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3.3.4 Assienment of Warr+mtics. Effective upon completion of the Tenant Improvements, Landlord shall assign to Tenant
<br />all warranties and guaranties by Contractor relating to the Tenant Improvements, and Tenant shall waive (and hereby waives) all claims against
<br />Landlord relating to, or arising out of the construction of, the Tenant Improvements.
<br />SECTION 4
<br />TIME; DELAYS
<br />4.1 Time.
<br />4.L 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 Tenant Is required to approve or deliver an item, if no written notice of appmval is
<br />given or the item is not delivered within the stated time period, at Landlord's sole option, at the end of such period the 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 reasonably related to the amount of time required, assuming reasonable
<br />diligence; provided, however, in no case shall such period ever be less than five (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 Architect 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 Delays.
<br />4.2.1 Tenant Delays, A "Tenant Delay" means any delay as a direct, indirect partial, or total result of any act or omission
<br />orTenant or any orTenant's Agents, including, without limitation, any of the folloe4ng: (a) Tenant's failure to timely approve any matter requiring
<br />Tenant'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) any requirement of Tenant for materials, components, finishes or improvements which are not available within a commercially reasonable period,
<br />or which me different from, or not included in, the Building Standards; (a) changes to the Base Building and/or Building Systems required by the
<br />Final Space ['tan, die Approved Working Drawings (or any Changes); (0 any unreasonable interference by Tenant or any of Tenant's Agents with
<br />the perfonmmec 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 (I'or any reason other than a Tenant Delay or a Force Majeure Delay) to approve oily matter requiring Landlord'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 Landlord's
<br />employees, contractors or agents (except as otherwise allowed under this Work Letter) with Tenant's perfurnhance of any of its obligations under this
<br />Work Letter; or (c) any other Failure by Landlord, which pursuant to the terms orthis Work Letter Is deemed a 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 Deluy, Tenant shall, as a condition of the
<br />effectiveness of the claimed Landlord Delay, within three (3) days of its discovery of the claimed Landlord Delay, notify Landlord in writing of the
<br />existence at the claimed Landlord Delay and the probable estimated duration ofsuch claimed Landlord Delay.
<br />4.2.3 force Majeure Delays. A "Force Majeurc Delay" means 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 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 (if claimed by Tenant) or of Landlord or any of Landlord's agents, employees or
<br />contactors (if claimed by Landlord), (b) retold delay caused by any civil disturbance, act of the public enemy, war, terrorism, riot, sabotage,
<br />blockade, or cmbago, (c) actual delay attributable to lightning, earthquake, fire, storm, hurricane, tornado, flood, washout or explosion, or (d) actual
<br />delay caused by governmental delay in die issuance of the Permits not due to the fault or negligence of Tenant or any Tenant's Agents (i f claimed by
<br />'fenan) or gross negligence or willall misconduct of Landlord (if elainhed by Landlord), or (e) any delay due to any other similar cause beyond the
<br />reasonable control of the party from whom performance is required, and beyond the reasonable control or contractors and representatives
<br />(including, without limitation, in the ease of Tenant, the Tenant's Agents). Notwithstanding any provision of this Work Letter to the contrary, in the
<br />event that any party claims [lint it has suffered a Force Majeurc Delay, such party shall, as u condition of die effectiveness of such Force Majeurc
<br />Delay, within three (3) clays of discovery of the source of such delay, notify the other party herclu in writing of the existence of such Force Majemt
<br />Dciay. [Ile nature of the steps bciog taken by such party to minimize such delay and the probable estimated duration of such Force Majetue Delay,
<br />SECTION 5
<br />CI'sNERAL PROVISIONS
<br />5.1 Rcoresentatives. 'Tenant has designated DF.BORAH SANCHEZ. BCONON1IC DEVGLOPNIEN'1SPECIALIS"I' Ill as its, sole
<br />represenunive with respect to the matters set forth in this Work i..etter, who, until further notice to Landlord, shall have full authority and
<br />responsibility to act on hchuffof the Tenant Is required in this Work Letter. Landlord has designated 'led Bischak as its sole representative with
<br />respect to [he "liters set forth in this Work Letter who, until further notice to Tenant. shall have Itdl authority and responsibility to act on belhalrof
<br />the Landlord as required in this Work Letter
<br />5.2 Tenant's Trolly into the Premises 11rin• to Substantial C'nmul stir n. Provided that 'Tenant and Tenant's Agents do not
<br />Intel 'CIV in any respect with Contractor's work (or performance orthe Tenant Improvements) in the Building and the Premises. Landlord shall allow
<br />Tenant reasonable access to the Premises at least thirty (30) clays prior to the Substantial Completion far the pur-pnse Of'renmu installing over
<br />301 1 t"Cirfe Center Dr— CIO' nf'Snurrr: bon Lens'e 4 Lxhibit C
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