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3.3.4 Assienment of Warranties, 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 rehiring to, or arising out of the construction of, the Tenant Improvements.
<br />SECTION 4
<br />TIME: 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 rater to calendar days. In all instances where Tenant Is required to approve or deliver an item, if no written notice of approval 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 lime 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 or 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 />Landlo l'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 some.
<br />4.2 Delays.
<br />4.2.1 Tenant Delays, A 'Tenant Delay" means any delay as a direct, indircet, partial, or total result of any act or omission
<br />of Tenant or any of Tenant's Agents, including, without limitation, any of the following: (a) Tenant's failure to timely approve any matte requiring
<br />Tenant's approval hereunder; (b) any breach by Tenant of the provisions of this Work Letter or of the Lease; (a) 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 are different ficnl, or not included in, the Building Standards; (e) changes to the Base Building and/or Building Systems required by the
<br />Final Space plan, the Approved Worsting Drawings (or any Changes); (I) any unreasonable interference by Tenant or any of Tenant's Agents with
<br />the performance of the Tenant Improvements; or (g) any other event specified in this Work Letter to be a Tenant Delay.
<br />4.2.2 Landlord Delava. A "Landlord Delay" means on actual delay as a result of any of the following: (a) Landlord's
<br />failure (for any reason other than a Tenant Delay or a Force Majeure Delay) to approve any 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 crony of Landlord's
<br />employees, contractors or agents (except IS otherwise allowed under this Work Letter) with 'tenant's performance of any of its obligations under this
<br />Work Letter; or (a) any other Indure by Landlord, which pursuant to the temps 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 [hat it has suffered a Landlord Delay, Tenant shall, as a condition of the
<br />effectiveness of [he claimed Landlord Delay, within three (3) days of its discovery of the claimed Landlord Delay, notl'y Landlord in writing of the
<br />existence of the claimed Landlord Delay and the probable estimated duration of such claimed Landlord Delay.
<br />4.2.3 ♦_crcc 1LMaleure Delays. A "Force Majem•e Delay" means any; (a) actual delay attributable to any strike, lockout or
<br />Other labor or industrial disturbance (whedner 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 />contractors (if' claimed by L.nndlord), (b) actual delay caused by any civil disturbance, act of 111e public enemy, war, terrorism, riot, sabotage,
<br />blockade, or embargo, (e) actual delay attributable to lightning, earthquake, fire, storm, hurricane, tornado, 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 negligence of Tenant or any Tenant's Agents (i f claimed by
<br />'I court) mr gross negligence or willful misconduct of Landlord (if claimed by Landlord), or (e) any delay due to any other similar cause beyond fie
<br />reasonable control of [he party from whom performance is required, and beyond the reasonable control of its contractors and representatives
<br />(including, without limitation, In the case of Tenant, the "I'mants Agents). Notwithstanding any provision of this Work Letter to the contrary, in die
<br />event (lint arty forty claims Unit it lilts suffered a Force Majeure Delay, such party shall, as a condition of dhc effectiveness of such Forme Majeure
<br />Delav, within Uhree (3) days of discovery of the source of such delay, notify the other party hereto in writing of the existence ol'such Force Majeure
<br />Delay. the nature or the steps being taken by such party to mininnire such delay and the probable estimated duration of such Force Moictrre Delay.
<br />SECTION 5
<br />GENERAL PROVISIONS
<br />5.1 Renrescotativm "Tenant has designated DEBORAH SANC:HEZ. ECONOMIC DEVI:iLOPMEN`ISPECIALIS"IIll as its sale
<br />representutive with 'aspect to the mattes set forth in this Work Letter, who, until further notice to i..indlo'll, shall have full authority and
<br />responsibility to act of behalruf the 'Tenant as required in this Work Letter. Landlord his designated "red Disclink as its sole representative with
<br />respect to the mauo's set /hall In this Work Letter who, until further notice to Tenant. shall have Ihll rmlhorlty aid Iesponsibility to tic( oil beholfof
<br />the Landloid as required in this Work Lelter
<br />5.2 Tenant's T.nl Tinto the Yrmnisea Y•'n• o Snhs[•urtial C'nntnl •tsar. Provider) that "return[ and Tenant's Agents do not
<br />interfere In any-C.Specl with Contractor's weak (or pefomance of the Tenant Improvements) in the Building and lire Premises, Landlord shall allow
<br />"Tenant seasonable access to the Premises at least thirty (30) days prior to the Substantial Completion for the purpose of Tenon installing over
<br />801 Il'Cirie Cenler Dr—City•afSatta Ina Lease 4 Exhibit
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