Lease, (2) Tenant’s request for modifications to plans or working drawings subsequent to the date such plans or working drawings are approved by Landlord, (3) Tenant’s failure to pay when due any amount required pursuant to this Exhibit, (4) Tenant’s request for long lead time materials, finishes or installations, or (5) the performance of any work, or the entry into the Leased Premises, by Tenant or any person or firm employed or retained by Tenant, then including for purposes of determining the Term Commencement Date (as set forth in Section 1.7 of the Summary to the Lease), “Substantial Completion” of the Premises shall occur upon the completion of construction of the Tenant Improvements in the Premises pursuant to the Approved Working Drawings, with the exception of (i) any punch list items, (ii) any tenant fixtures, work-stations, built-in furniture, or equipment to be installed by Tenant or under the supervision of Contractor, and (iii) any then ongoing work (collectively, the “Package Unit Work”) relating to the installation of any Package Units within the Premises (as defined in Section 12.4 of the Lease) pursuant to the Approved Working Drawings. Tenant hereby acknowledges that Landlord may be performing the Package Unit Work during the Term of the Lease, and the Rent Commencement Date, the performance of such work and materials to be provided pursuant to this Exhibit shall not be deemed a constructive eviction of Tenant, nor shall Tenant be entitled to have been substantially complete on any abatement of Rent in connection therewith nor shall Landlord be liable for any injury or damage to Tenant’s property or business; provided however, Landlord shall use commercially reasonable efforts to minimize interference with Tenant’s access to and use of the date that Landlord determines in its reasonable judgment that such work and materials would have been substantially complete if such delay(s) had not occurredPremises.

Substantial Completion. 1. Landlord and Tenant specifically agree that Tenant shall be solely responsible for the installation of its server(s(a) and any associated data cabling (the “Excepted Work”). While the Excepted Work shall be shown on the plans, the actual installation of such items shall be specifically excluded from the Budget and the scope of Landlord’s Work and shall be performed by Tenant at its sole cost and expense. Except as provided in Paragraph 6(b), the Expansion The Premises shall be deemed to have been be substantially complete when the work and materials to be provided performed by Landlord pursuant to this Exhibit (the Plans approved by Landlord and Tenant has been completed as certified by Landlord and architect, except for items of work and adjustment of equipment and fixtures that can be completed after the Expansion Premises are occupied without causing substantial material interference with Tenant’s 's use of the Expansion Premises (i.e., the “"punch list” list items")) have been completed, as reasonably determined by Landlord. 2. If (b) Notwithstanding the foregoing, if Landlord shall be delayed in substantially completing the work and materials to be provided pursuant to this Exhibit Premises as a result of: (i) Tenant's failure to furnish to Landlord the final Plans on or before the Tenant Plan Delivery Date; or (ii) Tenant's failure to furnish the Plans and/or Tenant's failure to approve Landlord's cost estimates within the time specified in Section 4 herein and/or Tenant's failure to approve the space plan within the time specified in Section 1 herein; or (iii) Tenant's changes in the Tenant Improvements or the Plans (notwithstanding Landlord's approval of any of the following such changes); or (each, a “Tenant Delay”): (1iv) Tenant’s failure to comply with any of the deadlines specified in this Exhibit or with any of the other requirements of this Exhibit or the Lease, (2) Tenant’s 's request for changes in or modifications to plans or working drawings the Plans subsequent to the date such plans or working drawings are approved by Landlord, Tenant Plan Delivery Date; or (3v) Tenant’s failure Inability to pay when due any amount required pursuant to this Exhibit, (4) Tenant’s request for long lead time obtain non-building standard materials, finishes or installations, or installations requested by Tenant; or (5vi) the The performance of any workwork by any person, firm or the entry into the Leased Premises, by Tenant or any person or firm corporation employed or retained by Tenant; or (vii) Any other act or omission by Tenant or its agents, then representatives, and/or employees; then, in any such event, for purposes of determining the Term Commencement Date and the Rent Commencement Date, the work and materials to be provided pursuant to this Exhibit Premises shall be deemed to have been substantially complete completed on the date that Landlord determines in its reasonable judgment and architect determine that such work and materials the Premises would have been substantially complete completed if such delay(s) Delay or Delays had not occurred.

Substantial Completion. 1. Landlord and Tenant specifically agree that Tenant shall be solely responsible for the installation of its server(s(a) and any associated data cabling (the “Excepted Work”). While the Excepted Work shall be shown on the plans, the actual installation of such items shall be specifically excluded from the Budget and the scope of Landlord’s Work and shall be performed by Tenant at its sole cost and expense. Except as provided in Paragraph 6(b)3(b) hereof, the Expansion Premises shall be deemed to have been be substantially complete when the work and materials improvements to be provided installed by Landlord pursuant to this Exhibit (have been completed, as certified by Landlord's architect, except for items of work and adjustment of equipment and fixtures that can be completed after the Expansion Premises are occupied without causing substantial interference with Tenant’s 's use of the Expansion Premises (i.e., the “"punch list” " items) (b) have been completed, as reasonably determined by Landlord. 2. If Landlord shall be delayed in completing the work and materials to be provided pursuant to this Exhibit Premises as a result of any of the following (each, a “Tenant Delay”): (1) Tenant’s 's failure to comply with any of the deadlines conditions specified in this Exhibit or with any of the other requirements of this Exhibit or the LeaseExhibit, (2) Tenant’s 's request for modifications to plans or working drawings subsequent to the date such plans or working drawings are approved by Landlord, (3) Tenant’s 's failure to pay when due any amount required pursuant to this Exhibit, (4) Tenant’s 's request for long lead time materials, finishes or installationsinstallations which are long lead items, or (5) the performance of or failure to timely perform any work, or the entry into the Leased Premises, work by Tenant or any person or firm employed or retained by TenantTenant which interferes with the substantial completion of Landlord's construction, then for purposes of determining the Term Commencement Date and the Rent Commencement Date, the work and materials to be provided pursuant to this Exhibit Premises shall be deemed to have been substantially complete on the date that Landlord determines Landlord's architect or asset manager determines, in its reasonable judgment judgment, that such work and materials the improvements to be installed by Landlord pursuant to this Exhibit would have been substantially complete if such delay(s) delay or delays had not occurred. (c) Landlord shall have reasonable access to the Premises for improvement of the Premises at all times subsequent to execution of this Lease until completion of punch list items.

Substantial Completion. 1. a. The Landlord and Tenant specifically agree that Tenant shall be solely responsible for the installation of its server(s) and any associated data cabling (the “Excepted Work”). While the Excepted Work shall be shown on the plans, the actual installation of such items shall be specifically excluded from the Budget and the scope of Landlord’s Work and shall be performed by Tenant at its sole cost and expense. Except as provided in Paragraph 6(b), the Expansion Premises Improvements shall be deemed to have been substantially complete be “Substantially Complete”, and “Substantial Completion” shall be deemed to occur when the work Landlord Improvements are sufficiently complete and materials to be provided pursuant to this Exhibit (except the City of Kenosha issues a certificate of occupancy for items of work and adjustment of equipment and fixtures that can be completed after the Expansion Premises are occupied without causing substantial interference with Tenant’s use and occupancy of the Expansion Premises (i.e.or if such certificate of occupancy has not yet been issued, a temporary permission to occupy the “punch list” items)) Premises in whole or in part shall have been completedissued that permits Tenant to begin its set-up and partial occupancy activities in the Premises), as reasonably determined by Landlordwhich may be subject only to minor punch-list items which do not adversely affect Tenant’s use or occupancy. 1. Tenant, its customers, invitees, licensees and guests, shall not do or permit anything to be done in or about the Premises of the Building which in any way will obstruct or interfere with the rights of any other tenants or occupants of the Building, or injure or annoy them, or use or allow the Premises to be used for any improper, immoral, unlawful or objectionable purpose, or injure or tend to injure the reputation of the Building. Tenant shall not cause, maintain or permit any nuisance or commit or suffer the commission of any waste in, on, or about the Premises. 2. If Landlord The sidewalks, terraces, halls, passages, exits, entrances, shall not be delayed in completing the work and materials to be provided pursuant to this Exhibit as a result of any of the following (each, a “Tenant Delay”): (1) Tenant’s failure to comply with any of the deadlines specified in this Exhibit or with any of the other requirements of this Exhibit or the Lease, (2) Tenant’s request for modifications to plans or working drawings subsequent to the date such plans or working drawings are approved by Landlord, (3) Tenant’s failure to pay when due any amount required pursuant to this Exhibit, (4) Tenant’s request for long lead time materials, finishes or installations, or (5) the performance of any work, or the entry into the Leased Premises, by Tenant or any person or firm employed or retained obstructed by Tenant, then its customers, invitees, licensees or guests, or used by them for purposes any purpose other than for ingress to and egress from the Premises. The terraces, halls, passages, exits, entrances, and roof are not for the use of determining the Term Commencement Date general public, and the Rent Commencement DateLandlord shall, in all cases, retain the work right to control and materials to be provided pursuant to this Exhibit prevent access thereto by all persons whose presence, in the judgment of the Landlord, shall be deemed prejudicial to have been substantially complete on the date safety, character, reputation and interest of the Building and the Building's tenants, provided that Landlord determines nothing herein contained shall be construed to prevent such access to persons with whom the Tenant normally deals in the ordinary course of Tenant's business, unless such persons are engaged in illegal activities. Tenant, its reasonable judgment that such work customers, invitees, licensees, and materials would have been substantially complete if such delay(s) had guests shall not occurredgo upon the roof of the Building or enter into areas reserved for the exclusive use of Landlord, its employees or invitees.

Substantial Completion. 1. Landlord and Tenant specifically agree that Tenant shall be solely responsible for the installation of its server(s(a) and any associated data cabling (the “Excepted Work”). While the Excepted Work shall be shown on the plans, the actual installation of such items shall be specifically excluded from the Budget and the scope of Landlord’s Work and shall be performed by Tenant at its sole cost and expense. Except as provided in Paragraph 6(b), the Expansion Premises shall be deemed to have been substantially complete when the work and materials to be provided pursuant to this Exhibit (except for items of work and adjustment of equipment and fixtures that can be completed after the Expansion Premises are occupied without causing substantial interference with Tenant’s 's use of the Expansion Premises (i.e., the “punch list” "PUNCH LIST" items)) have been completed, as reasonably determined by Landlord. 2. (b) If Landlord shall be delayed in completing the work and materials to be provided pursuant to this Exhibit as a result of any of the following (each, a “Tenant Delay”): (1) Tenant’s 's failure to comply with any of the deadlines specified in this Exhibit or with any of the other requirements of this Exhibit or the Lease, (2) Tenant’s 's request for modifications to plans or working drawings subsequent to the date such plans or working drawings are approved by LandlordLandlord and Tenant's failure to submit to Landlord (for submission to applicable governmental authority) by the dates set forth herein 100% complete drawings and specifications and otherwise properly prepared and sufficient in form and substance for peer review and governmental approval, (3) Tenant’s 's failure to pay when due any amount required pursuant to this Exhibit, (4) Tenant’s 's request for long lead time materials, finishes or installations, or (5) the performance of any work, or the entry into the Leased Premises, by Tenant or any person or firm employed or retained by Tenant, then for purposes of determining the Term Commencement Date and the Rent Lease Commencement Date, the work and materials to be provided pursuant to this Exhibit shall be deemed to have been substantially complete on the date that Landlord determines in its reasonable judgment that such work and materials would have been substantially complete if such delay(s) had not occurred.

Substantial Completion. 1. Landlord and Tenant specifically agree that Tenant shall be solely responsible for the installation of its server(s) and any associated data cabling (the “Excepted Work”). While the Excepted Work shall be shown on the plans, the actual installation of such items shall be specifically excluded from the Budget and the scope of Landlord’s Work and shall be performed by Tenant at its sole cost and expense. Except as provided in Paragraph 6(b), the Expansion a. The Premises shall be deemed to have been substantially complete be "Substantially Complete" when the work and materials to be provided performed by Landlord pursuant to this Exhibit (the Plans approved by Landlord and Tenant has been completed and approved by the appropriate governmental authorities, as certified by Landlord, except for items of work and adjustment of equipment and fixtures that can be completed after the Expansion Premises are occupied without causing substantial material interference with Tenant’s 's use of the Expansion Premises (i.e., the “"punch list” list items")) have been completed, as reasonably determined by Landlord. 2. If b. Notwithstanding the foregoing, if Landlord shall be delayed in completing Substantially Completing the work and materials to be provided pursuant to this Exhibit Premises (the "Delays") as a result of any of the following delays (each, a “Tenant Delay”): the "Delays"): (1i) Tenant’s 's failure to comply with any of approve the deadlines space plan within the time specified in this Exhibit Section 1 herein; or (ii) Tenant's failure to furnish to Landlord the final Plans on or with any of before the other requirements of this Exhibit Tenant Plan Delivery Date; or (iii) Tenant's failure to approve Landlord's cost estimates within the time specified in Section 4 herein; or (iv) Tenant's changes in the Tenant Improvements or the Lease, Plans (2notwithstanding Landlord's approval of any such changes); or (v) Tenant’s 's request for changes in or modifications to plans or working drawings the Plans subsequent to the date such plans or working drawings are approved by Landlord, Tenant Plan Delivery Date; or (3vi) Tenant’s failure Inability to pay when due any amount required pursuant to this Exhibit, (4) Tenant’s request for long lead time obtain non-building standard materials, finishes or installations, or installations requested by Tenant; or (5vii) the The performance of any workwork by any person, firm or the entry into the Leased Premises, by Tenant or any person or firm corporation employed or retained by Tenant; or (viii) Any other act or omission by Tenant or its agents, then for purposes of determining representatives, and/or employees; then, in any such event, Landlord shall have the Term Commencement Date and right to declare that the Rent Commencement Date, the work and materials to be provided pursuant to this Exhibit Premises shall be deemed to have been substantially complete Substantially Completed on the date that Landlord determines in its reasonable judgment determine that such work and materials the Premises would have been substantially complete Substantially Completed if such delay(s) Delay or Delays had not occurred.

Substantial Completion. 1. Landlord SUBSTANTIAL COMPLETION" occurs when all of the following conditions have been satisfied: (a) receipt of a Certificate of Substantial Completion by Architect on AIA Form G704 (or a substantially similar form) relating to the construction of the Improvements; (b) Tenant can use the Premises for its intended purposes without material interference to Tenant conducting its business activities; (c) Final Inspection has occurred; (d) Tenant, its employees, agents and Tenant specifically agree invitees have ready access to, and parking adjacent to, the Building and the Premises (but not necessarily on paved surfaces); (e) necessary utilities (not including natural gas) and plumbing are available (availability through temporary facilities will be acceptable for this purpose; provided, however, that Tenant shall connection to permanent facilities will not result in the unavailability or discontinuance of such utilities with respect to Tenant's use of the Premises thereafter) in capacities not less than as set forth in the Plans, are connected to mains or other appropriate sources, and all utility meters have been set and activated; (f) receipt of a certificate from an engineer stating that no additional easements are required to be solely responsible granted for the installation benefit of its server(s) and any associated data cabling (the “Excepted Work”). While the Excepted Work shall be shown on the plans, the actual installation of such items shall be specifically excluded from the Budget Parcel A in order for Parcel A and the scope Improvements located thereon to be provided with access, utility services and drainage, as required by the Lease and this Leasehold Improvement Agreement; (g) receipt of Landlord’s Work an instrument from Xxxxx/Skyland Joint Venture, Ltd. (or its successor) regarding the Improvements, in the form described in Section 10.h of the Declaration of Covenants, Conditions, Restrictions and shall be performed by Tenant Easements described in the definition of "CC&R's"; and (h) receipt (at its Tenant's sole cost and expense) of an update to the existing commitment for title insurance dated prior to (and as close as is reasonably practical to) the date of Substantial Completion, showing no exceptions to title affecting the Premises (or interfering with or limiting Tenant's rights to Parcels B, C or D as set forth in the Lease) other than those shown on Exhibit B or those approved or consented to by Tenant. Except as provided in Paragraph 6(b)At Landlord's request, Tenant will execute and deliver to Landlord a written acknowledgment that Substantial Completion has occurred. Acceptance of possession, use or occupancy of the Expansion Premises by Tenant shall not be deemed to have been substantially complete when constitute a waiver of Landlord's duties, obligations or warranties expressly set forth in the work and materials Lease. Landlord shall use reasonable efforts to be provided pursuant to this Exhibit (except for items of work and adjustment of equipment and fixtures that can be completed after the Expansion Premises are occupied without causing substantial interference with Tenant’s use give Tenant at least fifteen days' advance notice of the Expansion Premises (i.e., the “punch list” items)) have been completed, as reasonably determined by Landlord. 2. If Landlord shall be delayed in completing the work estimated date on which Substantial Completion is expected to occur and materials to be provided pursuant to this Exhibit as a result five days' advance notice of any of the following (each, a “Tenant Delay”): (1) Tenant’s failure to comply with any of the deadlines specified in this Exhibit or with any of the other requirements of this Exhibit or the Lease, (2) Tenant’s request for modifications to plans or working drawings subsequent changes to the date such plans or working drawings are approved by Landlord, (3) Tenant’s failure to pay when due any amount required pursuant to this Exhibit, (4) Tenant’s request for long lead time materials, finishes or installations, or (5) the performance of any work, or the entry into the Leased Premises, by Tenant or any person or firm employed or retained by Tenant, then for purposes of determining the Term Commencement Date and the Rent Commencement Date, the work and materials to be provided pursuant to this Exhibit shall be deemed to have been substantially complete on the date that Landlord determines in its reasonable judgment that such work and materials would have been substantially complete if such delay(s) had not occurredestimated Substantial Completion date.

Substantial Completion. 1. Landlord (a) When the Project Manager considers that Substantial Completion has been achieved, the Project Manager, in its own capacity as Lessee, shall notify the Owner and Tenant specifically agree that Tenant shall represent and warrant that: (i) the Works and the Assets are operational for the purposes contemplated in the Lease and the DGI Final Approval; (ii) all the necessary Administrative Authorisations have been obtained and are valid, definitive and enforceable; (iii) the declaration of completion of works (“declaration d’achèvement des travaux”) has been notified to the administrative authorities (a copy of such declaration in accordance with article 33 of order (“deliberation”) n°19 dated June 8, 1973, as amended, and a copy of its acknowledgment of receipt by the relevant administrative authority shall be solely responsible for attached thereto); (iv) the installation Insurance Policies required to be current under this Agreement are current and the insurance policies required under clause 9 of its server(sthe Lease are enforceable; (v) the Lessee shall bear the risks relating to, and the custody of the Assets in accordance with the Lease; (vi) to the best of the Project Manager’s knowledge, there is no material reservation or default other than those listed in an attachment to the notice; (vii) the Lessee agrees to take possession of the Assets, accepts them, ratifies any associated data cabling of the variation orders filed by the Project Manager and recognizes that the warranties and operating manuals received are sufficient to start the operation of the Assets; and (viii) Substantial Completion has occurred. Table of Contents (b) The date of receipt by the Owner of the notice provided under Clause 12.3(a) shall constitute the “Excepted WorkSubstantial Completion Date”), and such notice shall constitute the “Definitive Acceptance Certificate”. While the Excepted Work shall be shown on the plans, the actual installation of such items shall be specifically excluded from the Budget and the scope of Landlord’s Work and shall be performed by Tenant at its sole cost and expense. Except as provided in Paragraph 6(b), the Expansion Premises Substantial Completion shall be deemed to have been substantially complete when agreed respectively between the work Project Manager and materials to be provided pursuant to this Exhibit (except for items the Owner and between the Lessor and the Lessee on the Substantial Completion Date. For the purpose of work and adjustment of equipment and fixtures that can be completed after securing such agreements, the Expansion Premises are occupied without causing substantial interference with Tenant’s use Project Manager shall act on behalf of the Expansion Premises (i.e., the “punch list” items)) have been completed, as reasonably determined by Landlord. 2. If Landlord shall be delayed in completing the work Owner and materials to be provided pursuant to this Exhibit as a result of any of the following (each, a “Tenant Delay”): (1) Tenant’s failure to comply with any of the deadlines specified in this Exhibit or with any of the other requirements of this Exhibit or the Lease, (2) Tenant’s request for modifications to plans or working drawings subsequent to the date such plans or working drawings are approved by Landlord, (3) Tenant’s failure to pay when due any amount required pursuant to this Exhibit, (4) Tenant’s request for long lead time materials, finishes or installations, or (5) the performance of any work, or the entry into the Leased Premises, by Tenant or any person or firm employed or retained by Tenant, then for purposes of determining the Term Commencement Date and the Rent Commencement Date, the work and materials to be provided pursuant to this Exhibit shall be deemed to have been substantially complete on the date that Landlord determines in its reasonable judgment own capacity and that such work and materials would have been substantially complete if such delay(s) had not occurredof Lessee.

Substantial Completion. 1. Delays in the Substantial Completion of the Work which occur (a) because of any delay in Tenant's delivery of the final working drawings to Landlord for Landlord's approval, (b) because of any delay by Xxxxxx in designating its architect, engineer, contractors and/or subcontractors for Landlord's approval, (c) because of any change by Tenant to the Working Drawings, (d) because of any specification by Tenant of materials or installations in addition to or other than Landlord's standard finish-out materials, (e) because Tenant, any contractor or subcontractor of Tenant, or Tenant's agents otherwise delays completion of the Work, (f) because of any delay resulting from Xxxxxx's exercise of the early occupancy option with respect to the 2nd Floor Space, or (g) because of any other reason within Tenant's control are herein called "TENANT'S DELAYS", provided that the foregoing shall not constitute Tenant Delays unless and until Xxxxxxxx gives notice thereof to Tenant and Tenant specifically agree that fails to correct the action, inaction or condition giving rise to such Tenant shall be solely responsible for the installation of its server(sDelay within one (1) and any associated data cabling (the “Excepted Work”). While the Excepted Work shall be shown on the plans, the actual installation day of such items shall be specifically excluded from notice. Delays in the Budget and Substantial Completion of the scope Work which occur because of (i) any delay by Landlord in approving final working drawings or changes in the Work submitted to Landlord for approval, (ii) any delay by Landlord in approving architects, engineers, contractors and/or subcontractors designated by Tenant, (iii) any other reason within Landlord’s 's control, or (iv) Force Majeure are herein called "LANDLORD'S DELAYS". "SUBSTANTIAL COMPLETION" of the Work and shall be performed by Tenant at its sole cost and expense. Except as provided in Paragraph 6(b), the Expansion Premises shall be deemed to have been substantially complete when the work and materials to be provided pursuant to this Exhibit (except for items of work and adjustment of equipment and fixtures that can be completed after the Expansion Premises are occupied without causing substantial interference with Tenant’s use of the Expansion Premises (i.e.occurred, the “punch list” items)) have been completed, as reasonably determined by Landlord. 2. If Landlord shall be delayed in completing the work and materials to be provided pursuant to this Exhibit as a result of any of the following (each, a “Tenant Delay”): (1) Tenant’s failure to comply with any of the deadlines specified in this Exhibit or with any of the other requirements of this Exhibit or the Lease, (2) Tenant’s request for modifications to plans or working drawings subsequent to the date such plans or working drawings are approved by Landlord, (3) Tenant’s failure to pay when due any amount required pursuant to this Exhibit, (4) Tenant’s request for long lead time materials, finishes or installations, or (5) the performance of any work, or the entry into the Leased Premises, by Tenant or any person or firm employed or retained by Tenant, then for purposes of determining the Term Commencement Date and the Rent Commencement Date, the work and materials to be provided pursuant to this Exhibit Work shall be deemed to have be "SUBSTANTIALLY COMPLETED", when Landlord delivers the Premises to Tenant with the Work completed to a stage sufficient to permit the conduct by Tenant of its business in the ordinary course, in substantial compliance with all applicable governmental codes and requirements (including the Disabilities Acts to the extent Landlord is responsible therefor pursuant to the terms of this Lease), with all applicable Building systems and equipment in first class order and operating condition, and with all legal requirements prerequisite to Tenant's use of the Premises for the Permitted Use having been substantially complete met, other than any required zoning changes for the Permitted Use which shall be governed by Section 26(f). The "COMPLETION DATE" of the Premises shall occur on the earlier of (1) fourteen (14) days after the date that Landlord determines on which the Premises are delivered to Tenant in its reasonable judgment that such work and materials a Substantially Complete condition, or (2) fourteen (14) days following the date the Premises would have been substantially complete if such delay(sSubstantially Complete but for Tenant Delays (the 14-day period described in clause (1) had not occurredor (2), as applicable, being herein called the "MOVE-IN PERIOD"); provided that the Move-In Period shall be extended for one (1) day, and the Completion Date shall be delayed by one (1) day, for each day of Landlord's Delays during the Move-In Period.

Substantial Completion. 1. Substantial Completion" or "Substantially Completed" as used herein shall mean both (a) delivery of written a certificate of Landlord to Tenant certifying the completion of construction of the Tenant Improvements in the Premises pursuant to the approved Construction Documents with the exception of minor details of construction installation, decoration, or mechanical adjustments and punchlist items as certified to by Landlord and (b) the issuance by the City of Carlsbad of a certificate of occupancy, a temporary certificate of occupancy or some other authorization necessary to permit Tenant specifically agree that Tenant shall be solely responsible for to occupy and receive the installation beneficial use of its server(s) and any associated data cabling (the “Excepted Work”)Premises. While the Excepted Work shall be shown on the plans, the actual installation of such items shall be specifically excluded from the Budget and the scope of Landlord’s Work and shall be performed by Tenant at its sole cost and expense. Except as provided in Paragraph 6(b), the Expansion Premises Substantial Completion shall be deemed to have been substantially complete when the work occurred, and materials to be provided pursuant to this Exhibit (except for items of work and adjustment of equipment and fixtures that can be completed after the Expansion Premises are occupied without causing substantial interference with Tenant’s use completion of the Expansion Premises (i.e.Tenant Improvements shall be deemed to have occurred, notwithstanding the “punch list” items)) have been completed, as reasonably determined by Landlord. 2requirement to complete "punchlist" items or similar corrective work. If Tenant agrees that if Landlord shall be delayed in completing the causing such work and materials to be provided pursuant to this Exhibit Substantially Completed as a result of any of the following events as defined below (eachreferred to herein as a "Tenant Delay"), then such delay shall be the responsibility of Tenant, and will result in the Commencement Date of the Term or, as applicable, the commencement of any portion of Tenant's Base Monthly Rent obligations hereunder being the earlier of: (i) Tenant's opening of the Premises for business; (ii) the date of Substantial Completion or (iii) the date when Substantial Completion would have occurred if there had been no Tenant Delay, providing that Landlord shall not be required to work on an overtime basis in order to bring the Premises to Substantial Completion. For the purposes of this Work Letter, a “Tenant Delay”): Delay is defined as follows: (1) Tenant’s failure to comply with any of the deadlines specified in this Exhibit or with any of the other requirements of this Exhibit or the Lease, (2) Tenant’s request for modifications to plans or working drawings subsequent to the date such plans or working drawings are approved by Landlord, (3) Tenant’s failure to pay when due any amount required pursuant to this Exhibit, (4) Tenant’s request for long lead time materials, finishes or installations, or (5) the performance of any work, or the entry into the Leased Premises, by Tenant or any person or firm employed or retained by Tenant, then for purposes of determining the Term Commencement Date and the Rent Commencement Date, the work and materials to be provided pursuant to this Exhibit shall be deemed to have been substantially complete on the date that Landlord determines in its reasonable judgment that such work and materials would have been substantially complete if such delay(s) had not occurred.

Substantial Completion. 1. “Substantial Completion” (or any grammatical variation thereof) shall mean (i) completion of the Landlord Work in accordance (in all material respects) with the Final Working Drawings and permits, subject only to the Punchlist (defined below); (ii) a written certification by the Architect that the Landlord Work have been completed in accordance (in all material respects) with the Final Working Drawings; (iii) unrestricted automobile and truck access to the Premises is available to Tenant specifically agree from each of the access points depicted on the Site Plan; (iv) a conditional or temporary certificate of occupancy or other similar authorization issued by the applicable governmental authority with respect to the Landlord Work and fulfillment of all requirements with respect to the Landlord Work that are required to allow Tenant shall be solely responsible to operate in the Premises for the installation Permitted Use; and (v) all utilities are hooked up and available for use by Tenant in the Premises, provided, in addition, that as a condition precedent to Substantial Completion, Contractor shall provide Tenant with a schedule of its server(s) and any associated data cabling (all permits required for the “Excepted Work”). While the Excepted Work shall be shown on the plans, the actual installation of such items shall be specifically excluded from the Budget and the scope of Landlord’s Landlord Work and occupancy of the Premises and, attach to such schedule, a copy of each such permit. As soon as reasonably possible after Substantial Completion, Landlord shall also deliver to Tenant a “Close Out Book” which shall include, but not be performed by Tenant at its sole cost limited to: detailed O & M manual with list of contractors, product data sheets, electrical and expense. Except as provided in Paragraph 6(bmechanical startup and testing, forms test and balance reports, as-built drawings - stamped and electronic (autocad), the Expansion Premises shall be deemed to have been substantially complete when the work Certificates of Occupancy, final inspection certifications and materials to be provided pursuant to this Exhibit (except for items of work signed off permits and adjustment of equipment and fixtures that can be completed after the Expansion Premises are occupied without causing substantial interference with Tenant’s use of the Expansion Premises (i.e., the “punch list” items)) have been completed, as other similar information reasonably determined by Landlord. 2. If Landlord shall be delayed in completing the work and materials to be provided pursuant to this Exhibit as a result of any of the following (each, a “Tenant Delay”): (1) Tenant’s failure to comply with any of the deadlines specified in this Exhibit or with any of the other requirements of this Exhibit or the Lease, (2) Tenant’s request for modifications to plans or working drawings subsequent to the date such plans or working drawings are approved by Landlord, (3) Tenant’s failure to pay when due any amount required pursuant to this Exhibit, (4) Tenant’s request for long lead time materials, finishes or installations, or (5) the performance of any work, or the entry into the Leased Premises, by Tenant or any person or firm employed or retained requested by Tenant, then for purposes of determining the Term Commencement Date and the Rent Commencement Date, the work and materials to be provided pursuant to this Exhibit shall be deemed to have been substantially complete on the date that Landlord determines in its reasonable judgment that such work and materials would have been substantially complete if such delay(s) had not occurred.

Substantial Completion. 1. Landlord and Tenant specifically agree that Tenant shall be solely responsible for the installation of its server(s(a) and any associated data cabling (the “Excepted Work”). While the Excepted Work shall be shown on the plans, the actual installation of such items shall be specifically excluded from the Budget and the scope of Landlord’s Work and shall be performed by Tenant at its sole cost and expense. Except as provided in Paragraph 6(b)) below, the Lower Level Expansion Premises Space shall be deemed to have been substantially complete when the work and materials to be provided by Landlord pursuant to this Exhibit (except for items of work and adjustment of equipment and fixtures that can be completed after the Lower Level Expansion Premises are Space is. occupied without causing substantial interference with Tenant’s 's use of the Lower Level Expansion Premises Space (i.e., the “"punch list” " items)) have been completed, as reasonably determined by Landlord, and a certificate of occupancy for the Lower Level Expansion Space has been issued by the District of Columbia. 2. (b) If Landlord shall be delayed in completing the work and materials to be provided pursuant to this Exhibit as a result of any of the following (each, a “Tenant Delay”): (1) Tenant’s 's failure to comply with any of the deadlines specified in this Exhibit or with any of the other requirements of this Exhibit or the Lease, (2) Tenant’s 's request for modifications to plans or working drawings subsequent to the date such plans or working drawings are approved by Landlord, (3) Tenant’s 's failure to pay when due any amount required pursuant to this Exhibit, (4) Tenant’s 's request for long lead time materials, finishes or installations, or (5) the performance of any work, or the entry into the Leased PremisesLower Level Expansion Space, by Tenant or any person or firm employed or retained by Tenant, then for purposes of determining the Term Commencement Date and the Rent Lower Level Expansion Space Commencement Date, the work and materials to be provided pursuant to this Exhibit shall be deemed to have been substantially complete on the date that Landlord determines in its reasonable judgment that such work and materials would have been substantially complete if such delay(s) had not occurred.

Substantial Completion. 1. Landlord and Tenant specifically agree that Tenant shall be solely responsible for the installation For purposes of its server(s) and any associated data cabling (the “Excepted Work”). While the Excepted Work shall be shown on the plans, the actual installation of such items shall be specifically excluded from the Budget and the scope of Landlord’s Work and shall be performed by Tenant at its sole cost and expense. Except as provided in Paragraph 6(b), the Expansion Premises shall be deemed to have been substantially complete when the work and materials to be provided pursuant to this Exhibit (except for items of work and adjustment of equipment and fixtures that can be completed after the Expansion Premises are occupied without causing substantial interference with Tenant’s use of the Expansion Premises (i.e., the “punch list” items)) have been completed, as reasonably determined by Landlord. 2. If Landlord shall be delayed in completing the work and materials to be provided pursuant to this Exhibit as a result of any of the following (each, a “Tenant Delay”): (1) Tenant’s failure to comply with any of the deadlines specified in this Exhibit or with any of the other requirements of this Exhibit or the Lease, (2) Tenant’s request for modifications to plans or working drawings subsequent to the date such plans or working drawings are approved by Landlord, (3) Tenant’s failure to pay when due any amount required pursuant to this Exhibit, (4) Tenant’s request for long lead time materials, finishes or installations, or (5) the performance of any work, or the entry into the Leased Premises, by Tenant or any person or firm employed or retained by Tenant, then including for purposes of determining the Term Lease Commencement Date and (as set forth in Section 7.2 of the Rent Commencement DateSummary), the work Premises shall be "Ready for Occupancy" upon Substantial Completion of the Tenant Improvements and materials Landlord's Work. For purposes of this Lease, "Substantial Completion" shall occur upon the completion, in good and workmanlike manner and in compliance with all applicable laws, of (i) the Landlord's Work, and (ii) the Tenant Improvements pursuant to the Approved Working Drawings, with the exception of any minor items in need of repair or correction which do not impair Tenant's ability to use the Premises for its intended use ("Punchlist Items") and with the exception of any tenant trade fixtures, work-stations, built-in furniture, or equipment to be provided pursuant installed by Tenant; provided, however, as noted in the Tenant Improvement Schedule letter dated July 28, 2016 (attached hereto as Exhibit B-2), the Substantial Completion date is a move in date and is not an affirmation of all scopes of work being complete. Prior to this substantial completion, the wall, ceilings, floors, and 843078.08/SD374622-00033/8-4-16/MLT/dek Exhibit shall B-5- GENESIS SSF - ONE TOWER PLACE[Achaogen, Inc.] lab casework will all be deemed installed and mechanical, plumbing, and electrical connection will be made in the casework. The mechanical and plumbing/process systems will be started up and air will be moving in the space and through the fume hoods. The City Fire and Building officials will have walked the space and granted a Temporary Certificate of Occupancy, allowing lab and office equipment to have been substantially be moved into the Premises. Tenant acknowledges and agrees that the following scopes will not be completed at the time of Substantial Completion and XL-JB will require access to the space to complete on the date that Landlord determines in its reasonable judgment that such work them: (i) test and materials would have been substantially complete if such delay(sbalance report; (ii) had not occurredpunchlist generation or completion of associated tasks; (iii) fume hood certification; (iv) pre-functional testing of HVAC and plumbing/process systems; (v) smoke control testing; and (vi) final building and fire department sign off.

Substantial Completion. 1. Landlord and Tenant specifically agree that Tenant shall be solely responsible for Substantial Completion" of the installation of its server(s) and any associated data cabling (the “Excepted Work”). While the Excepted Work shall be shown on the plans, the actual installation of such items shall be specifically excluded from the Budget and the scope of Landlord’s Work and shall be performed by Tenant at its sole cost and expense. Except as provided in Paragraph 6(b), the Expansion Premises shall be conclusively deemed to have been substantially complete when occurred as soon as (i) the work and materials Tenant Improvements to be provided installed by Landlord pursuant to this Exhibit Work Agreement has been constructed in accordance with the Tenant Plans approved change orders and the Premises are ready to be utilized for general office purposes, as certified by architect, and (except ii) it is lawful for items of work Tenant to commence Tenant's Move-In and adjustment of business operations within the Premises, assuming all Tenant Work and furniture, equipment and fixtures property installations to be made by Tenant are in compliance with all applicable legal requirements. The issuance of a temporary certificate of occupancy or non-residential use permit by the proper governmental entity shall be required for Substantial Completion, except to the extent the same is denied due to the acts or omissions of Tenant or Tenant's Agents. To the extent granted, a temporary certificate of occupancy or non-residential use permit by the proper governmental entity shall be deemed conclusive evidence that can Substantial Completion has occurred. Notwithstanding the above, the Premises shall be considered Substantially Complete and ready to be utilized for their intended purpose even though (a) there remain to be completed after in the Expansion Premises are occupied without causing substantial interference certain long lead items, (b) there remain to be completed in the Premises certain punch list items reasonably acceptable to Landlord and Tenant, including but not limited to minor or insubstantial details of construction, decoration or mechanical adjustment, the lack of completion of which will not materially interfere with Tenant’s 's permitted use of the Expansion Premises Premises, and/or (i.e., c) there is a delay in the “punch list” items)) have been completed, as reasonably determined by Landlord. 2. If Landlord shall be delayed in completing the work and materials to be provided pursuant to this Exhibit as a result of any Substantial Completion of the following (each, Premises due to a “"Tenant Delay”): (1) Tenant’s failure to comply with any of the deadlines specified in this Exhibit or with any of the other requirements of this Exhibit or the Lease, (2) Tenant’s request for modifications to plans or working drawings subsequent to the date such plans or working drawings are approved by Landlord, (3) Tenant’s failure to pay when due any amount required pursuant to this Exhibit, (4) Tenant’s request for long lead time materials, finishes or installations, or (5) the performance of any work, or the entry into the Leased Premises, by Tenant or any person or firm employed or retained by Tenant, then for purposes of determining the Term Commencement Date and the Rent Commencement Date, the work and materials to be provided pursuant to this Exhibit shall be deemed to have been substantially complete on the date that Landlord determines in its reasonable judgment that such work and materials would have been substantially complete if such delay(s) had not occurred" as defined below.

Substantial Completion. 1. Landlord and Tenant specifically agree that Tenant shall be solely responsible for cause the installation of its server(sGeneral Contractor to Substantially Complete (defined below) and any associated data cabling the Tenant Improvements in accordance with the Approved Final Drawings by August 15, 2001 (the “Excepted Work”). While the Excepted Work shall be shown on the plans, the actual installation of such items shall be specifically excluded from the Budget and the scope of Landlord’s Work and shall be performed by Tenant at its sole cost and expense. Except as provided in Paragraph 6(b"Completion Date"), subject to delays due to (a) acts or events beyond its control including, but not limited to, acts of God, earthquakes, strikes, lockouts, boycotts, casualties, discontinuance of any utility or other service required for performance of the Expansion Premises shall be deemed to have been substantially complete when the work and materials to be provided pursuant to this Exhibit Work (except for items of work and adjustment of equipment and fixtures that can be completed after the Expansion Premises insofar as such discontinuances, if any, are occupied due to any act or failure to act by Tenant, including without causing substantial interference with Tenant’s use of the Expansion Premises (i.e., the “punch list” items)) have been completed, as reasonably determined by Landlord. 2. If Landlord shall be delayed in completing the work and materials to be provided pursuant to this Exhibit as a result of any of the following (each, a “Tenant Delay”): (1) limitation Tenant’s failure to comply with any of the deadlines specified in this Exhibit or with any of the other requirements of this Exhibit or the Lease, (2) Tenant’s request for modifications to plans or working drawings subsequent to the date such plans or working drawings are approved by Landlord, (3) transfer utilities into its name and Tenant’s failure to pay when due any amount required pursuant to this Exhibitutility bills), moratoriums, governmental agencies, and delays on the part of governmental agencies, (4b) any changes required by the fire department, building and/or planning department, building inspectors or any other agency having jurisdiction over the Building, the Work and/or the Tenant Improvements (except to the extent such changes are directly attributable to Tenant’s request for long lead time materials's use or Tenant's specialized tenant improvements, finishes or installationsin which event such delays are considered Tenant Delays) (the events and matters set forth in Subsections (a) and (b) are collectively referred to as "Force Majeure Delays"), or (5e) the performance of any work, or the entry into the Leased Premises, by Tenant or any person or firm employed or retained by Tenant, then for purposes of determining the Term Commencement Date and the Rent Commencement Date, the work and materials to be provided pursuant to this Exhibit Delays (defined in Paragraph 8 below). The Tenant Improvements shall be deemed to have been substantially complete on the date that the General Contractor issues to Tenant a notice of substantial completion, or the date that the building officials of the applicable governmental agency(s) issues its final approval of the construction of the Tenant Improvements whether in the form of the issuance of a final permit, certificate of occupancy or the written approval evidencing its final inspection on the building permit(s), or the date on which Tenant first takes occupancy of the Premises, whichever first occurs ("Substantial Completion", or "Substantially Completed", or "Substantially Complete"). If the Work is not deemed to be Substantially Completed on or before the scheduled Completion Date, (i) Tenant shall use diligent efforts to Substantially Complete the Work as soon as practicable thereafter, (ii) the Lease shall remain in full force and effect, (iii) Landlord determines shall not be deemed to be in breach or default of the Lease or this Exhibit E as a result thereof and Landlord shall have no liability to Tenant as a result of any delay in occupancy (whether for damages, abatement of all or any portion of the Rent, or otherwise), and (iv) the Commencement Date and the Expiration Date of the term of the Lease (as defined in Section 1.3 of the Lease) shall not be extended. Subject to the provisions of Section 7.4 of the Lease, the Tenant Improvements shall belong to Landlord and shall be deemed to be incorporated into the Premises for all purposes of the Lease, unless Landlord, in writing, indicates otherwise to Tenant. In the event that Tenant fails to Substantially Complete the Work by the Completion Date, Tenant shall be in default under the Lease, and Landlord shall be entitled to exercise any and all of its reasonable judgment that such work rights and materials would have been substantially complete if such delay(s) had not occurredremedies under the Lease.

Substantial Completion. 1. Landlord and Tenant specifically agree that Tenant shall be solely responsible for the installation of its server(s) and any associated data cabling (the “Excepted Work”). While the Excepted Work shall be shown on the plans, the actual installation of such items shall be specifically excluded from the Budget and the scope of Landlord’s Work and shall be performed by Tenant at its sole cost and expense. Except as provided in Paragraph 6(b), the Expansion a. The Premises shall be deemed to have been be substantially complete when the work and materials to be provided performed pursuant to this Exhibit (the Plans approved by Landlord and Tenant has been completed and approved by the appropriate governmental authorities, as certified by Landlord and the architect, except for items of work and adjustment of equipment and fixtures that can be completed after the Expansion Premises are occupied without causing substantial material interference with Tenant’s 's use of the Expansion Premises (i.e., the “"punch list” list items")) have been completed, as reasonably determined by Landlord. 2. If b. Notwithstanding the foregoing, if Landlord shall be delayed in substantially completing the work and materials to be provided pursuant to this Exhibit Premises as a result of: (i) Tenant's failure to furnish to Landlord the final Plans on or before the Tenant Plan Delivery Date; or (ii) Tenant's failure to furnish the Plans and/or Tenant's failure to approve Landlord's cost estimates within the time specified in Section 4 herein and/or Tenant's failure to approve the space plan within the time specified in Section 1 herein; and/or Tenant's failure to respond to a change order within the time stated in the change order; or (iii) Tenant's changes in the Tenant Improvements or the Plans (notwithstanding Landlord's approval of any of the following such changes); or (each, a “Tenant Delay”): (1iv) Tenant’s failure to comply with any of the deadlines specified in this Exhibit or with any of the other requirements of this Exhibit or the Lease, (2) Tenant’s 's request for changes in or modifications to plans or working drawings the Plans subsequent to the date such plans or working drawings are approved by Landlord, Tenant Plan Delivery Date; or (3v) Tenant’s failure Inability to pay when due any amount required pursuant to this Exhibit, (4) Tenant’s request for long lead time obtain non-building standard materials, finishes or installations, or installations requested by Tenant; or (5vi) the The performance of any workwork by any person, firm or the entry into the Leased Premises, by Tenant or any person or firm corporation employed or retained by Tenant; or (vii) Any other act or omission by Tenant or its agents, then representatives, and/or employees; then, in any such event, for purposes of determining the Term Commencement Date and the Rent Commencement Date, the work and materials to be provided pursuant to this Exhibit Premises shall be deemed to have been substantially complete completed on the date that Landlord determines in its reasonable judgment and architect determine that such work and materials the Premises would have been substantially complete completed if such delay(s) Delay or Delays had not occurred.

Substantial Completion. 1. Landlord and Tenant specifically agree that Tenant For purposes of this Lease, "SUBSTANTIAL COMPLETION" of the tenant improvements in the Premises shall be solely responsible for occur upon the installation completion of its server(s) and any associated data cabling (construction of the “Excepted Work”). While tenant improvements in the Excepted Work shall be shown on Premises pursuant to the approved plans, with the actual installation exception of such items shall be specifically excluded from any punch list items, as determined by Landlord, in Landlord's reasonable discretion. (a) Delay of the Budget and Substantial Completion of the scope of Landlord’s Work and shall be performed by Tenant at its sole cost and expensePremises. Except as provided in Paragraph 6(bthis Section vii(a), the Expansion Commencement Date shall occur as set forth in the Lease. If there shall be a delay or there are delays in the Substantial Completion of the Improvements in the Premises as a result of the following (collectively, "TENANT DELAYS"): (1) Tenant's failure to timely approve any matter requiring Tenant's approval; (2) A breach by Tenant of the Lease; (3) Tenant's request for changes in the approved plans or working drawings; (4) Changes in any of the approved plans, working drawings because the same do not comply with applicable laws; (5) Necessary materials, components, finishes or improvements which are not available in a commercially reasonable time given the anticipated date of Substantial Completion of the tenant improvements; (6) Delays attributed to the presence of Tenant, Tenant's agents, contractors, employees or Tenant's personal property in the Premises; (7) Changes to the base, shell and core work of the project required by the approved plans or any changes thereto; (8) Any other acts or omissions of Tenant, or its agents, or employees; then, notwithstanding anything to the contrary set forth in the Lease and regardless of the actual date of the Substantial Completion of the tenant improvements in the Premises, the date of Substantial Completion thereof shall be deemed to have been substantially complete when the work and materials to be provided pursuant to this Exhibit (except for items of work and adjustment of equipment and fixtures that can be completed after the Expansion Premises are occupied without causing substantial interference with Tenant’s use of the Expansion Premises (i.e., the “punch list” items)) have been completed, as reasonably determined by Landlord. 2. If Landlord shall be delayed in completing the work and materials to be provided pursuant to this Exhibit as a result of any of the following (each, a “Tenant Delay”): (1) Tenant’s failure to comply with any of the deadlines specified in this Exhibit or with any of the other requirements of this Exhibit or the Lease, (2) Tenant’s request for modifications to plans or working drawings subsequent to the date such plans or working drawings are approved by Landlord, (3) Tenant’s failure to pay when due any amount required pursuant to this Exhibit, (4) Tenant’s request for long lead time materials, finishes or installations, or (5) the performance of any work, or the entry into the Leased Premises, by Tenant or any person or firm employed or retained by Tenant, then for purposes of determining the Term Commencement Date and the Rent Commencement Date, the work and materials to be provided pursuant to this Exhibit shall be deemed to have been substantially complete on the date that Landlord determines in its reasonable judgment that such work and materials Substantial Completion would have been substantially complete occurred if such delay(s) no Tenant Delay or Delays, as set forth above, had not occurred.;

Substantial Completion. 1. For purposes of this Lease “Substantial Completion” (or any grammatical variation thereof) shall mean (A) completion of construction of the Tenant Improvements in accordance with applicable law and in substantial accordance with the Plans and Specifications, subject only to punchlist items to be identified by Landlord and Tenant specifically agree that Tenant shall be solely responsible for in a joint inspection of the installation of its server(s) and any associated data cabling (the “Excepted Work”). While the Excepted Work shall be shown on the plansLeased Premises prior to Tenant’s occupancy, the actual installation completion of such items shall be specifically excluded from the Budget and the scope of Landlord’s Work and shall be performed by Tenant at its sole cost and expense. Except as provided in Paragraph 6(b), the Expansion Premises shall be deemed to have been substantially complete when the work and materials to be provided pursuant to this Exhibit (except for items of work and adjustment of equipment and fixtures that can be completed after the Expansion Premises are occupied without causing substantial interference with which will not materially affect Tenant’s use and occupancy of the Expansion Leased Premises, and (B) Landlord’s receipt of all necessary governmental approvals and inspections which are Landlord’s responsibility to obtain and which are necessary in order for Tenant to occupy the Leased Premises, subject to the following parenthetical (Tenant acknowledging, however, that even if Landlord has Substantially Completed the Tenant Improvements, Landlord may not be able to obtain an occupancy permit for the Leased Premises (i.e., the “punch list” items)) have been completed, as reasonably determined by Landlord. 2. If Landlord shall be delayed in completing the work and materials to be provided pursuant to this Exhibit as a result of any because of the following (eachneed for completion of all or a portion of improvements being installed in the Leased Premises directly by Tenant). For purposes of this Lease, a “Tenant Delay”): ” shall mean any delay in the completion of the Tenant Improvements attributable to Tenant, including, without limitation, (1A) Tenant’s failure to comply with meet any of the time deadlines specified in this Exhibit or with any of the other requirements of this Exhibit or the Leaseherein, (2B) Change Orders, (C) Tenant’s request requirements for modifications to plans special work or working drawings subsequent to the date such plans or working drawings are approved by Landlord, (3) Tenant’s failure to pay when due any amount required pursuant to this Exhibit, (4) Tenant’s request for long lead time materials, finishes or installationsinstallations other than Building standard and Landlord noting such to Tenant in writing, or (5D) the performance of any other work in the Leased Premises by any person, firm or corporation employed by or on behalf of Tenant, or any failure to complete or delay in completion of such work, and (E) any other act or the entry into the Leased Premises, by Tenant or any person or firm employed or retained by omission of Tenant, then for purposes of determining the Term Commencement Date and the Rent Commencement Date, the work and materials to be provided pursuant to this Exhibit shall be deemed to have been substantially complete on the date that Landlord determines in its reasonable judgment that such work and materials would have been substantially complete if such delay(s) had not occurred.

Substantial Completion. 1. Landlord and Tenant specifically agree that Tenant shall be solely responsible for the installation of its server(s(a) and any associated data cabling (the “Excepted Work”). While the Excepted Work shall be shown on the plans, the actual installation of such items shall be specifically excluded from the Budget and the scope of Landlord’s Work and shall be performed by Tenant at its sole cost and expense. Except as provided in Paragraph 6(b)10(b) below, the Expansion Premises Leasehold Work shall be deemed to have been be substantially complete when (i) the work and materials to be provided pursuant to this Exhibit Leasehold Work (except for items punch list items) has been substantially completed in substantial conformity with the Leasehold Plans, and (ii) all conditions precedent to issuance of work and adjustment a final non-residential use permit by the appropriate authorities of equipment and fixtures that can be completed after Montxxxxxx Xxxnty, Maryland, with the Expansion Premises are occupied without causing substantial interference with Tenant’s use exception of post-occupancy inspection by the Expansion Premises (i.e.Fire Marshal, the “punch list” items)) have been completed, as reasonably determined by Landlordsatisfied. 2. If (b) Notwithstanding the foregoing, if Landlord shall be delayed in completing the work and materials to be provided pursuant to this Exhibit Leasehold Work as a result of any of the following of: (each, a “Tenant Delay”): (1i) Tenant’s 's failure to comply with any of the deadlines deadline specified in this Exhibit or with any of the other requirements of this Exhibit or the LeaseExhibit, (2ii) Tenant’s 's request for modifications changes to plans or working drawings the Leasehold Plans subsequent to the date that such plans or working drawings are approved by Landlordwere prepared and reviewed, (3iii) Tenant’s 's failure to pay when due any amount required portion of the Tenant's Expenses or any other sums payable by Tenant pursuant to this Exhibit, (4iv) Tenant’s 's request for long lead time materials, finishes or installationsinstallations as part of the Leasehold Work which constitute long-lead items, provided the same are identified by Landlord promptly after Landlord's receipt of the bid responses from the contractors who submitted bids for the performance of the Leasehold Work, (v) any delay in obtaining a building permit with respect to the Leasehold Work caused by the act or omission of Tenant, or (5vi) the performance (or failure thereof) of any work, or the entry into the Leased Premises, work by Tenant or any person or firm employed or retained by TenantTenant (including, without limitation, the Leasehold Architect and the Leasehold Engineers (with respect to the Leasehold Plans)), then for purposes of determining the Term Commencement Date and the Rent Lease Commencement Date, the work and materials to be provided by Landlord pursuant to this Exhibit shall be deemed to have been substantially complete completed on the date that Landlord determines in its reasonable judgment that such work and materials they would have been substantially complete completed if such delay(sdelay or delays (each of which is referred to herein as a "TENANT DELAY") had not occurred. Landlord shall endeavor to notify Tenant promptly if Landlord becomes aware of the existence of any such delay. Landlord agrees to use good faith reasonable efforts to counter the effect of any Tenant Delay; however, Landlord shall not be obligated to expend any additional amounts in such efforts (e.g., by employing overtime labor) unless Tenant agrees in advance to bear any incremental cost associated with such efforts (whether or not such efforts are ultimately successful). Notwithstanding the foregoing, a Tenant Delay shall not be deemed to have delayed Substantial Completion unless there is a direct causation between the Tenant Delay and Landlord's failure to achieve Substantial Completion. By way of example, if (I) the Lease Commencement Date is delayed by twenty (20) days, (II) there had been no delays the Lease Commencement Date would have occurred on or before April 15, 2001 and (III) fifteen (15) days of the delay are Landlord delay and five (5) days of the delay are Tenant Delay, then the Lease Commencement Date would be April 30, 2001. (c) With respect to long-lead items, Tenant shall have ten (10) days following receipt of the bid summary and related bid response information from Landlord to elect (i) to omit such long-lead item(s) from the Leasehold Plans, (ii) substitute such item(s) for another item(s) that does not constitute a long-lead item or (iii) retain such long-lead item (s) in the Leasehold Plans to be installed when delivered. In the event Tenant fails timely to affirmatively elect (i), (ii) or (iii) above, Tenant shall be deemed to have elected (iii). Landlord shall promptly identify for Tenant after the time of submittal by Tenant of a proposed substitution, the estimated delay which will be caused by such substitution, if any. In no event shall the Lease Commencement Date be extended due to a delay in the completion and installation of the long-lead item or arising from Tenant's election to omit, substitute or retain an identified long-lead item that Tenant has been notified of in accordance with the provisions of this Work Agreement.

Substantial Completion. 1(A) Landlord shall perform, at Landlord's sole cost, the work shown on the plans (the "Plans") listed on Exhibit B annexed hereto ("Landlord's Work"); provided, however, that the Landlord shall have no responsibility for the installation or connection of Tenant's computer, telephone, other communication equipment, systems or wiring. Landlord To the extent that Tenant requests any additional items of work beyond those items described in Exhibit B and Tenant specifically agree that Exhibit B-1, Tenant shall be solely responsible for all costs associated therewith (such costs being hereinafter referred to as "Tenant Plan Excess Costs"). (A) Subject to delays due to governmental regulation, unusual scarcity of or inability to obtain labor or materials, labor difficulties, casualty or other causes reasonably beyond Landlord's control or attributable to Tenant's action or inaction (collectively "Landlord's Force Majeure") Landlord shall use reasonable speed and diligence in the installation of its server(s) and any associated data cabling (the “Excepted Work”). While the Excepted Work shall be shown on the plans, the actual installation of such items shall be specifically excluded from the Budget and the scope performance of Landlord’s 's Work, but Tenant shall have no claim against Landlord for failure so to complete construction of Landlord's Work and shall be performed by Tenant at its sole cost and expensein the Premises, except for the right to terminate this Lease, without further liability to either party, in accordance with the provisions hereinafter specified in Section 3.2. Except as provided in Paragraph 6(b), the Expansion The Premises shall be treated as having been substantially completed and be deemed ready for Tenant's occupancy on the later of: (a) The date on which Tenant has been notified in writing that Landlord's Work, together with common facilities for access and services to the Premises, has been completed (or would have been substantially complete when the work and materials to be provided pursuant to this Exhibit (completed except for Tenant Delay) except for items of work and adjustment of equipment and fixtures that which can be completed after the Expansion Premises are occupied occupancy has been taken without causing substantial interference with Tenant’s 's use of the Expansion Premises (i.e., the “i.e. so-called "punch list” " items) and immaterial items of work for which there is a long lead time in obtaining the materials therefor or which are specially or specifically manufactured, produced or milled for the work in or to the Premises and require additional time for receipt or installation ("long lead" items), or (b) have The date when Tenant has been completednotified in writing that permission has been obtained from the applicable governmental authority, as reasonably determined to the extent required by Landlord. 2law, for occupancy by Tenant of the Premises for the Permitted Use. If Landlord shall complete as soon as conditions practically permit all punch list and long-lead items, and Tenant shall cooperate with Landlord in providing access as may be delayed required to complete such punch list and long-lead items in completing a normal manner. Landlord shall permit Tenant access for installing Tenant's trade fixtures and installing or connecting Tenant's computer, telephone, other communication equipment, systems or wiring in portions of the Premises prior to substantial completion when it can be done without material interference with remaining work and materials to be provided pursuant to this Exhibit as a result or with the maintenance of harmonious labor relations. In the event of any of the following (each, a “Tenant Delay”): (1) Tenant’s failure to comply with any of the deadlines specified in this Exhibit or with any of the other requirements of this Exhibit or the Lease, (2) Tenant’s request for modifications to plans or working drawings subsequent dispute as to the date on which Landlord's Work has been completed as described in subsection 3.1(B)(a) above, the reasonable determination of Landlord's architect as to such plans date shall be deemed conclusive and binding on both Landlord and Tenant. Tenant agrees that no delay by it, or working drawings are approved anyone employed by Landlordit, in performing work to prepare the Premises for occupancy (3) Tenant’s including, without limitation, the failure to timely pay when due any amount required pursuant to this Exhibit, Tenant Plan Excess Costs under Section 3.4 below and the work in installing Tenant's trade fixtures) (4collectively a "Tenant Delay") Tenant’s request for long lead time materials, finishes or installations, or (5) shall delay commencement of the performance of any work, Original Term or the entry into obligation to pay rent, regardless of the Leased Premises, by reason for such delay or whether or not it is within the control of Tenant or any person or firm employed or retained by Tenantsuch employee, then for purposes of determining the Term Commencement Date and the Rent Commencement Date, the work and materials to be provided pursuant to this Exhibit Landlord's Work shall be deemed to have been substantially complete on completed as of the date that Landlord determines in its reasonable judgment that such work and materials when the same would have been substantially complete if such delay(s) had not occurredcompleted except for Tenant Delay, as determined by Landlord in the reasonable exercise of its good faith business judgment. Nothing contained in this paragraph shall limit or qualify or prejudice any other covenants, agreements, terms, provisions and conditions contained in this Lease.

Substantial Completion. 1. Landlord and Tenant specifically agree that Tenant shall be solely responsible for the installation of its server(s) and any associated data cabling (the “Excepted Work”). While the Excepted Work shall be shown on the plans, the actual installation of such items shall be specifically excluded from the Budget and the scope of Landlord’s Work and shall be performed by Tenant at its sole cost and expense. Except as provided in Paragraph 6(b), the Expansion a. The Premises shall be deemed to have been be substantially complete when the work and materials to be provided performed by Landlord pursuant to this Exhibit (the Plans approved by Landlord and Tenant has been completed and approved by the appropriate governmental authorities, as certified by Landlord and architect, and a Certificate of Occupancy has been issued, except for items of work and adjustment of equipment and fixtures that can be completed after the Expansion Premises are occupied without causing substantial material interference with Tenant’s 's use of the Expansion Premises (i.e., the “"punch list” list items")) have been completed, as reasonably determined by Landlord. 2. If b. Notwithstanding the foregoing, if Landlord shall be delayed in substantially completing the work and materials to be provided pursuant to this Exhibit Premises as a result of: (i) Tenant's failure to furnish to Landlord the final Plans on or before the Tenant Plan Delivery Date; or (ii) Tenant's failure to furnish the Plans and/or Tenant's failure to approve Landlord's cost estimates within the time specified in SECTION 4 herein and/or Tenant's failure to approve the space plan within the time specified in SECTION 1 herein; or (iii) Tenant's changes in the Tenant Improvements or the Plans (notwithstanding Landlord's approval of any of the following such changes); or (each, a “Tenant Delay”): (1iv) Tenant’s failure to comply with any of the deadlines specified in this Exhibit or with any of the other requirements of this Exhibit or the Lease, (2) Tenant’s 's request for changes in or modifications to plans or working drawings the Plans subsequent to the date such plans or working drawings are approved by Landlord, Tenant Plan Delivery Date; or (3v) Tenant’s failure Inability to pay when due any amount required pursuant to this Exhibit, (4) Tenant’s request for long lead time obtain non-building standard materials, finishes or installations, or installations requested by ----------------- T /s/ RDG INITIALS -------- LL /s/ illegible ----------------- Tenant; or (5vi) the The performance of any workwork by any person, firm or the entry into the Leased Premises, by Tenant or any person or firm corporation employed or retained by Tenant; or (vii) Any other act or omission by Tenant or its agents, then representatives, and/or employees; then, in any such event, for purposes of determining the Term Commencement Date and the Rent Commencement Date, the work and materials to be provided pursuant to this Exhibit Premises shall be deemed to have been substantially complete completed on the date that Landlord determines in its reasonable judgment and architect determine that such work and materials the Premises would have been substantially complete completed if such delay(s) Delay or Delays had not occurred.

Substantial Completion. 1. Landlord and Tenant specifically agree that Tenant shall be solely responsible for the installation of its server(s(a) and any associated data cabling (the “Excepted Work”). While the Excepted Work shall be shown on the plans, the actual installation of such items shall be specifically excluded from the Budget and the scope of Landlord’s Work and shall be performed by Tenant at its sole cost and expense. Except as provided in Paragraph 6(b), the Expansion Premises shall be deemed to have been substantially complete be ready for occupancy when the all work and materials to be provided by Landlord pursuant to this Exhibit Exhibit, have been substantially completed (except for items of work and adjustment of equipment and fixtures that can be completed after the Expansion Premises are occupied without causing substantial interference with Tenant’s use of the Expansion Premises (i.e., the “punch list” items)) have been completed), as reasonably determined by Tenant’s architect in its professional judgment, as confirmed by Landlord. 2. (b) If Landlord shall be delayed in completing the work and materials to be provided pursuant to this Exhibit as a result of any of the following (each, a “Tenant Delay”): (1) Tenant’s failure to comply with any of the approval requirements and deadlines specified in this Exhibit or with any of the other requirements of this Exhibit or the Lease, (2) Tenant’s request for modifications to plans the Approved Space Plans or working drawings subsequent to the date such plans or working drawings are approved by LandlordFinal Construction Drawings, (3) Tenant’s failure to pay when due any amount required pursuant to this Exhibit, (4) Tenant’s request for long lead time materials, finishes or installations, or (5) the performance or timing of any work, or the entry into the Leased Premises, by Tenant or any person or firm employed or retained by Tenant, then for purposes of determining the Term Commencement Date and the Rent Lease Commencement Date, the work and materials to be provided pursuant to this Exhibit shall be deemed to have been substantially complete on the date that Landlord determines in its reasonable judgment the parties mutually agree that such work and materials would have been substantially complete if such delay(s) had not occurred. Notwithstanding the foregoing, the Rent Commencement Date shall remain May 1, 2012, and Tenant’s sole remedies for any non-Tenant delays shall be as limited in Section 3.3 of the Lease.

Substantial Completion. 1. Landlord and shall cause the General Contractor to Substantially Complete (defined below) the Tenant specifically agree that Tenant shall be solely responsible for the installation of its server(s) and any associated data cabling Improvements by October 15, 2011 (the “Excepted WorkCompletion Date”). While , subject to delays due to (a) acts or events beyond its control including, but not limited to, acts of God, earthquakes, strikes, lockouts, boycotts, casualties, discontinuance of any utility or other service required for performance of the Excepted Work shall be shown Work, moratoriums, governmental agencies, delays on the planspart of governmental agencies and weather, (b) the lack of availability or shortage of specialized materials used in the construction of the Tenant Improvements, and/or (c) any matters beyond the control of Landlord, the actual installation of such items shall be specifically excluded from General Contractor or any subcontractors (the Budget events and the scope of Landlord’s Work and shall be performed by Tenant at its sole cost and expense. Except as provided matters set forth in Paragraph 6(bSubsections (a), the Expansion Premises (b) and (c) are collectively referred to as “Force Majeure Delays”; such Force Majeure Delays shall not exceed thirty (30) days), or (d) any Tenant Delays (defined in Section 7 below). The Tenant Improvements shall be deemed substantially complete on the date that (i) the General Contractor has certified to Landlord that the Premises have been constructed and are substantially complete when the work and materials to be provided pursuant to this Exhibit complete, (except for items of work and adjustment of equipment and fixtures that can be completed after the Expansion Premises are occupied without causing substantial interference ii) all incomplete or defective construction, which interferes with Tenant’s use of the Expansion Premises, has been remedied and repaired; and (iii) Landlord has offered to deliver possession of the Premises to Tenant (i.e.“Substantial Completion”, the or “punch list” itemsSubstantially Completed”, or “Substantially Complete”)) have been completed, as reasonably determined by Landlord. 2. If the Work is not deemed to be Substantially Completed on or before the scheduled Completion Date, (i) Landlord agrees to use reasonable efforts to Substantially Complete the Work as soon as practicable thereafter, (ii) the Lease shall remain in full force and effect subject to the terms thereof and unless terminated by Tenant in accordance with its rights under Section 2.1 thereof, (iii) Landlord shall not be delayed in completing the work and materials deemed to be provided pursuant in breach or default of the Lease or this EXHIBIT B as a result thereof and Landlord shall have no liability to this Exhibit Tenant as a result of any delay in occupancy (whether for damages, abatement of all or any portion of the following (eachRent, a “Tenant Delay”): (1or otherwise) Tenant’s failure to comply with any of the deadlines specified except as expressly set forth in this Exhibit or with any of the other requirements of this Exhibit or the Lease, and (2iv) Tenant’s request for modifications except in the event of any Tenant Delays, which will not affect the Commencement Date but will extend the Completion Date without any penalty or liability to plans or working drawings subsequent Landlord, and notwithstanding anything to the date such plans or working drawings are approved by Landlordcontrary contained in the Lease, (3) Tenant’s failure to pay when due any amount required pursuant to this Exhibit, (4) Tenant’s request for long lead time materials, finishes or installations, or (5) the performance of any work, or the entry into the Leased Premises, by Tenant or any person or firm employed or retained by Tenant, then for purposes of determining the Term Commencement Date and the Rent Commencement DateExpiration Date of the term of the Lease (as defined in Section 2 of the Lease) shall be extended commensurately by the amount of time attributable to such Force Majeure Delays, and Landlord and Tenant shall execute a written amendment to the Lease evidencing such extensions of time, substantially in the form of Exhibit F to the Lease. Subject to the provisions of Section 10.2 of the Lease, the work Tenant Improvements shall belong to Landlord and materials to be provided pursuant to this Exhibit shall be deemed to have been substantially complete on be incorporated into the date that Landlord determines in its reasonable judgment that such work Premises for all purposes of the Lease, and materials would have been substantially complete if such delay(s) had Tenant shall not occurredbe required to remove the Tenant Improvements at the expiration or earlier termination of the Lease.

Substantial Completion. “Substantial Completion of the Shell Improvements” as used in this Tenant Work Letter shall mean: (1. Landlord and Tenant specifically agree that Tenant shall be solely responsible for ) the installation of its server(s) and any associated data cabling (the “Excepted Work”). While the Excepted Work shall be shown on the plans, the actual installation of such items shall be specifically excluded from the Budget Shell Improvements and the scope of Landlord’s Work and shall be performed by Tenant at its sole cost and expense. Except as provided in Paragraph 6(b), the Expansion Premises shall be deemed to have been Parking Facilities are substantially complete when the work and materials to be provided pursuant to this in substantial accordance with Exhibit B-1 (except for items Surface Lot A, which Landlord shall complete in accordance with Section 6.1.1 below and the “Punch List Items,” as hereinafter defined, which Landlord shall complete in accordance with Section 6.3 below) to the extent necessary to allow Tenant to obtain a certificate of work and adjustment occupancy or temporary certificate of equipment and fixtures that can be completed after the Expansion Premises are occupied without causing substantial interference with Tenant’s use occupancy upon completion of the Expansion Premises (i.e., the “punch list” items)) have been completed, as reasonably determined by Landlord. 2. If Landlord shall be delayed in completing the work and materials to be provided pursuant to this Exhibit as a result of any of the following (each, a “Tenant Delay”): (1) Tenant’s failure to comply with any of the deadlines specified in this Exhibit or with any of the other requirements of this Exhibit or the LeaseImprovements, (2) Tenantthe Shell Improvements and the Parking Facilities are substantially in compliance with all applicable laws as evidenced by an architect’s request for modifications to plans or working drawings subsequent to the date such plans or working drawings are approved by Landlordcertificate of substantial completion and a civil engineer’s letter of concurrence, (3) Tenant’s failure all of the Building Systems to pay when due any amount required pursuant to this Exhibitbe constructed by Landlord in accordance with Exhibit B-1 are in good working order, (4) Tenant has been delivered uninterrupted access to the Premises, and access to the other required portions of the Building and the common areas, in all events sufficient to allow Tenant to conduct its business operations from the Premises (after Tenant’s request for long lead time materials, finishes or installations, or completion of the Tenant Improvements); (5) the performance delivery by Landlord of any work, or a final inspection sign-off for the entry into the Leased Premises, by Tenant or any person or firm employed or retained by Tenant, then for purposes of determining the Term Commencement Date Shell Improvements and the Rent Commencement DateParking Facilities (or other similar governmental sign-off adequate to allow Tenant to commence construction of the Tenant Improvements after Tenant has received its building permit for the Tenant Improvements), and (6) the work completion of the paving, sidewalks, lighting, curbs, gutters, storm drains, sewers, landscaping, lighting and materials irrigation within such portion of the common areas as is reasonably necessary to allow access to the Building and to allow tenants of the Building to be provided pursuant open to this Exhibit shall be deemed to have been substantially complete on the date that Landlord determines public, all in its reasonable judgment that such work and materials would have been substantially complete if such delay(s) had not occurredaccordance with applicable laws.

Substantial Completion. 1. Landlord and Tenant specifically agree that Tenant shall be solely responsible for walk through and inspect Landlord's Work just before the installation anticipated date of its server(s) and any associated data cabling (the “Excepted Work”). While the Excepted Work shall be shown on the plans, the actual installation of such items shall be specifically excluded from the Budget and the scope completion of Landlord’s 's Work and shall be performed by Tenant issuance of certificate of occupancy, if required. If, at its sole cost and expense. Except as provided in Paragraph 6(b)the time of the inspection, the Expansion Premises shall be deemed to have been substantially complete when the work and materials to be provided pursuant to this Exhibit (except for any materially defective or unfinished items of work and adjustment of equipment and fixtures Landlord's Work (excluding minor details, adjustments, or any other punch-list items that can be completed after the Expansion Premises are occupied without causing substantial interference would not materially interfere with Tenant’s 's use of the Expansion Premises for normal business operations), then Landlord shall promptly cause those items, if any, to be completed or corrected, as the case may be. Tenant shall, within five (i.e.5) days after confirmation of Substantial Completion (as defined below) pursuant to the inspection, execute a certificate confirming that Landlord's Work is Substantially Complete and identifying all punch-list items (the “punch list” "Substantial Completion Certificate"). Landlord shall complete all punch-list items identified by Tenant within thirty (30) days after the issuance of the Substantial Completion Certificate, or a longer period of time if reasonably necessary to complete the punch-list items). "Substantial Completion" or "Substantially Completed" means that: (i) there are no materially defective or materially unfinished items in Landlord's Work that would materially interfere with Tenant's use of the Premises for normal business operations; and (ii) the Premises have been completed, as reasonably determined completed by Landlord. 2. If Landlord shall be delayed in completing the work and materials to be provided substantially pursuant to this Exhibit as a result of the Final Plans, except for any of punch-list items. Landlord's Work may include variations from the following (each, a “Tenant Delay”): (1) Final Plans without Tenant’s failure 's prior approval if those variations are necessary to comply with any laws, ordinances, or regulations or are otherwise reasonably necessary, as determined by Landlord in its sole discretion. In the event of a dispute between Landlord and Tenant as to whether Landlord has Substantially Completed the construction of the deadlines specified Premises as required in this Exhibit or with any of the other requirements of this Exhibit or the LeaseWork Letter, (2) Tenant’s request for modifications to plans or working drawings subsequent to the date such plans or working drawings are approved a certificate executed by Landlord, (3) Tenant’s failure to pay when due any amount required pursuant to this Exhibit, (4) Tenant’s request for long lead time materials, finishes or installations, or (5) the performance of any work, or the entry into the Leased Premises, by Tenant or any person or firm employed or retained by Tenant, then for purposes of determining the Term Commencement Date and the Rent Commencement Date, the work and materials to be provided pursuant to this Exhibit 's architect shall be deemed to have been substantially complete on the date that Landlord determines in its reasonable judgment that such work and materials would have been substantially complete if such delay(s) had not occurredconclusive.

Substantial Completion. “Substantial Completion of the Shell Improvements” as used in this Tenant Work Letter shall mean: (1. Landlord and Tenant specifically agree that Tenant shall be solely responsible for ) the installation of its server(s) and any associated data cabling (the “Excepted Work”). While the Excepted Work shall be shown on the plans, the actual installation of such items shall be specifically excluded from the Budget Shell Improvements and the scope of Landlord’s Work and shall be performed by Tenant at its sole cost and expense. Except as provided in Paragraph 6(b), the Expansion Premises shall be deemed to have been Parking Facilities are substantially complete when the work and materials to be provided pursuant to this in substantial accordance with Exhibit B-1 (except for items “Punch List Items,” as hereinafter defined, which Landlord shall complete in accordance with Section 6.3 below) to the extent necessary to allow Tenant to obtain a certificate of work and adjustment occupancy or temporary certificate of equipment and fixtures that can be completed after the Expansion Premises are occupied without causing substantial interference with Tenant’s use occupancy upon completion of the Expansion Premises (i.e., the “punch list” items)) have been completed, as reasonably determined by Landlord. 2. If Landlord shall be delayed in completing the work and materials to be provided pursuant to this Exhibit as a result of any of the following (each, a “Tenant Delay”): (1) Tenant’s failure to comply with any of the deadlines specified in this Exhibit or with any of the other requirements of this Exhibit or the LeaseImprovements, (2) Tenantthe Shell Improvements and the Parking Facilities are substantially in compliance with all applicable laws as evidenced by an architect’s request for modifications to plans or working drawings subsequent to the date such plans or working drawings are approved by Landlordcertificate of substantial completion and a civil engineer’s letter of concurrence, (3) Tenant’s failure all of the Building systems to pay when due any amount required pursuant to this Exhibitbe constructed by Landlord in accordance with Exhibit B-1 are in good working order, (4) Tenant has been delivered uninterrupted access to the Premises, and access to the other required portions of the Building and the common areas, in all events sufficient to allow Tenant to conduct its business operations from the Premises (after Tenant’s request for long lead time materials, finishes or installations, or completion of the Tenant Improvements); (5) the performance delivery by Landlord of any worka final inspection sign-off for the Shell Improvements, or the entry into the Leased Premises, by Tenant or any person or firm employed or retained by Tenant, then for purposes of determining the Term Commencement Date and the Rent Commencement DateParking Facilities (or other similar governmental sign-off adequate to allow Tenant to commence construction of the Tenant Improvements after Tenant has received its building permit for the Tenant Improvements), and (6) the work completion of the paving, sidewalks, lighting, curbs, gutters, storm drains, sewers, landscaping, lighting and materials irrigation within such portion of the common areas as is reasonably necessary to allow access to the Building and to allow tenants of the Building to be provided pursuant open to this Exhibit shall be deemed to have been substantially complete on the date that Landlord determines public, all in its reasonable judgment that such work and materials would have been substantially complete if such delay(s) had not occurredaccordance with applicable laws.

Substantial Completion. 1. Landlord and Tenant specifically agree that Tenant As used herein, "Substantial Completion of the Lessor's Work" shall be solely responsible as so determined by the Lessor's architect, in the exercise of its reasonable professional judgment; provided that such date may only be ("Substantial Completion Date") upon which (i) the Lessor's Work conforms in all material respects to the Plans and Specifications attached as Exhibit E and Exhibit H; (ii) Lessor has obtained a final Certificate of Occupancy (the "C.O.") for the installation of its server(sLessor's Work subject to Section 7.2 hereof; (iii) Lessor has completed all exterior driveways, loading docks and any associated data cabling (the “Excepted Work”). While the Excepted Work shall be shown on the plans, the actual installation of such items shall be specifically excluded from the Budget parking areas and the scope Building is available for the use intended to be made thereof by the Lessee; (iv) Lessor has assigned to Lessee, in writing, all warranties for Lessor's Work subject to a collateral assignment to Lessor's Assignee and with the exception of Landlord’s Work the one (1) year warranty from Lessor's contractor; such written assignments shall contain the written consent and shall be performed acknowledgment of the applicable contractor/warrantor to such assignment if required by Tenant at its sole cost the terms thereof; and expense(v) all access roads to the Leased Property have been completed. Except as provided in Paragraph 6(b), the Expansion Premises Substantial Completion shall be deemed to have been substantially complete when occurred only if the work and materials to be provided pursuant to this Exhibit (except for remaining items of work Lessor's Work are so-called "punchlist" items, which do not materially interfere with Lessee's use and adjustment of equipment and fixtures that can be completed after the Expansion Premises are occupied without causing substantial interference with Tenant’s use uninterrupted occupancy of the Expansion Premises Building for the conduct of its business or which Lessee agrees that by their nature completion should be deferred to a later date (i.e.such as landscaping until the Spring planting season or the final coat of asphalt for the paved surfaces on either the Land or access roads if such coat is applied within one hundred twenty (120) days of Substantial Completion or the final seal coating of the Building if such coat is applied within one hundred twenty (120) days of Substantial Completion) (the "Punchlist Items"). ("Uninterrupted," as used herein, shall mean that Lessee shall not be required to vacate the “punch list” items)Building or any portion thereof for the completion thereof.) have been completed, as reasonably determined by Landlord. 2Lessor agrees to deliver sixty (60) days' advance written notice to Lessee of the estimated date of Substantial Completion of the Building. If Landlord Lessee shall be delayed in completing permitted access to the work and materials to be provided pursuant to this Exhibit as a result of any of the following (each, a “Tenant Delay”): (1) Tenant’s failure to comply with any of the deadlines specified in this Exhibit or with any of the other requirements of this Exhibit or the Lease, (2) Tenant’s request for modifications to plans or working drawings subsequent Building at least 45 days prior to the date such plans or working drawings are approved by Landlord, (3) Tenant’s failure to pay when due any amount required pursuant to this Exhibit, (4) Tenant’s request for long lead time materials, finishes or installations, or (5) the performance of any work, or the entry into the Leased Premises, by Tenant or any person or firm employed or retained by Tenant, then anticipated Substantial Completion for purposes of determining Lessee's installation of merchandise storage and handling equipment (which installation shall be performed pursuant to an installation schedule agreed upon between Lessor and Lessee), cabling and telecommunications installations, provided however, such entry by Lessee shall be at the Term Commencement Date sole risk and expense of Lessee and shall not delay, interfere with or increase the Rent Commencement Datecost of Lessor's Work. Lessor shall have the right, by delivery of a facsimile notice to Lessee, followed by a copy of such notice delivered by overnight delivery, to cause Lessee to cease any activities which would violate the provisions of this paragraph provided, however, if Lessee disputes that its activities are delaying, interfering with or increasing the cost of Lessor's Work the matter should be referred to the Construction Dispute Arbitrator for resolution. Moreover, in the event that Lessor and Lessee are not able to agree upon the installation schedule, the work and materials to be provided pursuant to this Exhibit matter shall be deemed referred to have been substantially complete on the date that Landlord determines Construction Dispute Arbitrator for resolution. Any such early entry shall be conditioned upon Lessee having the insurance coverage set forth in its reasonable judgment that such work and materials would have been substantially complete if such delay(s) had not occurredArticle 14 hereof in place.

Substantial Completion. 1. Landlord and Tenant specifically agree that Tenant shall be solely responsible for the installation of its server(s) and any associated data cabling (the “Excepted Work”). While the Excepted Work shall be shown on the plans, the actual installation of such items shall be specifically excluded from the Budget and the scope of Landlord’s Work and shall be performed by Tenant at its sole cost and expense. Except as provided in Paragraph 6(b), the Expansion a. The Premises shall be deemed to have been be substantially complete when the work and materials to be provided performed by Landlord pursuant to this Exhibit (the Plans approved by Landlord and Tenant has been completed and approved by the appropriate governmental authorities, as certified by Landlord and architect, except for items of work and adjustment of equipment and fixtures that can be completed after the Expansion Premises are occupied without causing substantial material interference with Tenant’s 's use of the Expansion Premises (i.e., the “"punch list” list items")) have been completed, as reasonably determined by Landlord. 2. If b. Notwithstanding the foregoing, if Landlord shall be delayed in substantially completing the work and materials to be provided pursuant to this Exhibit Premises as a result of any of of: (i) Tenant's failure to furnish to Landlord the following final Plans on or before the Tenant Plan Delivery Date; or (each, a “Tenant Delay”): (1ii) Tenant's failure to furnish the Plans and/or Tenant's failure to approve Landlord's cost estimates within the time specified in Section 4 herein and/or Tenant’s failure to comply with any of approve the deadlines space plan within the time specified in this Exhibit or with any of Section 1 herein; or (iii) Tenant's changes in the other requirements of this Exhibit Tenant Improvements or the Lease, Plans (2notwithstanding Landlord's approval of any such changes); or (iv) Tenant’s 's request for changes in or modifications to plans or working drawings the Plans subsequent to the date such plans or working drawings are approved by Landlord, Tenant Plan Delivery Date; or (3v) Tenant’s failure Inability to pay when due any amount required pursuant to this Exhibit, (4) Tenant’s request for long lead time obtain non-building standard materials, finishes or installations, or installations requested by Tenant; or (5vi) the The performance of any workwork by any person, firm or the entry into the Leased Premises, by Tenant or any person or firm corporation employed or retained by Tenant; or (vii) Any other act or omission by Tenant or its agents, then representatives, and/or employees; then, in any such event, for purposes of determining the Term Commencement Date and the Rent Commencement Date, the work and materials to be provided pursuant to this Exhibit Premises shall be deemed to have been substantially complete completed on the date that Landlord determines in its reasonable judgment and architect determine that such work and materials the Premises would have been substantially complete completed if such delay(s) Delay or Delays had not occurred.

Substantial Completion. 1. Landlord and Tenant specifically agree that Tenant shall be solely responsible for the installation (a) Upon successful completion of its server(s) and any associated data cabling conditions to Substantial Completion set forth in this Section 8.1 (the “Excepted WorkSubstantial Completion”), Bacthera shall give Seres notice that Substantial Completion has occurred. While Such Notice shall include a request by Bacthera that Seres issue the Excepted Work Substantial Completion Report in accordance with this Section 8.1. Substantial Completion shall be shown on only occur when the plans, following conditions have been satisfied: (i) Bacthera has performed its obligations under this Exhibit in respect of the actual installation of such items shall be specifically excluded from the Budget Facility in all material respects and the scope Facility is free of Landlord’s defects or deficiencies, and has been designed, constructed, commissioned, started up, tested, maintained and is operating in accordance with the Work Scope and the other requirements of this Exhibit; (ii) Seres shall have access to all Design Documents in respect of the Facility (excluding any redlined as-built drawings), test data, training and other technical information required hereunder or necessary for Manufacturing at the Facility in a safe and reliable manner; (iii) Seres has received results, confirmed by a professional engineer employed by a subcontractor listed in Exhibit 9, demonstrating that Bacthera has successfully completed the Work and shall equipment is installed and ready to begin Performance Testing; (iv) All special tools (e.g. specific keys to access Facility areas and equipment) then to have been furnished in respect of the Facility pursuant to this Agreement have been delivered; (v) The Facility is ready for normal continuous and safe operation; and (vi) Bacthera has performed its other obligations in respect of the Facility under all other provisions of this Exhibit, and delivered all items in respect of the Facility required by this Exhibit as are then expressly required to be performed or delivered. (b) Once all of the foregoing conditions have been satisfied (or waived by Tenant at its sole cost and expense. Except as provided in Paragraph 6(bSeres), the Expansion Premises “Substantial Completion Date” shall be deemed to have been substantially complete when the work and materials to be provided pursuant to this Exhibit (except for items of work and adjustment of equipment and fixtures that can be completed after the Expansion Premises are occupied without causing substantial interference with Tenant’s use of the Expansion Premises (i.e., the “punch list” items)) have been completed, as reasonably determined by Landlord. 2. If Landlord shall be delayed in completing the work and materials to be provided pursuant to this Exhibit as a result of any of the following (each, a “Tenant Delay”): (1) Tenant’s failure to comply with any of the deadlines specified in this Exhibit or with any of the other requirements of this Exhibit or the Lease, (2) Tenant’s request for modifications to plans or working drawings subsequent to the date such plans or working drawings are approved by Landlord, (3) Tenant’s failure to pay when due any amount required pursuant to this Exhibit, (4) Tenant’s request for long lead time materials, finishes or installations, or (5) the performance of any work, or the entry into the Leased Premises, by Tenant or any person or firm employed or retained by Tenant, then for purposes of determining the Term Commencement Date and the Rent Commencement Date, the work and materials to be provided pursuant to this Exhibit shall be deemed to have been substantially complete on the date that Landlord determines in its reasonable judgment that such work and materials would have been substantially complete if such delay(s) had not occurred.

Substantial Completion. 1. Landlord and Tenant specifically agree that shall cause the General ---------------------- Contractor to Substantially Complete (defined below) the Tenant shall be solely responsible Improvements in accordance with the Approved Final Drawings by the Commencement Date of the Lease as set forth in Section 2 of the Lease (the "Completion Date"), subject to delays due to (a) acts or events beyond its control including, but not limited to, acts of God, earthquakes, strikes, lockouts, boycotts, casualties, discontinuance of any utility or other service required for performance of the installation Work, moratoriums, governmental agencies, delays on the part of its server(sgovernmental agencies and weather, (b) the lack of availability or shortage of specialized materials used in the construction of the Tenant Improvements, (c) any matters beyond the control of Landlord, the General Contractor or any subcontractors, (d) any changes required by the fire department, building and/or planning department, building inspectors or any other agency having jurisdiction over the Building, the Work and/or the Tenant improvements (except to the extent such changes are directly attributable to Tenant's use or Tenant's specialized tenant improvements, in which event such delays are considered Tenant Delays) (the events and matters set forth in Subsections (a), (b), (c) and (d) are collectively referred to as "Force Majeure Delays"), or (e) any associated data cabling Tenant Delays (the “Excepted Work”defined in Section 7 below). While the Excepted Work shall be shown on the plans, the actual installation of such items shall be specifically excluded from the Budget and the scope of Landlord’s Work and shall be performed by The Tenant at its sole cost and expense. Except as provided in Paragraph 6(b), the Expansion Premises Improvements shall be deemed to have been substantially complete when the work and materials to be provided pursuant to this Exhibit (except for items of work and adjustment of equipment and fixtures that can be completed after the Expansion Premises are occupied without causing substantial interference with Tenant’s use of the Expansion Premises (i.e., the “punch list” items)) have been completed, as reasonably determined by Landlord. 2. If Landlord shall be delayed in completing the work and materials to be provided pursuant to this Exhibit as a result of any of the following (each, a “Tenant Delay”): (1) Tenant’s failure to comply with any of the deadlines specified in this Exhibit or with any of the other requirements of this Exhibit or the Lease, (2) Tenant’s request for modifications to plans or working drawings subsequent to the date such plans or working drawings are approved by Landlord, (3) Tenant’s failure to pay when due any amount required pursuant to this Exhibit, (4) Tenant’s request for long lead time materials, finishes or installations, or (5) the performance of any work, or the entry into the Leased Premises, by Tenant or any person or firm employed or retained by Tenant, then for purposes of determining the Term Commencement Date and the Rent Commencement Date, the work and materials to be provided pursuant to this Exhibit shall be deemed to have been substantially complete on the date that the General Contractor issues to Landlord determines a notice of substantial completion, or the date that the building officials of the applicable governmental agency(s) issues its final approval of the construction of the Tenant Improvements whether in the form of the issuance of a final permit, certificate of occupancy or the written approval evidencing its final inspection on the building permit(s), or the date on which Tenant first takes occupancy of the Premises, whichever first occurs ("Substantial Completion", or "Substantially Completed", or "Substantially Complete"). Tenant hereby acknowledges and agrees that the term "Substantial Completion" of the Tenant improvements as used herein will not include the completion of any work --- associated with Tenant's installations, including without limitation, Tenant's high-pile storage requirements, Tenant's racking systems, and work related to any requirements of governmental and regulatory agencies with respect to any of Tenant's installations. If the Work is not deemed to be Substantially Completed on or before the scheduled Completion Date, (i) Landlord agrees to use reasonable judgment that efforts to Substantially Complete the Work as soon as practicable thereafter, (ii) the Lease shall remain in full force and effect, (iii) Landlord shall not be deemed to be in breach or default of the Lease or this Exhibit E as --------- a result thereof and Landlord shall have no liability to Tenant as a result of any delay in occupancy (whether for damages, abatement of all or any portion of the Rent, or otherwise), and (iv) except in the event of any Tenant Delays, which will not affect the Commencement Date but will extend the Completion Date without any penalty or liability to Landlord, and notwithstanding anything to the contrary contained in the Lease, the Commencement Date and the Expiration Date of the term of the Lease (as defined in Section 2 of the Lease) shall be extended commensurately by the amount of time attributable to such work Force Majeure Delays, and materials would have been Landlord and Tenant shall execute a written amendment to the Lease evidencing such extensions of time, substantially complete if such delay(s) had not occurredin the form of Exhibit F to --------- the Lease. Subject to the provisions of Section 10.2 of the Lease, the Tenant Improvements shall belong to Landlord and shall be deemed to be incorporated into the Premises for all purposes of the Lease, unless Landlord, in writing, indicates otherwise to Tenant.

Substantial Completion. 1. The Landlord and Tenant specifically agree that Tenant shall be solely responsible for the installation of its server(s) and any associated data cabling (the “Excepted Work”). While the Excepted Work shall be shown on the plans, the actual installation of such items shall be specifically excluded from the Budget and the scope of Landlord’s Work and shall be performed by Tenant at its sole cost and expense. Except as provided in Paragraph 6(b), the Expansion Premises shall be deemed to have been substantially complete when be “Substantially Complete” on the work and materials to be provided pursuant to this Exhibit date that all Landlord Work (except for items other than any details of work and construction, mechanical adjustment or any other similar matter, the noncompletion of equipment and fixtures that can be completed after the Expansion Premises are occupied without causing substantial interference which does not materially interfere with Tenant’s use or occupancy of the Expansion Premises (i.e.collectively, the “punch list” itemsPunch List Items”)) have has been completedperformed. Time is of the essence in connection with the obligations of Landlord and Tenant under this Work Letter. Except as set forth in Xxxxxxx 0X, as reasonably determined Xxxxxxxx shall not be liable or responsible for any claims incurred (or alleged) by Landlord. 2Tenant due to any delay in achieving Substantial Completion for any reason. If Landlord Tenant’s sole and exclusive remedy for any delay in achieving Substantial Completion for any reason other than Tenant Delay (defined below) shall be delayed in completing the work and materials to be provided pursuant to this Exhibit as a result of any resulting postponement (if any) of the following (each, a commencement of rental payments under the Lease. “Tenant Delay”): ” means any act or omission of Tenant or its agents, employees, vendors or contractors that actually delays the Substantial Completion of the Landlord Work, including: (1i) Tenant’s failure to comply with furnish information or approvals within any of the deadlines time period specified in this Exhibit or with any of the other requirements of this Exhibit or the Lease, including the failure to prepare or approve preliminary or final plans by any applicable due date; (2ii) Tenant’s request for modifications selection of non-building standard equipment or materials; (iii) changes requested or made by Tenant to previously approved plans and specifications; (iv) activities or working drawings subsequent to performance of work in the date such plans Premises by Tenant or working drawings are approved by Landlord, Tenant’s contractor(s) during the performance of the Landlord Work; or (3v) Tenant’s failure to pay the Demo Room Costs (as defined in Section 5.B. below) when due any amount required pursuant to this Exhibit, (4) Tenant’s request for long lead time materials, finishes or installations, or (5) the performance of any work, or the entry into the Leased Premises, by Tenant or any person or firm employed or retained by Tenant, then for purposes of determining the Term Commencement Date and the Rent Commencement Date, the work and materials to be provided pursuant to this Exhibit shall be deemed to have been substantially complete on the date that Landlord determines in its reasonable judgment that such work and materials would have been substantially complete if such delay(s) had not occurredrequired.

Substantial Completion. 1. Landlord and Tenant specifically agree that Tenant shall be solely responsible for the installation of its server(s) and any associated data cabling (the “Excepted Work”). While the Excepted Work shall be shown on the plans, the actual installation of such items shall be specifically excluded from the Budget and the scope of Landlord’s Work and shall be performed by Tenant at its sole cost and expense. Except as provided in Paragraph 6(b), the Expansion a. The Premises shall be deemed to have been be substantially complete when the work and materials to be provided performed by Landlord pursuant to this Exhibit (the Plans approved by Landlord and Tenant has been completed and approved by the appropriate governmental authorities, as certified by Landlord and architect, and a Certificate of Occupancy has been issued, except for items of work and adjustment of equipment and fixtures that can be completed after the Expansion Premises are occupied without causing substantial material interference with Tenant’s 's use of the Expansion Premises (i.e., the “"punch list” list items")) have been completed, as reasonably determined by Landlord. 2. If b. Notwithstanding the foregoing, if Landlord shall be delayed in substantially completing the work and materials to be provided pursuant to this Exhibit Premises as a result of: (i) Tenant's failure to furnish to Landlord the final Plans on or before the Tenant Plan Delivery Date; or (ii) Tenant's failure to furnish the Plans and/or Tenant's failure to approve Landlord's cost estimates within the time specified in SECTION 4 herein and/or Tenant's failure to approve the space plan within the time specified in SECTION 1 herein; or (iii) Tenant's changes in the Tenant Improvements or the Plans (notwithstanding Landlord's approval of any of the following such changes); or /s/ RDG /s/ SM (each, a “Tenant Delay”): (1iv) Tenant’s failure to comply with any of the deadlines specified in this Exhibit or with any of the other requirements of this Exhibit or the Lease, (2) Tenant’s 's request for changes in or modifications to plans or working drawings the Plans subsequent to the date such plans or working drawings are approved by Landlord, Tenant Plan Delivery Date; or (3v) Tenant’s failure Inability to pay when due any amount required pursuant to this Exhibit, (4) Tenant’s request for long lead time obtain non-building standard materials, finishes or installations, or installations requested by Tenant; or (5vi) the The performance of any workwork by any person, firm or the entry into the Leased Premises, by Tenant or any person or firm corporation employed or retained by Tenant; or (vii) Any other act or omission by Tenant or its agents, then representatives, and/or employees; then, in any such event, for purposes of determining the Term Commencement Date and the Rent Commencement Date, the work and materials to be provided pursuant to this Exhibit Premises shall be deemed to have been substantially complete completed on the date that Landlord determines in its reasonable judgment and architect determine that such work and materials the Premises would have been substantially complete completed if such delay(s) Delay or Delays had not occurred.

Substantial Completion. As used in the Contract Documents, the terms "Substantial Completion," "Substantially Complete" and/or the "Date of Substantial Completion" (whether capitalized or lower case), shall mean the date upon which all of the following shall have occurred: (1. Landlord ) the Work (or any applicable designated portion thereof) has been fully completed in accordance with the Contract Documents, except and Tenant specifically agree only for minor items that Tenant shall be solely responsible for will not unreasonably affect the installation occupancy and operation of its server(s) the Work, and any associated data cabling (the “Excepted Work”). While the Excepted Work shall be shown on the plansdesignated portion thereof, the actual installation of such items shall be specifically excluded from the Budget as intended, and the scope Work is sufficiently complete (with the above noted exceptions only) to enable the Owner to occupy and use the Work, or any designated portion thereof (and all aspects and elements thereof) for use for which it was intended without unreasonable disruption or interference caused by the need to complete any of Landlord’s the Work and shall be performed by Tenant at its sole cost and expense. Except as provided in Paragraph 6(b), the Expansion Premises shall be deemed to have been substantially complete when the work and materials then remaining to be provided pursuant completed; (2) the punch-list items are sufficiently few and of a nature that would not interfere with Owner's ability to this Exhibit fully occupy and use the Work for which it was intended to the extent required by the Contract Documents and can reasonably be expected to be completed within thirty (30) days (except for items of work long lead items); (3) the Contractor has procured and adjustment of equipment delivered to the Owner (and fixtures that can be completed after the Expansion Premises are occupied without causing substantial interference Architect has so certified) all certificates, consents, approvals and permits with Tenant’s respect to the Contractor's Work required under applicable Law for occupancy and use of the Expansion Premises (i.e.Work or any applicable designated portion thereof, or required by the “punch list” items)) have been completedInvolved Organizations, as reasonably determined by Landlord. 2. If Landlord shall be delayed in completing the work and materials to be provided pursuant to this Exhibit as a result of any of the following (eachinvestors or mortgagees, a “Tenant Delay”): (1) Tenant’s failure to comply with any of the deadlines specified in this Exhibit or with any of the other requirements of this Exhibit or the Lease, (2) Tenant’s request for modifications to plans or working drawings subsequent including but not limited to the date such plans issuance by the Division of Building Permits and Virgin Islands Fire Service ("DOB&VIFS") of a permission to occupy the units comprising the entire Work (or working drawings are approved by Landlord, (3) Tenant’s failure to pay when due any amount required pursuant to this Exhibit, applicable designated portion thereof); (4) Tenant’s request the Architect issues and signs a Certificate of Substantial Completion, AIA Document G704, current edition, certifying in writing that the entire Work (or any applicable designated portion thereof) is Substantially Complete; as required by the provisions of this paragraph above, and further certifies that Contractor has procured and delivered to Owner all certificates, permits, approvals and consents with respect to the Contractor's Work required under applicable Law for long lead time materials, finishes or installationsoccupancy and use of the Project, or designated portion thereof, and that such Work is sufficiently compliant with the Contract Documents and applicable Law, to allow Owner to fully occupy and utilize the Work for its intended use (and all aspects and elements thereof) to the extent required by the Contract Documents, which certification is accepted in writing by Owner (such acceptance not to be unreasonably withheld, conditioned nor delayed); (5) the Contractor has complied with the terms and conditions of Section 9.8.2 of these General Conditions; (6) all mechanical, electrical and life safety support systems comprising the Work (or any applicable designated portion thereof) are functioning as required by the Contract Documents; (7) the Contractor has complied with the terms and conditions of Section 3.15.1 of these General Conditions; (8) Contractor has delivered all unit chattel lists to Owner and Architect; (9) Contractor has delivered to Owner a written authorization from the surety issuing payment and performance bonds required hereunder, if any, consenting to release of retention in accordance with the Contract Documents; (10) the Contractor (and, to the extent applicable, each Subcontractor) has satisfied all of the necessary closeout requirements, including, without limitation, those provided by and/or related to the Federal Emergency Management Agency, Community Development Block Grant Disaster Recovery Funds, USVI Department of Planning and Natural Resources, and any and all other government agencies, financing sources, regulators, partners, or other parties as identified by the Owner (to the extent relevant to Substantial Completion); (11) the Contractor has provided all documents reasonably required by the Owner, or Owner’s lenders, insurers, consultants, or any other party identified by Owner, to evidence the proper removal and disposal of any workAsbestos Containing Materials, Lead-Based Paint, and/or hazardous materials; and (12) the Contractor has satisfied all other conditions or requirements with respect to Substantial Completion established in the entry into Contract Documents. To the Leased Premises, by Tenant extent that any certificate or any person inspection report listed above is not issued due to the fault or firm employed neglect of the Owner or retained by TenantArchitect, then for purposes the absence of determining the Term Commencement Date and the Rent Commencement Date, the work and materials to be provided pursuant to this Exhibit shall be deemed to have been substantially complete on the date that Landlord determines in its reasonable judgment that such work and materials would have been substantially complete if such delay(s) had same will not occurredpreclude a determination of Substantial Completion.

Substantial Completion. 1. Landlord and Tenant specifically agree that Tenant shall be solely responsible for the installation For purposes of its server(s) and any associated data cabling this Lease (the “Excepted Work”). While the Excepted including all provisions of this Work shall be shown on the plans, the actual installation of such items shall be specifically excluded from the Budget and the scope of Landlord’s Work and shall be performed by Tenant at its sole cost and expense. Except as provided in Paragraph 6(bAgreement), the Expansion Premises (or any particular floor thereof), and the Tenant Work therein, shall conclusively be deemed to have be "substantially complete" as soon as (i) the Tenant Work (specifically excluding any of Tenant's telephone equipment, special office equipment, computer equipment, audio/visual equipment, cabling and wiring, supplemental HVAC equipment, systems furniture, other furniture and personal property, Tenant Special Equipment and any items to be installed or constructed by Tenant or Tenant's contractor or vendor) to be installed in the Premises (or such particular floor thereof) by Landlord pursuant to this Work Agreement has been substantially complete when constructed in accordance with the Tenant Plans approved by Landlord and any change orders approved by Landlord, as certified by Landlord's construction manager, subject to Landlord's completion of any punch list items of work which do not materially interfere with Tenant's permitted and materials intended use of the Premises (or such particular floor thereof), (ii) the Building's parking area is available for Tenant's use in accordance with the Lease, (iii) reasonable access to the Premises (or such particular floor thereof) is available for Tenant, (iv) the base Building systems necessary to provide the services required hereunder to be provided pursuant by Landlord to this Exhibit (except for items of work and adjustment of equipment and fixtures that can be completed after the Expansion Premises are occupied without causing substantial interference with Tenant’s use of the Expansion Premises (i.e.or such particular floor thereof) are functional and (v) a temporary or permanent certificate of occupancy has been obtained for the Premises (or such particular floor thereof); provided, the “punch list” items)) have been completed, as reasonably determined by Landlord. 2. If Landlord however that no such certificate of occupancy shall be delayed in completing required for the work and materials Premises (or such particular floor thereof) to be provided pursuant substantially complete if Landlord is unable to this Exhibit obtain such certificate of occupancy as a result of any act or omission of Tenant or Tenant's contractors or vendors, including without limitation, as a result of any systems furniture, Tenant Special Equipment or any work to be installed or constructed by Tenant or Tenant's contractors or vendors not being complete at the time that the Premises would otherwise be substantially complete. Tenant shall cooperate with Landlord in connection with Landlord obtaining certificate(s) of occupancy for the Premises. Notwithstanding the above, (a) the Premises (or such particular floor thereof) shall be considered substantially complete even though there remain to be completed in the Premises punch list items, including but not limited to minor or insubstantial details of construction, decoration or mechanical adjustment, the lack of completion of which will not materially interfere with Tenant's permitted and intended use of the following Premises (eachor such particular floor thereof). In addition, a “notwithstanding the foregoing, upon the occupancy by Tenant Delay”): (1) Tenant’s failure to comply with of any portion of any floor of the deadlines specified in this Exhibit Premises for the purpose of conducting business therein (as opposed to preparing the Premises for Tenant's use) such floor shall be deemed to be substantially complete, whether or with not any of the other requirements of this Exhibit or the Lease, (2) Tenant’s request for modifications conditions to plans or working drawings subsequent to the date such plans or working drawings are approved by Landlord, (3) Tenant’s failure to pay when due any amount required pursuant to this Exhibit, (4) Tenant’s request for long lead time materials, finishes or installations, or (5) the performance of any work, or the entry into the Leased Premises, by Tenant or any person or firm employed or retained by Tenant, substantial completion have then for purposes of determining the Term Commencement Date and the Rent Commencement Date, the work and materials to be provided pursuant to this Exhibit shall be deemed to have been substantially complete on the date that Landlord determines in its reasonable judgment that such work and materials would have been substantially complete if such delay(s) had not occurred.

Substantial Completion. 1. Landlord and Tenant specifically agree that Tenant shall be solely responsible for the installation of its server(s) and any associated data cabling (the “Excepted Work”). While the Excepted Work shall be shown on the plans, the actual installation of such items shall be specifically excluded from the Budget and the scope of Landlord’s Work and shall be performed by Tenant at its sole cost and expense. Except as provided in Paragraph 6(b), the Expansion a. The Premises shall be deemed to have been be substantially complete when the work and materials to be provided performed by Landlord pursuant to this Exhibit (the Plans approved by Landlord and Tenant has been completed as certified by Landlord and architect, except for items of work and adjustment of equipment and fixtures that can be completed after the Expansion Premises are occupied without causing substantial material interference with Tenant’s 's use of the Expansion Premises (i.e., the “"punch list” list items")) have been completed, as reasonably determined by Landlord. 2. If b. Notwithstanding the foregoing, if Landlord shall be delayed in substantially completing the work and materials to be provided pursuant to this Exhibit Premises as a result of: (i) Tenant's failure to furnish to Landlord the final Plans on or before the Tenant Plan Delivery Date; or (ii) Tenant's failure to furnish the Plans and/or Tenant's failure to approve Landlord's cost estimates within the time specified in Section 4 herein and/or Tenant's failure to approve the space plan within the time specified in Section 1 herein; or (iii) Tenant's changes in the Tenant Improvements or the Plans (notwithstanding Landlord's approval of any of the following such changes); or (each, a “Tenant Delay”): (1iv) Tenant’s failure to comply with any of the deadlines specified in this Exhibit or with any of the other requirements of this Exhibit or the Lease, (2) Tenant’s 's request for changes in or modifications to plans or working drawings the Plans subsequent to the date such plans or working drawings are approved by Landlord, Tenant Plan Delivery Date; or (3v) Tenant’s failure Inability to pay when due any amount required pursuant to this Exhibit, (4) Tenant’s request for long lead time obtain non-building standard materials, finishes or installations, or installations requested by Tenant; or (5vi) the The performance of any workwork by any person, firm or the entry into the Leased Premises, by Tenant or any person or firm corporation employed or retained by Tenant; or (vii) Any other act or omission by Tenant or its agents, then representatives, and/or employees; then, in any such event, for purposes of determining the Term Commencement Date and the Rent Commencement Date, the work and materials to be provided pursuant to this Exhibit Premises shall be deemed to have been substantially complete completed on the date that Landlord determines in its reasonable judgment and architect determine that such work and materials the Premises would have been substantially complete completed if such delay(s) Delay or Delays had not occurred.

Substantial Completion. 1. Landlord and Tenant specifically agree that shall cause the General Contractor to Substantially Complete (defined below) the Tenant shall be solely responsible Improvements in accordance with the Approved Final Drawings by the Commencement Date of the Lease as set forth in Section 2 of the Lease (the "Completion Date"), subject to delays due to (a) acts or events beyond its control including, but not limited to, acts of God, earthquakes, strikes, lockouts, boycotts, casualties, discontinuance of any utility or other service required for performance of the installation Work, moratoriums, governmental agencies, delays on the part of its server(sgovernmental agencies and weather, (b) the lack of availability or shortage of specialized materials used in the construction of the Tenant Improvements, (c) any matters beyond the control of Landlord, the General Contractor or any subcontractors, (d) any changes required by the fire department, building and/or planning department, building inspectors or any other agency having jurisdiction over the Building, the Work and/or the Tenant Improvements (except to the extent such changes are Tenant Delays, as defined in Section 7 below) (the events and matters set forth in Subsections (a), (b), (c) and (d) are collectively referred to as "Force Majeure Delays"), or (e) any associated data cabling Tenant Delays (the “Excepted Work”defined in Section 7 below). While the Excepted Work shall be shown on the plans, the actual installation of such items shall be specifically excluded from the Budget and the scope of Landlord’s Work and shall be performed by The Tenant at its sole cost and expense. Except as provided in Paragraph 6(b), the Expansion Premises Improvements shall be deemed to have been substantially complete when the work and materials to be provided pursuant to this Exhibit (except for items of work and adjustment of equipment and fixtures that can be completed after the Expansion Premises are occupied without causing substantial interference with Tenant’s use of the Expansion Premises (i.e., the “punch list” items)) have been completed, as reasonably determined by Landlord. 2. If Landlord shall be delayed in completing the work and materials to be provided pursuant to this Exhibit as a result of any of the following (each, a “Tenant Delay”): (1) Tenant’s failure to comply with any of the deadlines specified in this Exhibit or with any of the other requirements of this Exhibit or the Lease, (2) Tenant’s request for modifications to plans or working drawings subsequent to the date such plans or working drawings are approved by Landlord, (3) Tenant’s failure to pay when due any amount required pursuant to this Exhibit, (4) Tenant’s request for long lead time materials, finishes or installations, or (5) the performance of any work, or the entry into the Leased Premises, by Tenant or any person or firm employed or retained by Tenant, then for purposes of determining the Term Commencement Date and the Rent Commencement Date, the work and materials to be provided pursuant to this Exhibit shall be deemed to have been substantially complete on the date that (i) the General Contractor issues to Landlord determines a notice of substantial completion stating that the Tenant Improvements and all work required to be done by Landlord are complete, including, but not limited to, the submetering and the lobby, or (ii) the date that the building officials of the applicable governmental agency(s) issues its final approval of the construction of the Tenant Improvements whether in the form of the issuance of a final permit, certificate of occupancy or the written approval evidencing its final inspection on the building permit(s), or (iii) the date on which Tenant first takes occupancy of the Premises for the conduct of business, whichever first occurs, provided that in any case the Building systems serving the Premises are operational to the extent necessary for the conduct of Tenant's business ("Substantial Completion", or "Substantially Completed", or "Substantially Complete"). Tenant hereby acknowledges and agrees that the term "Substantial Completion" of the Tenant Improvements as used herein will not include the completion of any work associated with Tenant's Installations, including without limitation, Tenant's high-pile storage requirements, Tenant's racking systems, and work related to any requirements of governmental and regulatory agencies with respect to any of Tenant's Installations. If the Work is not deemed to be Substantially Completed on or before the scheduled Completion Date, (i) Landlord agrees to use reasonable judgment that efforts to Substantially Complete the Work as soon as practicable thereafter, (ii) the Lease shall remain in full force and effect, (iii) Landlord shall not be deemed to be in breach or default of the Lease or this EXHIBIT B as a result thereof and Landlord shall have no liability to Tenant as a result of any delay in occupancy (whether for damages, abatement of all or any portion of the Rent, or otherwise), and (iv) except in the event of any Tenant Delays, which will not affect the Commencement Date but will extend the Completion Date without any penalty or liability to Landlord, and notwithstanding anything to the contrary contained in the Lease, the Commencement Date and the Expiration Date of the term of the Lease (as defined in Section 2 of the Lease) shall be extended commensurately by the amount of time attributable to such work Force Majeure Delays, and materials would have been Landlord and Tenant shall execute a written amendment to the Lease evidencing such extensions of time, substantially complete if such delay(s) had not occurredin the form of Exhibit F to the Lease. Subject to the provisions of Section 10.2 of the Lease, the Tenant Improvements shall belong to Landlord and shall be deemed to be incorporated into the Premises for all purposes of the Lease, unless Landlord, in writing, indicates otherwise to Tenant provided, however, Tenant shall be entitled to the tax depredation benefits accruing thereto during the term of the Lease to the extent of Tenant's cost therein.

Substantial Completion. 1. Landlord and Tenant specifically agree that Tenant shall be solely responsible for the installation of its server(s) and any associated data cabling (the “Excepted Work”). While the Excepted Work shall be shown on the plans, the actual installation of such items shall be specifically excluded from the Budget and the scope of Landlord’s Work and shall be performed by Tenant at its sole cost and expense. Except as provided in Paragraph 6(b), the Expansion a. The Premises shall be deemed to have been be substantially complete when the work and materials to be provided the performed by Landlord pursuant to this Exhibit (the plans and working drawings approved by Landlord and Tenant has been completed and approved by the appropriate governmental authorities, as certified by Landlord and architect, except for items of work and adjustment of equipment and fixtures that can be completed after the Expansion Premises are occupied without causing substantial material interference with Tenant’s use of the Expansion Premises premises (i.e., the “punch list” list items”)) have been completed, as reasonably determined by Landlord. 2. If b. Notwithstanding the foregoing, if Landlord shall be delayed in substantially completing the work and materials to be provided pursuant to this Exhibit Premises as a result of any of the following of: (each, a “Tenant Delay”): (1i) Tenant’s failure to comply with any furnish to Landlord on or before the Tenant Plan Delivery Date the final plans and working drawings for the construction and completion of the deadlines Premises; or (ii) Tenant’s failure to furnish plans and/or Tenant’s failure to approve Landlord’s cost estimates within the time specified in this Exhibit or with any of Section 4 herein and/or Tenant’s failure to approve the other requirements of this Exhibit space plan within the time specified in Section 1 herein; or (iii) Tenant’s changes in the Tenant Improvements or the Lease, plans therefor (2notwithstanding Landlord’s approval of any such changes); or (iv) Tenant’s request for changes in or modifications to such plans or working drawings subsequent to the date such plans or working drawings are approved by Landlord, Tenant Plan Delivery Date; or (3v) Tenant’s failure Inability to pay when due any amount required pursuant to this Exhibit, (4) Tenant’s request for long lead time obtain non-building standard materials, finishes or installations, or installations requested by Tenant; or (5vi) the The performance of any workwork by any person, firm or the entry into the Leased Premises, by Tenant or any person or firm corporation employed or retained by Tenant; or (vii) Any other act or omission by Tenant or its agents, then representatives, and/or employees; then, in any such event, for purposes of determining the Term Commencement Date and the Rent Commencement Date, the work and materials to be provided pursuant to this Exhibit Premises shall be deemed to have been substantially complete completed on the date that Landlord determines in its reasonable judgment and architect determine that such work and materials the Premises would have been substantially complete completed if such delay(s) delay or delays had not occurred.

Substantial Completion. 1. Landlord and Tenant specifically agree that Tenant shall be solely responsible for the installation of its server(s) and any associated data cabling (the “Excepted Work”). While the Excepted Work shall be shown on the plans, the actual installation of such items shall be specifically excluded from the Budget and the scope of Landlord’s Work and shall be performed by Tenant at its sole cost and expense. Except as provided in Paragraph 6(b), the Expansion a. The Premises shall be deemed to have been be substantially complete when the work and materials to be provided performed by Landlord pursuant to this Exhibit (the plans and working drawings approved by Landlord and Tenant has been completed and approved by the appropriate governmental authorities as certified by Landlord and architect, except for items of work and adjustment of equipment and fixtures that can be completed after the Expansion Premises are occupied without causing substantial material interference with Tenant’s use of the Expansion Premises (i.e., the “punch list” list items”)) have been completed, as reasonably determined by Landlord. 2. If b. Notwithstanding the foregoing, if Landlord shall be delayed in substantially completing the work and materials to be provided pursuant to this Exhibit Premises as a result of any of the following (each, a “Tenant Delay”): of: (1) Tenant’s failure to comply with any furnish to Landlord on or before the Tenant Plan Delivery Date the final plans and working drawings for the construction and completion of the deadlines specified in this Exhibit Premises, including all Additional or with any of the other requirements of this Exhibit or the Lease, Non-Standard Work and Materials requested by Tenant; or (2) Tenant’s failure to furnish plans for Additional or Non-Standard Work and/or Tenant’s failure to approve Landlord’s cost estimates within the time specified by Paragraph 4 hereof; or (3) Tenant’s [ILLEGIBLE] Building Standard Work or the plans therefor or in the drawings, plans: and [ILLEGIBLE] for the Additional or Non-Standard Work and Materials (notwithstanding Landlord’s approval of any such changes); or (4) Tenant’s request for changes in or modifications to such plans or working drawings subsequent to the date such plans or working drawings are approved by Landlord, Tenant Plan Delivery Date; or (35) Tenant’s failure Inability to pay when due any amount required pursuant to this Exhibit, (4) Tenant’s request for long lead time materialsobtain Non-Building Standard Materials, finishes or installations, or installations requested by Tenant; or (56) the The performance of any workwork by any person, firm or the entry into the Leased Premises, by Tenant or any person or firm corporation employed or retained by Tenant; or (7) Any other act or omission by Tenant or its agents, then representatives, and/or employees; (8) Delays caused by issuance of permits from appropriate governmental authorities or the approval thereof upon completion; then, in any such event, for purposes of determining the Term Commencement Date and the Rent Rental Commencement Date, the work and materials to be provided pursuant to this Exhibit Premises shall be deemed to have been substantially complete completed on the date that Landlord determines in its reasonable judgment and architect determine that such work and materials the Premises would have been substantially complete completed if such delay(s) delay or delays had not occurred.

Substantial Completion. 1. Landlord and Tenant specifically agree that Tenant shall substantially complete or cause to be solely responsible for the installation of its server(s) and any associated data cabling (the “Excepted Work”). While the Excepted Work shall be shown on the plans, the actual installation of such items shall be specifically excluded from the Budget and the scope of Landlordsubstantially completed Tenant’s Work in a good and shall be performed by Tenant at its sole cost workmanlike manner, in accordance with the TI Permit subject, in each case, to Minor Variations and expense. Except as provided in Paragraph 6(b), the Expansion Premises shall be deemed to have been substantially complete when the work and materials to be provided pursuant to this Exhibit (except for normal “punch list” items of work and adjustment of equipment and fixtures that can be completed after a non-material nature which do not interfere with the Expansion Premises are occupied without causing substantial interference with Tenant’s use or access of the Expansion Premises (i.e.“Substantial Completion” or “Substantially Complete”). Upon Substantial Completion of Tenant’s Work, Tenant shall require the “punch list” items)) have been completedTI Architect and the general contractor to execute and deliver, as reasonably determined by for the benefit of Tenant and Landlord. 2. If Landlord shall be delayed , a Certificate of Substantial Completion in completing the work and materials to be provided pursuant to this Exhibit as a result of any form of the following American Institute of Architects (each“AIA”) document G704. For purposes of this Expansion Premises Work Letter, a “Tenant Delay”): Minor Variations” shall mean any modifications reasonably required: (1i) Tenant’s failure to comply with all applicable Legal Requirements and/or to obtain or to comply with any required permit (including the TI Permit); (ii) to comport with good design, engineering, and construction practices which are not material; or (iii) to make reasonable adjustments for field deviations or conditions encountered during the construction of the deadlines specified in this Exhibit Tenant’s Work. Substantial Completion of Expansion Premises Tenant Improvements shall have occurred when (i) a certificate or with any temporary certificate of the other requirements of this Exhibit occupancy (or the Leaseequivalent permitting legal occupancy) has been issued for the Expansion Premises; (ii) the HVAC and MEP systems serving the Expansion Premises (the “Required Systems”) which Landlord is responsible for providing are in good working order; and (iii) the Expansion Premises Tenant Improvements are substantially complete excepting industry standard punch-list items; provided, (2) Tenant’s request for modifications to plans or working drawings subsequent however, to the date such plans or extent the Required Systems are not in good working drawings are approved by Landlord, (3) Tenant’s failure to pay when due any amount required order pursuant to this Exhibitclause (ii), (4) Tenantsuch failure shall constitute a Landlord Delay until the Required Systems are delivered in the required condition at Landlord’s request for long lead time materials, finishes or installations, or (5) the performance of any work, or the entry into the Leased Premises, by Tenant or any person or firm employed or retained by Tenant, then for purposes of determining the Term Commencement Date and the Rent Commencement Date, the work and materials to be provided pursuant to this Exhibit shall be deemed to have been substantially complete on the date that Landlord determines in its reasonable judgment that such work and materials would have been substantially complete if such delay(s) had not occurredsole cost.

Substantial Completion. 1. Landlord and Tenant specifically agree that Tenant Substantial Completion shall be solely responsible for the installation of its server(s) defined as and any associated data cabling (the “Excepted Work”). While the Excepted Work shall be shown on the plans, the actual installation of such items shall be specifically excluded from the Budget and the scope of Landlord’s Work and shall be performed by Tenant at its sole cost and expense. Except as provided in Paragraph 6(b), the Expansion The Leased Premises shall be deemed "Substantially Completed" upon the occurrence of all of the following: (i) construction by Landlord of the Leased Premises in accordance with the plans and specifications listed on EXHIBIT B-1 (Shell Plans and Specifications) and B-2 (Interior Plans and Specifications) attached hereto, and delivery to Tenant by Lessor's architect of a certificate to that effect; (ii) the utility services contemplated by such plans and specifications, including, if applicable, storm and sanitary sewer, water, gas and electricity, have been substantially complete when fully installed and are operational for use by Tenant; (iii) all proposed means of ingress and egress, parking and loading areas are available for use by Tenant; (iv) Landlord has given Tenant no less then twenty (20) days prior written notice; and (v) the remaining work and materials to be provided pursuant done to this Exhibit (except for items render the Leased Premises fully completed shall consist solely of work and adjustment minor details of equipment and fixtures that can be completed after the Expansion Premises are occupied without causing substantial interference construction, mechanical adjustments or decoration, which will not interfere with Tenant’s 's use and enjoyment of the Expansion Premises (i.e., the “punch list” items)) have been completed, as reasonably determined by Landlord. 2Leased Premises. If Landlord shall be delayed in completing the work and materials to be provided pursuant to this Exhibit as a result Tenant's taking total or partial occupancy of any of the following (each, a “Tenant Delay”): (1) Tenant’s failure to comply with any of the deadlines specified in this Exhibit or with any of the other requirements of this Exhibit or the Lease, (2) Tenant’s request for modifications to plans or working drawings subsequent to the date such plans or working drawings are approved by Landlord, (3) Tenant’s failure to pay when due any amount required pursuant to this Exhibit, (4) Tenant’s request for long lead time materials, finishes or installations, or (5) the performance of any work, or the entry into the Leased Premises, by Tenant or any person or firm employed or retained by TenantLandlord's Substantially Completing the Leased Premises, then for purposes shall not relieve Landlord of determining its obligation to proceed diligently to fully complete the Term Commencement Date Leased Premises and the Rent Commencement Date, the work and materials to be provided pursuant to this Exhibit complete all punch-list items which shall be deemed to have been substantially complete on accomplished within sixty (60) days after the date of Substantial Completion, provided, however, that Landlord determines shall not be in its reasonable judgment that default hereunder if Landlord commences correction of any such work defects within said sixty (60) day period and materials would have been substantially complete if such delay(s) had not occurredthereafter diligently pursues the same to completion.

Substantial Completion. 1. Landlord and Tenant specifically agree that Tenant shall be solely responsible for the installation of its server(s) and any associated data cabling (the “Excepted Work”). While the Excepted Work shall be shown on the plans, the actual installation of such items shall be specifically excluded from the Budget and the scope of Landlord’s Work and shall be performed by Tenant at its sole cost and expense. Except as provided in Paragraph 6(b), the Expansion The Premises shall be deemed to ready for occupancy on the date that Landlord’s Work in the Premises shall have been substantially complete completed. Landlord’s Work in the Premises shall be considered substantially completed when (A) all major items of construction have been substantially completed, (B) the work heating, A/C System (as hereafter defined), plumbing, mechanical (if any) and materials electrical systems serving the Premises are all in working order, and (C) the Premises is accessible and reasonably usable, notwithstanding (in the case of subsections (A), (B), and/or (C)) the fact (i) that minor or insubstantial details of construction, mechanical adjustment or decoration remain to be provided pursuant to this Exhibit (except for items performed, the non-completion of work and adjustment of equipment and fixtures that can be completed after the Expansion Premises are occupied without causing substantial interference which do not materially interfere with Tenant’s use of the Expansion Premises Premises, and (i.e.ii) that Landlord’s Work has been substantially completed except for portions thereof which shall be completed upon the completion of Tenant’s work (including, the “punch list” itemswithout limitation, Additional Work)) have been completed, as reasonably determined by Landlord. 2. If Landlord shall not be delayed in completing required to install a sprinkler system serving the work Premises unless and materials to be provided pursuant to this Exhibit as until same is required by applicable law. Installation of a result sprinkler system is therefore not part of any of the following (each, a “Tenant Delay”): (1) TenantLandlord’s Work and Landlord’s failure to comply with any of the deadlines specified in this Exhibit or with any of the other requirements of this Exhibit or the Lease, (2) Tenant’s request for modifications to plans or working drawings subsequent to the date such plans or working drawings are approved by Landlord, (3) Tenant’s failure to pay when due any amount required pursuant to this Exhibit, (4) Tenant’s request for long lead time materials, finishes or installations, or (5) the performance of any work, or the entry into the Leased Premises, by Tenant or any person or firm employed or retained by Tenant, then for purposes of determining the Term Commencement Date and install a sprinkler system shall have no bearing on the Rent Commencement DateDate or Tenant’s obligations under this Lease. Notwithstanding the foregoing, if at any time during the work and materials term of this Lease, Landlord elects to be provided pursuant or is required by law to this Exhibit install a sprinkler system in the Premises, any such installation shall be deemed to have been substantially complete on the date that performed by Landlord determines in its reasonable judgment that such work at Landlord’s sole cost and materials would have been substantially complete if such delay(s) had not occurredexpense.

Substantial Completion. 1. Landlord and Tenant specifically agree that shall cause the General ---------------------- Contractor to Substantially Complete (defined below) the Tenant shall be solely responsible Improvements in accordance with the Final Drawings by the Commencement Date of the Lease as set forth in Section 2 of the Lease (the "Completion Date"), subject to delays due --------- to (a) acts or events beyond its control including, but not limited to, acts of God, earthquakes, strikes, lockouts, boycotts, casualties, discontinuance of any utility or other service required for performance of the installation Work, moratoriums, governmental agencies and weather, (b) the lack of its server(savailability or shortage of specialized materials used in the construction of the Tenant Improvements, (c) any matters beyond the control of Landlord, the General Contractor or any subcontractors, (d) any changes required by the fire department, building and/or planning department, building inspectors or any other agency having jurisdiction over the Building, the Work and/or the Tenant Improvements (except to the extent such changes are directly attributable to Tenant's use or Tenant's specialized tenant improvements, in which event such delays are considered Tenant Delays) (the events and matters set forth in Subsections (a), (b), (c) and any associated data cabling (the “Excepted Work”d) are collectively referred to as "Force Majeure Delays"). While the Excepted Work shall be shown on the plans, the actual installation of such items shall be specifically excluded from the Budget and the scope of Landlord’s Work and shall be performed by Tenant at its sole cost and expense. Except as provided in Paragraph 6(b), the Expansion Premises shall be deemed to have been substantially complete when the work and materials to be provided pursuant to this Exhibit (except for items of work and adjustment of equipment and fixtures that can be completed after the Expansion Premises are occupied without causing substantial interference with Tenant’s use of the Expansion Premises (i.e., the “punch list” items)) have been completed, as reasonably determined by Landlord. 2. If Landlord shall be delayed in completing the work and materials to be provided pursuant to this Exhibit as a result of any of the following (each, a “Tenant Delay”): (1) Tenant’s failure to comply with any of the deadlines specified in this Exhibit or with any of the other requirements of this Exhibit or the Lease, (2) Tenant’s request for modifications to plans or working drawings subsequent to the date such plans or working drawings are approved by Landlord, (3) Tenant’s failure to pay when due any amount required pursuant to this Exhibit, (4) Tenant’s request for long lead time materials, finishes or installations, or (5e) the performance of any work, or the entry into the Leased Premises, by Tenant or any person or firm employed or retained by Tenant, then for purposes of determining the Term Commencement Date Delays (defined in Section 7 below). The Building Improvements and the Rent Commencement Date, the work and materials to be provided pursuant to this Exhibit Tenant Improvements --------- shall be deemed to have been substantially complete completed on the date that all of the following have occurred ("Substantial Completion", or "Substantially Completed", or "Substantially Complete"); (i) if there is a project architect, when the architect issues a certificate of substantial completion; (ii) Tenant has direct access to the Premises with all building services and utilities serving the Premises; (iii) if required, a certificate of occupancy or comparable evidence of completion has been issued by the appropriate governmental agency for the Premises; (iv) within two (2) business days of Landlord's request therefor, Landlord determines in its reasonable judgment and Tenant have conducted a walk-through of the Premises to describe all incomplete or defective items; (v) Landlord shall have completed the repair of all incomplete or defective items found during the walk-through that such work and materials would have been substantially complete if such delay(s) had not occurred.materially impair Tenant's use or occupancy of the Premises; and

Substantial Completion. 1. Landlord and Tenant specifically agree that Tenant shall be solely responsible for the installation of its server(s) and any associated data cabling (the “Excepted Work”). While the Excepted Work shall be shown on the plans, the actual installation of such items shall be specifically excluded from the Budget and the scope of Landlord’s Work and shall be performed by Tenant at its sole cost and expense. a. Except as provided in Paragraph 6(b), the Expansion Premises Space shall be deemed to have be “substantially complete” when (i) Landlord’s Expansion Space Work has been substantially complete when the work and materials to be provided pursuant to this Exhibit completed (except for items of work and adjustment of equipment and fixtures that can be completed after the Expansion Premises Space are occupied without causing substantial interference with Tenant’s use of the Expansion Premises Space (i.e., the “punch list” items)) have been completed), as reasonably determined by Landlord.’s architect (based on AIA standards), and (ii) Landlord has completed the final inspection of Landlord’s Expansion Space from the appropriate governmental authority for the local jurisdiction, which final inspection does not require any additional work by Landlord in connection with Landlord’s Expansion Space Work. WDC 91102651v11 2. b. If Landlord shall be delayed in completing the work and materials to be provided pursuant to this Exhibit Landlord’s Expansion Space Work as a result of any of the following (each, a “Tenant Delay”): (1) Tenant’s failure to comply with any of the approval requirements and deadlines specified in this Exhibit or with any of the other requirements of this Exhibit or the LeaseLease (as amended), (2) Tenant’s request for modifications to plans the Approved Expansion Space Plans or working drawings subsequent the Final Expansion Space Construction Drawings (other than pursuant to the date such plans or working drawings are approved by LandlordTenant’s permitted comment period hereunder), (3) Tenant’s failure to pay when due any amount required pursuant to Section 5 of this Exhibit, (4) Tenant’s request for long lead time materials, finishes or installations, or (5) the performance or timing of any work, or the entry into the Leased PremisesExpansion Space, by Tenant or any person or firm employed or retained by Tenant, or the unreasonable interference by Tenant or any of its Agent with Landlord’s Expansion Space Work in the Original Premises, then for purposes of determining the Term Commencement Date and the Rent Expansion Space Commencement Date, the work and materials to be provided pursuant to this Exhibit Landlord’s Expansion Space Work shall be deemed to have been substantially complete on the date that Landlord determines in its reasonable judgment that such work and materials Landlord’s Expansion Space Work would have been substantially complete if such delay(s) had not occurred. Landlord shall provide Tenant’s Authorized Representative with notice of any such delays by Tenant (which notice may be electronic).

Substantial Completion. 1. Landlord SUBSTANTIAL COMPLETION" occurs when all of the following conditions have been satisfied: (a) receipt of a Certificate of Substantial Completion by Architect on AIA Form G704 (or a substantially similar form) relating to the construction of the Improve ments; (b) Tenant can use the Premises for its intended purposes without material interference to Tenant conducting its business activities; (c) Final Inspection has occurred; (d) Tenant, its employees, agents and Tenant specifically agree invitees have ready access to, and parking adjacent to, the Initial Building and the Premises (but not necessarily on paved surfaces); (e) necessary utilities (not including natural gas) and plumbing are available (availability through temporary facilities will be acceptable for this purpose; provided, however, that Tenant shall connection to permanent facilities will not result in the unavailability or discontinuance of such utilities with respect to Tenant's use of the Premises thereafter) in capacities not less than as set forth in the Plans, are connected to mains or other appropriate sources, and all utility meters have been set and activated; (f) receipt of a certificate from an engineer stating that no additional easements are required to be solely responsible granted for the installation benefit of its server(s) and any associated data cabling (the “Excepted Work”). While the Excepted Work shall be shown on the plans, the actual installation of such items shall be specifically excluded from the Budget Parcel B in order for Parcel B and the scope of Landlord’s Work Improvements located thereon to be provided with access, utility services and shall be performed drainage, as required by Tenant the Lease and this Leasehold Improvement Agreement; and (g) receipt (at its Tenant's sole cost and expense) of an update to the existing commitment for title insurance dated prior to (and as close as is reasonably practical to) the date of Substantial Completion, showing no exceptions to title affecting the Premises (or interfering with or limiting Tenant's rights to Parcels A or D) other than those shown on Exhibit B or those approved or consented to by Tenant. Except as provided in Paragraph 6(b)At Landlord's request, Tenant will execute and deliver to Landlord a written acknowledgment that Substantial Completion has occurred. Acceptance of possession, use or occupancy of the Expansion Premises by Tenant shall not be deemed to have been substantially complete when constitute a waiver of Landlord's duties, obligations or warranties expressly set forth in the work and materials Lease. Landlord shall use reasonable efforts to be provided pursuant to this Exhibit (except for items of work and adjustment of equipment and fixtures that can be completed after the Expansion Premises are occupied without causing substantial interference with Tenant’s use give Tenant at least fifteen days' advance notice of the Expansion Premises (i.e., the “punch list” items)) have been completed, as reasonably determined by Landlord. 2. If Landlord shall be delayed in completing the work estimated date on which Substantial Completion is expected to occur and materials to be provided pursuant to this Exhibit as a result five days' advance notice of any of the following (each, a “Tenant Delay”): (1) Tenant’s failure to comply with any of the deadlines specified in this Exhibit or with any of the other requirements of this Exhibit or the Lease, (2) Tenant’s request for modifications to plans or working drawings subsequent changes to the date such plans or working drawings are approved by Landlord, (3) Tenant’s failure to pay when due any amount required pursuant to this Exhibit, (4) Tenant’s request for long lead time materials, finishes or installations, or (5) the performance of any work, or the entry into the Leased Premises, by Tenant or any person or firm employed or retained by Tenant, then for purposes of determining the Term Commencement Date and the Rent Commencement Date, the work and materials to be provided pursuant to this Exhibit shall be deemed to have been substantially complete on the date that Landlord determines in its reasonable judgment that such work and materials would have been substantially complete if such delay(s) had not occurredestimated Substantial Completion date.

Substantial Completion. 1. For purposes of this Work Letter and the Lease, (i) the Base Building Improvements shall be deemed "substantially complete" at such time as Landlord has completed work in accordance with Landlord's Plans, as certified by Landlord's contractor (which certification shall be obtained promptly by Landlord upon such substantial completion), subject to completion and correction of items on Landlord's architect's punch list, and certain other items which will not be completed until substantial completion of the Tenant Improvements (such as certain landscaping), and (ii) the Tenant Improvements shall be deemed "substantially complete" at such time as Tenant has completed work in accordance with the Tenant's Plans, as certified by Tenant's architect (which certification shall be obtained promptly by Tenant upon such substantial completion), and Tenant specifically agree that Tenant shall be solely responsible for has obtained a certificate of occupancy from the City of San Jose, xxbject only to the completion or correction of items on Tenant's architect's punch list (and exclusive of the installation of its server(s) all telephone and any associated data cabling (the “Excepted Work”). While the Excepted Work shall be shown on the plans, the actual installation of such items shall be specifically excluded from the Budget other communications facilities and the scope of Landlord’s Work equipment and shall other finish work or decorating work to be performed by or for Tenant). If substantial completion of the Tenant Improvements, Modified Core Improvements or Base Building Improvements is delayed due to any of the following (collectively, "Tenant Delays"), then the Delivery Date and/or Commencement Date, as applicable, shall be adjusted to reflect what the substantial completion date would have been if there had been no delay: (i) Tenant's failure to timely submit any items required by this Work Letter, including, without limitation, Tenant's Plans; (ii) Tenant Modifications; (iii) Tenant's failure to comply with Landlord's contractor's schedule; (iv) Tenant's or Tenant's Contractor's failure to comply with Paragraph 9, (v) Tenant's requested changes to the Tenant's Plans after they are approved by Landlord; (vi) Tenant's request for materials, finishes or installations which require longer than thirty (30) days to complete; (vii) delays caused by Tenant in construction of the Tenant Improvements; or (viii) any other event expressly constituting "Tenant Delay" pursuant to any provision of this Work Letter. Landlord shall give Tenant at its sole cost least five (5) days prior notice if Landlord becomes aware that Tenant is in danger of causing a Tenant Delay, and expense. Except if Tenant takes appropriate measures to prevent such delay within such five (5) day period, no adjustment to the Delivery Date or Commencement Date shall be made on account of such Tenant Delay; provided, however, that if such delay was not reasonably foreseeable by Landlord, the five (5) day period for prior notice and opportunity to mitigate provided above shall be changed to forty-eight (48) hours after Landlord becomes aware of such delay or potential delay; and provided further, that no such notice shall be required if Tenant Delay results from Tenant's failure to perform any obligation within a specific date or time period (including, without limitation, any delay in delivery of Tenant's space plan or Working Drawings or non-compliance with Landlord's contractor's schedule), or from schedule changes resulting from Tenant Modifications of which Tenant is advised by Landlord's architect or contractor as provided in Paragraph 6(b), the Expansion Premises shall be deemed to have been substantially complete when the work and materials to be provided pursuant to this Exhibit (except for items of work and adjustment of equipment and fixtures that can be completed after the Expansion Premises are occupied without causing 4. If substantial interference with Tenant’s use completion of the Expansion Premises (i.e., the “punch list” items)) have been completed, as reasonably determined by Landlord. 2. If Landlord shall be Tenant Improvements is delayed in completing the work and materials to be provided pursuant to this Exhibit as a result of any of the following (each, a “Tenant Delay”): (1) Tenant’s failure to comply with any of the deadlines specified in this Exhibit or with any of the other requirements of this Exhibit or the Lease, (2) Tenant’s request for modifications to plans or working drawings subsequent to the date and such plans or working drawings are approved by Landlord, (3) Tenant’s failure to pay when due any amount required pursuant to this Exhibit, (4) Tenant’s request for long lead time materials, finishes or installations, or (5) the performance of any work, or the entry into the Leased Premises, delay could not have been mitigated by Tenant or any person or firm employed or retained by Tenantusing commercially reasonable measures (collectively, "Landlord Delays"), then for purposes of determining the Term Commencement Date and the Rent Commencement Date, the work and materials to be provided pursuant to this Exhibit shall be deemed adjusted to have been substantially complete on reflect any delay in the substantial completion date that for the Tenant Improvements directly resulting from such Landlord determines in its reasonable judgment that such work and materials would have been substantially complete if such delay(sDelays: (a) had not occurred.subject to Paragraph 9 above, unreasonable interference by Landlord or Landlord's Contractor with the construction of the

Substantial Completion. 1. Landlord The Tenant Improvements and Tenant specifically agree that Tenant the Base Building Work shall be solely responsible for deemed “Substantially Complete”, “Substantially Completed” or in a state of “Substantial Completion” when both: (a) Contractor and/or Landlord have obtained all sign-offs, inspections and approvals required by the installation District of its server(sColumbia (as a sovereign entity, and not as a tenant under this Lease) and any associated data cabling other applicable governmental authorities for the issuance of certificate(s) of occupancy (which may, for purposes of achieving Substantial Completion be a temporary certificate of occupancy provided that Landlord obtains a permanent certificate of occupancy within 90 days thereafter and such temporary certificate(s) of occupancy allow for the “Excepted Work”). While District’s unrestricted and uninterrupted occupancy of the Excepted Work shall be shown on Premises) covering the plans, Premises and have delivered such certificate of occupancy to the actual installation District (issuance of such items shall be specifically excluded from the Budget and the scope a temporary certificate of Landlord’s Work and shall be performed by Tenant at its sole cost and expense. Except as provided in Paragraph 6(b), the Expansion Premises occupancy shall be deemed to be conclusive evidence that Landlord and Contractor have obtained all required sign-offs, inspections and approvals for achieving substantial completion provided that Landlord obtains permanent certificates of occupancy within 90 days thereafter); (b) the Project Architect and the Base Building Project Architect (if different) have certified (on a standard AIA Form) that the Tenant Improvements and the Base Building Work, respectively, have been completed substantially complete when in accordance with the work Final Plans and materials Specifications (as modified by the terms of this Work Exhibit), including the placement of furniture and equipment; and (c) the Parking Facility and all applicable Additional Parking Areas necessary to be provided pursuant to this Exhibit (except for items of work and adjustment of equipment and fixtures that can be completed after satisfy the Expansion Premises are occupied without causing substantial interference with Tenant’s use of the Expansion Premises (i.e., the “punch list” items)) have been completed, as reasonably determined by Landlord. 2. If Landlord shall be delayed in completing the work and materials to be provided pursuant to this Exhibit as a result of any of the following (each, a “Tenant Delay”): (1) Tenant’s failure to comply with any of the deadlines specified parking requirements in this Exhibit or with any Lease as of the other requirements of this Exhibit or the Lease, (2) Tenant’s request for modifications to plans or working drawings subsequent to the date such plans or working drawings are approved by Landlord, (3) Tenant’s failure to pay when due any amount required pursuant to this Exhibit, (4) Tenant’s request for long lead time materials, finishes or installations, or (5) the performance of any work, or the entry into the Leased Premises, by Tenant or any person or firm employed or retained by Tenant, then for purposes of determining the Term Commencement Date and the Rent Commencement Date, are complete, secured and Landlord has obtained all sign-offs, inspections and approvals required by the District of Columbia (as XX 000000000x0 a sovereign entity, and not as a tenant under this Lease) and any other applicable governmental authorities to allow the District to use the Parking Spaces, and the Base Building Project Architect or other applicable architect or engineer engaged by Landlord has certified (on a standard AIA Form) that all site work undertaken by Landlord on the Land, including without limitation sidewalks, landscaping and materials exterior lighting have been completed, the foregoing (a), (b) and (c) subject to completion of punch list items that do not materially impair the ability of the District to occupy or utilize the Premises, the Parking Facility or the Additional Parking Areas for the Permitted Use under this Lease (the “Punch List”). Within seven (7) Business Days after Landlord notifies the District that it has or will shortly achieve Substantial Completion, the District together with Landlord (if it elects) and Contractor shall make a final inspection of the Premises to ensure that the Tenant Improvements are Substantially Complete. At such time, Landlord shall cause to be prepared a Punch List by the District, Landlord (if it elects), the Base Building Architect or the Project Architect, as applicable, and Contractor, and Landlord shall cause such Punch List to be delivered by the Project Architect to Landlord and the District. Landlord’s contract with Contractor shall: (i) provide that the Contractor shall complete all Punch List items within 30 Business Days of its receipt thereof provided that Landlord shall have up to 120 days to complete items identified on the Punch List as “long lead time” items provided that the Punch List includes an explanation as to why additional time is required for such items, and (ii) contain a warranty as to Latent Defects, which shall provide in substance that the Contractor shall promptly commence and diligently proceed to correct any Latent Defects in the Tenant Improvements or the Base Building Work upon receipt of the District’s written notice to Landlord of a Latent Defect, provided such notice is delivered to Landlord within 12 months after the date of Substantial Completion of the Tenant Improvements. As used herein, the term “Latent Defect”, shall mean a defect in the construction of the Tenant Improvements or the Base Building Work that could not have reasonably been discovered prior to the District taking possession of the Premises by a commercially reasonable inspection of the Premises performed by a reasonably prudent architect or engineer exercising a professionally reasonable level of due diligence in such inspection. No later than 30 calendar days following Substantial Completion of the Tenant Improvements, Landlord shall deliver to the District (x) any and all manuals, booklets, specification sheets, and manufacturer’s warranty information that accompanied any and all non-construction element items that are a part of the Tenant Improvements, and (y) as-built plans for any buildings or other structures, including for parking or vehicle maintenance, that constitute Base Building Work or Tenant Improvements in “Revit”. In the event any Punch List item remains incomplete or outstanding after 30 Business Days or 120 days, as applicable pursuant to this Exhibit the foregoing, then for each day following such applicable period that any Punch List item remains incomplete or outstanding, the District shall be deemed entitled to have been substantially complete on the date that Landlord determines an abatement of Annual Rental in its reasonable judgment that such work and materials would have been substantially complete if such delay(s) had not occurredan amount equal to $2,000 per day.

Substantial Completion. (1. Landlord ) If the Condominium is completed so as to permit access thereto and Tenant specifically agree that Tenant shall be solely responsible for the installation of its server(s) and any associated data cabling (Purchased Home has been finished so as to permit occupancy thereof in accordance with the “Excepted Work”). While minimum standards required by the Excepted Work shall be shown on the plansApproving Authority, the actual installation of such items shall be specifically excluded from the Budget and the scope of Landlord’s Work and shall be performed by Tenant at its sole cost and expense. Except as provided in Paragraph 6(b), the Expansion Premises Purchased Home shall be deemed to have been be substantially complete when the completed for all purposes of this Purchase Agreement, notwithstanding that there remains any other work and materials to be provided pursuant to this Exhibit (except for items of work and adjustment of equipment and fixtures that can be completed after in the Expansion Premises are occupied without causing substantial interference with Tenant’s use Purchased Home, or in any other Unit or common areas of the Expansion Premises (i.e., Condominium or the “punch list” items)) have been completed, as reasonably determined by LandlordBuilding. 2. If Landlord shall be delayed in completing the work and materials to be provided pursuant to this Exhibit as a result of any of the following (each, a “Tenant Delay”): (1) Tenant’s failure to comply with any of the deadlines specified in this Exhibit or with any of the other requirements of this Exhibit or the Lease, (2) Tenant’s request for modifications to plans or working drawings subsequent to Except where the date such plans or working drawings are approved by Landlord, (3) Tenant’s failure to pay when due any amount required pursuant to this Exhibit, (4) Tenant’s request for long lead time materials, finishes or installations, or (5) the performance of any work, or the entry into the Leased Premises, by Tenant or any person or firm employed or retained by Tenant, then for purposes of determining the Term Commencement Date Purchaser and the Rent Commencement DateVendor have agreed that the Purchaser shall be responsible for certain conditions of occupancy and subject to paragraph 9 of the Addendum, the work and materials to be provided pursuant to this Exhibit Purchased Home shall be deemed to have be substantially completed when the interior work of the Property has been finished to the minimum standards allowed by the Approving Authority so that the Property may be lawfully occupied notwithstanding that there remains other work within the Purchased Home and/or the common elements to be completed which has not been completed or any such areas are not available for occupancy. Except where the Purchaser is responsible (pursuant to an express written agreement) for certain conditions of occupancy, the Purchaser shall not occupy the Purchased Home until the Approving Authority has permitted same or consented thereto, if such consent is required. (3) In respect of the Occupancy of the Purchased Home, the Purchaser shall only require the documentation set out in Section 9 of the Addendum and shall not call for the production of any other certificate issued by any Approving Authority in respect of such Occupancy. The Purchaser acknowledges that failure by the Vendor to complete the common elements of the Condominium or other Units in the Condominium before either the Firm Occupancy Date or the Closing Date, shall not be deemed to be a failure to substantially complete on the date Purchased Home and that Landlord determines in its reasonable judgment that such work and materials would have been substantially complete if such delay(s) had the Purchaser shall not occurredbe entitled to maintain any holdback of any part of the Purchase Price for completion of the common elements or the Purchased Home, or otherwise, nor be entitled to any payment or other compensation with respect thereto.