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EXHIBIT 3
<br />3.3.4 Assignment of Warruntin r. Eire olive upon completion of the Tenant Improvements, Landlord shill realign to Tenant
<br />all warranties and guaranties by Contractor misting to the Tenant Improvements, and Tenant shall waive (and hereby waives) nil claims against
<br />Landlord relating to, or arising out of die construction of, the Tenant Improvements,
<br />sSEQJ ON 4
<br />TtMEi DELAYS
<br />4,1 Time
<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 mean and refer to calendar days, In all Instances where Tennal is required to approve or deliver an item, if no written notice of approval is
<br />given or the !tent is not delivered within the stated tiro 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 line period shall continence. Except where specific time periods are specified
<br />herein, ell 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 reasonably related to the amount of time required, assuming reasonable
<br />diligence; provided, however, in no case shelf such period ever be toss than tve•(5) business days.
<br />4.1,2 Time Deadlines, Tenant shall use its best, good faith, efforts and all due diligence to cooperate with Landlord,
<br />Landlord's Archilect and the Contractor to complete all phases of the Construction Drawings and the permitting process and to receive the Permits,
<br />and to achieve Substantial Completion as soon as possible, and, 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 same,
<br />4.2 Dcinvs.
<br />4,23 Tenant D r • A `Tenant Delay" menus any delay as a direct, indirect, partial, or total result of any act or omission
<br />or Tenant or any of Tenant's Agents, including, without limitation, any of the following; (a) Tenant's failure to timely approve any matter requiring
<br />Tenanl's approval hereunder; (b) any breach by Tenant of the provisions of this Work Letter or of the Lease; (c) any Changes requested by Tenant;
<br />(d) city requirement of Timent for materials, components, finishes or improvements which are not available within a commercially reasonable period,
<br />or which are different IPmm, or not included In, the Building Standards; (a) changes to the Base Building candler building Systems required by the
<br />Final Space Plan, the Approved Woking Drawings (or any Changes); (f) any unreasonable interference by Tenant or any OrTmonVs Agents will)
<br />the performance of the Tenant improvements; or(g) any otherevent specifed in this Work Letter to be a Tenant Delay.
<br />4,2.2 Landlord Delays. A "Landlord Delay" means an actual delay as a result of any of the faitowing: (a) Landlord's
<br />failure (lion• any reason other than a Tenant Delay or a Force Majeure Dairy) to approve any matter requiring Landlord's approval under this Work
<br />Letter Mihin the time period therefor set forth in this Work Letter; (b) material and unreasonable interference by Landlord or of any of Landlord's
<br />employees, contractors or agents (except as odenvise allowed under this Work Letter) with Tenant's performance orany of its obligations under this
<br />Work Letter; or (c) any other failure by Landlord, which pursuant to the terms of this Work Letter Is deemed n Landlord Delay. Notwithstanding any
<br />provision of this Work Letter to the contrary, in the event that Tenant claims that it has suffered a Landlord Delay, Tenant shall, as a condition of the
<br />affeetveness of die claimed Landlord Delay, within three (3) days of its discovery of fire claimed Landlord Delay, notify Landlord in wriling of the
<br />existence orthe claimed Landlord Delay and the probable estimated duration of such cluimed Landlord Delay,
<br />4.2.3 ILrce hMalcure Delays. A "Force lMajcurc Delay" menus any: (a) actual delay attributable to any strike, lockout or
<br />other labor or industrial disturbance (whether or not on the part of the employees oreilher party hereto) other than nay such disturbance caused by or
<br />related to any default or activities orTermnl or any Tenant's Agents (if claimed by Tenant) or. of Landlord or tiny or Landlord's agents, employees or
<br />contractors (if claimed by Landlord), (b) actual delay caused by any civil disturbance, 80L of lbe public enemy, war, terrorism, riot, sabotage,
<br />blockade, or embm;n, to) relief delay Attributable to lightning, earthquake, fire, storm, hurricane, loucht, flood, washout or explosion, or (d) actual
<br />delay caused by governmental delay In the issuance of the permits not due to the fault or mogligance of Tenant or any Tenant's Agents (if eloimed by
<br />'tenant) Or gross negligence or willful misconduct of Landlord (if claimed by Landlord), or (e) any delay due to any other shnilar cause beyond the
<br />reasonable control or the party final) whom perfommance is required, and beyond the reasonable control or•lls contractors and representatives
<br />(including, svithuul limitation, (n the case pfTenant the 9'ennut's Agents). Notwithstanding any provision orlhis Work Letter to the cuntrary, in the
<br />event Thal tiny poly claims that it has suffered a Force Majc ire Delay, such party shall, as u condition of die effectiveness of such Force Mgjeure
<br />Delay, veltbin three (3) days ordiscovery arthe source of such delay, notify the other party hereto in Writing of bra existence of such Force Majeure
<br />Delay. the nature ol'the steps being taken bysuch party to minimize such delay and the probable ('animated duration ofsuch Force Majeure Dairy.
<br />SECTION 5
<br />i. NCRA L PROVISIONS
<br />5.1 Itenresmrintivos. Tenant tins designated DEBDRAII SANC}412. EC'ONOiVIIC DEVIMOPMENT SPECIALIST III as Its sale
<br />represelluaive with respect to lilt, matt n; sot forth in this Work Letter, who, until further notice to Luudlord, shall have full authority and
<br />miqu nsihilhy to act an hchalror the Tenant its required in tills Work Letter, Landlord has designated T'cd Biscbnk as Its sole representative with
<br />(aspect ta the matters set forth in this Work Letter who, until further notice to T'cnam. shall have IWI authority and ltsponsihility to act on behalfor
<br />the Landlord usrequired in this Work Lester
<br />5.2 'Tenant's Euury into tilt, preupis❑s Prior to Substantial Cumulation. Provided Ebel Tenant mud Tenant's Agents do not
<br />interlure in any mspuel with Contractor's wok (or performance ol'lhe Tenant Impruvements) in live Building and the preililsas, Landlord shall allow
<br />Tenant luaio labfc ticuss to die premises nt least thirty (30) (lays prior to ire Substantial Completion for the purpose of l'eumu instolliog over
<br />Nor W011 . C.Our Lr—Cio-of'saura klu Lana 4 L':xhlhit C
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