|
EXHIBIT 1 F
<br />3.3.4 Assignment of Wnrrll I Ic , Effective upon completion of the Tenant Improvements, Landlord shall assign to Tenant
<br />all waimmies and guaranties by Contractor refining to the Tenant Improvements, and Tenant dell waive (and hereby waives) of claims against
<br />Landlord relating to, or arising out of ilia Construction of, the Tenant Improvements.
<br />SLO'l ON 4
<br />TIME( DELAYS
<br />43 Timc,
<br />4.1.1 Time of the Essence in This Work Letter. Unless otherwise indicated, all references herein to a "number of days"
<br />shall [noun and refer to calendar days. In all instances whore Tenant is required to approve or deliver an Item, ifno written notice of approval is
<br />given or the item is not delivered within life stated thus period, at Landlord's sole option, at the end of such period (he item shall automatically be
<br />deemed approved or delivered by Tenant and the next succeeding time period shall commence, Except where specific time periods are specified
<br />herein, all references to a "reasonable period" contained In this Work Letter shall mean a reasonable amount of time to respond to the request or
<br />submission In question, taking into consideration all of the circumstances Idesonabiy related to the amount of time required, assuming reasonable
<br />diligence; provided, however, In no case shall such period ever be less than five (S) business days,
<br />4.1,2 Time Deadlines, Tenant shall use its best, good faith, efforts and all date diligence to cooperate with Landlord,
<br />Landlord's Archildet and die Contractor to complete all phases of the Construction Drawings and Ate permitting process and to receive the permits,
<br />and to achieve Substantial Completion as soon as possible, mid, in that regard, shall meet with Landlord on a scheduled basis to be determined by
<br />Landlord. to discuss Landlord's progress in connection with the some,
<br />4.2 D la M
<br />4.2.1 Teaant Dclays, A "Tenant Delay" means any delay as a direct, indirect, partial, or total result of any act or omission
<br />afferent or any oFTment's Agents, including, without limitation, any of the following; (a) Tenant's failure to timely approve any matter requiring
<br />Tmain's approval hereunder; (b) any breach by Tenant of the provisions of this Work Letter or of the Lease; (e) any Changes requested by Tenant;
<br />(d) any requirement of Tenant for materials, components, finishes or improvements which are not available within a commercial ly reasonable period,
<br />or which are different from, or not included in, die Building Standards; (a) changes to the Base Building and/or Building Systems required by the
<br />Final Space plan, the Approved Worsting Drawings (or any Changes); (0 any unreasonable interference by Tenant or any of Tenant's Agents with
<br />ilia peerortnnnec of the Tenant Improvements; or (g) any other event specified In this Work Letter to be a Tenant Delay,
<br />4.2.2 Landlord Delays, A "Landlord Delay" means on actual delay as a result of any of the following; (a) Landlord's
<br />failure (par any reason oilier than a Tenant Delay or a Force Majeure Delay) to approve any matter mgpIrng Lundlord's approval under this Work
<br />Letter within the time period therefor set forth in this Work Letter; (b) material and unreasonable interference by Landlord or of any of Lundlord's
<br />employees, mnitracturs or agents(except as otherwise allowed under this Work Letter) Willi Tenant's performance of any of its obligations under this
<br />Work Letter; or (c) any otter failure by Landlord, which pursuant to the terns of this Work Letter Is deemed a Landlord Delay. Nolwfthstandirg any
<br />provision of this Work Letter to the conlyary, in the event that Tenant claims that it has suffered a Landlord Delay, Tenant shall, as a condition of the
<br />erfactivene s; of die claimed Landlord Delay, within three (3) days of its discovery of the claimed Landlord Delay, notify Landlord in writing of the
<br />existence ofthe claimed Landlord Delay and the probable estimated duration ofsueh Claimed Landlord Delay.
<br />4.2.3 Foypy Malcom Delays. A "Force Majcure Dole)," means any; (a) actual delay attributable to any strike, lookout or
<br />other labor or industrial disturbance (whether or not on the part oFthe employees of either party hereto) other than any such disturbance caused by or
<br />related to any default or activities of Tenant or any Tenant's Agents (irciainied by Tenant) or of Landlord or any of Landlord's agents, employees or
<br />contractors (if claimed by Landlord), (b) actual delay caused by any civil disturbinuo, act or the public enemy, war, terrorism, riot, sabotage,
<br />blockade, or erubargo, (a) actual delay attributable to lightning, earthquake, fire, storm, hurricane, tornado, hood, washout or explosion, or (d) actual
<br />delay caused by governmental delay it ilia issuance of the Permits not due to the Qtult or negligence of Tenant or any Tenant's Agents (i refolmed by
<br />'Tenant) or gross negligence or willRd misconduct of Lundlord (if claimed by Landlord), or (a) any delay due to any other similar cause beyond the
<br />reasonable control or the party from whom perfom,unce is required, and beyond the reasonable control of"Its contractors and representatives
<br />(including, withuut limitation, In the case of Tenant, the Tentul Agents). Notwithstanding oily provision a rthis Work Letter to the contrary, in the
<br />event that any poly claims last it her suflbred a Force Majourc Delay, such party shall, as u condition or die Orectiveness of such Force Mgjene
<br />Delay, ividiin three (3) clays of discovery orthe source of such delay, nobly the other party Iterate in writing of [lie existence ol'such Force Mnjeur•e
<br />Delay, the nature orilid steps being taken hysuch party to minimize such delay Carl the prububle estimated duration of such Force Mtijsure Delay,
<br />SECTION i
<br />OTNERAL PROVISIONS
<br />S.I Rem esentativrs, 'Tenant has designated DEBORAH SANCHEZ. BC'ONOMIC DENBLOPNIENT SPECIALIST 111 ns [is sole
<br />representative with respect to the motions set forth in this Work Letter, who, until further notice to Landlord, shall have full authority and
<br />responsibility to act on hchulfur the Tenant as required in lids Work Letter, Landlord has designated Ted Bischnk as its sole representative wfill
<br />respect to the matters set Ranh lit this Work Lotter who, until further notice to Tenant. shall have pill authority and responsibility to act on bchnlrol'
<br />Ilia Landlord its requirud in this Work Letter
<br />5.2 7'cnnnt's t:nr9 into the Premises Prfnr to Substantial C'omlLletion, Provided that'I'enant and Tanau's Agents du not
<br />intmltre In ally aspect with Comractols work (nr performance of the Tenant Improvements) In ilia Building and ilia Promises. Landlord shall allow
<br />3knnnt reasonable recess ur tie Premises tit least thirty (30) clays prior Io tie Sabetnndal Completion Ibr the purpose of Tininnt instilling over
<br />Sill 1VOi r Canrar Dr —fVo• nJ'5mnn; tun Lease 4 tahlbit C
<br />80A-544
<br />
|