CF SANTA ANA, LLC - Laserfiche WebLink

Home Browse Search

Tenant Improvement Costs (defined below) (and all other costs or expenses incurred by Tenant in connection with the design and construction of the Tenant Improvements) in excess of the Allowance Amount ("Excess Tenant Improvement Costs") in accordance with the provisions of this Work Letter. Landlord shall have no obligation hereunder to make any payments or disbursements, or to incur any obligation to make any payment or disbursement in connection with the design and construction of [he Tenant Improvements, in a total amount which exceeds the Allowance Amount. In any event, at all times Tenant shall pay and satisfy in fill on a timely basis all obligations for payment incurred by Tenant in connection with the design and construction of the Tenant Improvements. "Landlord's Architect" means the qualified licensed architect designated by Landlord from time to time as Landlord's Architect. 2.1.2 "Tenant Improvement Costs" means the following: (i) the tees of the Architect and the Engineers in excess of lite Space Planning Allowance; (ii) Landlord's customary supervision fee (the `Supervision Fee") in all amount equal to three percent (3%) of the total Ter not Improvement Costs (excluding [he Supervision Fee); (iii) all fees and costs incurred by, and the cost of documents and materials supplied by, Landlord and Landlord's consultants in connection with the preparation and review of the Construction Drawings, (iv) the cost of ally changes or modifications in or to the Common Areas or Base Building when such Changes are required in connection with the Tenant Improvements (which shall include, without limitation, any modifications or alterations to the path of travel flom/to public transportation and public rights-of-way, parking and restroom areas, that are required to cause the same to comply with any applicable Codes); (v) the cost of any Changes to the Construction Drawings or the Tenant Improvements required by Code; (vi) all costs of (or relating to) construction of [he Tenant Improvements (without regard to the amount of the Bid Estimate or Landlord's estimate of total Tenant Improvement Costs), including, without limitation, testing and inspection costs, trash removal costs, parking fees, alter -hours utilities usage, and contractors' fees and general conditions; (vii) the cost of cable and other telecommunications lines installed as part of the Tenant Improvements. but specifically excluding any costs in connection with the installation of Tenant's telephone service (which shall be separately installed by Tenant's Agents); (viii) plan check, permit fees, license fees, Title 24 fees and use taxes; and (ix) the cost of installing Building Standard window coverings; and (x) the costs oFthe tenant demising walls and public corridor walls and materials to be installed our the second floor relating to file drywall and any finishes and hardware on the Premises side of such walls as designated by Landlord. 2.2 Payment of Excess Tenant Improvement Costs by Tenant Prior to commencement of performance of the Tenant Improvements and not later than thirty (30) business days following Landlord's written request therefor, Tenant shall pay to Landlord in cash the entire Estimated Excess Tenant Improvement Cost (defined in Section 3.2 .1 below). If at any time during the course of performance of the Tenant Improvements, Landlord in good faith determines that the Excess Tenant Improvement Costs to be incurred in connection with performance of the Tenant Improvements will exceed the amount of any amounts ("Deposits") previously deposited by Tenant with Landlord pursuant to this Section 2.2 then not later than three (3) business days following Landlnnd's written request therefore, Tenant shall pay to Landlord in cash the amount of such excess. Any failure by Tenant to pay to Landlord any amount required to be paid to Landlord under this Section 2.2 (or tinder Section 2.3.2 below) within the time periods specified above shall be treated as failure to pay Rent when the same is due under the Lease, and notwithstanding anything in this Work Letter or the Lease to the contrary, (a) Landlord shall have the right to require the Contractor (defined below) to discontinue its performance of the Tenant Improvements until such titre as Tenant complies with the requirements of this Section 2 2, (b) any delays associated with any such discontinuance shalt be deemed Tenant Delays (and shall not, in any case, constitute Landlord Delays) and (c) Landlord shall not be liable to Tenant for any additional costs, lost profits, lost economic opportunities or any form of consequential damage which may result from any such discontinuance by Landlord under this Section 2.2. 2.3 Disbursement; Reconciliation of Costs. Landlord shall have the right to disburse the Allowance Amount together with all Deposits previously made by Tenant (collectively, the "Tenant Credit Amount") for such Tenant hoprovement Costs and in such older as Landlord shall determine. Following final completion of the Tenant improvements, Landlord shall reconcile (the "TI Cost Reconciliation") the total Tenant Improvement Costs incurred or disbursed by Landlord hereunder with the Tenant Credit Amount. 2.3.1 If the 'I'I Cost Reconciliation indicates that [lie total Tenant Improvement Costs incurred or disbursed by Landlord hereunder exceed One Tenant Credit Amount, Tenant shun pay in cash to Landlord, the amount of the excess within three (3) business days of Landlord's written request therefor. 2.3.2 If the T] Cost Reconciliation indicates that die Tenant Credit Amount exceeds the total Tenant Improvement Costs MCLIned or disbursed by Landlord hereunder, then: (a) to the extent of any Deposits made by Tenant, Landlord shall promptly return (or at Landlord's election, credit against Tenant's obligations to pay Rent next coming due) the amount of such excess Deposits to Tenant, and (b) to the extent that the TI Cos[ Reconciliation indicates that Allowance Amount exceeds file total Tenant Improvement Costs incurred or disbursed by Landlord hereunder (any such excess the "Unapplied Allowance Amount"). then 'Tenant shall have the right, exercisable on obefore the first (I") anniversary of the Commencement Date to deliver a Disbursement Request (together with all of the other items described in Section 2.3.1 above) requesting: (i) disbursement of funds from the Unapplied Allowance Amour for (a) Tenant Improvement Costs paid directly by Tenant; (ii) disbursement of up to $193.210.00 (i.e., $10.00 per 2SF in the Initial Premises) from the Unapplied Allowance Amount for FF&E Costs (defined below) incurred by Tenant; and/or (iii) disbursement of up to $96,605.00 (i.e_ $5.00 per RSP in the Initial Premises) from [Ire Unapplied Allowance Amount fm Cabling & Moving Casts (defined below) incurred by 'I'enanC provided that. fpr the avoidance of doubt. Landlord shall have no obligation under this Section 2.3.2 or otherwise to: (A) disburse any amount in excess of the Unapplied Allowance Amount. (B) disburse more than the amount specified in clause (ii) above for FF&B Costs. (C) disburse more than the amount specified in clause (iii) above for Cabling and Moving Costs, (D) disburse any funds Ilam the unapplied Allowance Amount for which Tenant first requests disburscmcnt on or after the forst anniversary of the Commencement Date. "FF&E Costs" uneans costs incurred by "henant for furniture, fixtures and equipment and cabling fur the Premises, and "Cabling & filming Costs" means cost incurred by Tenant for cabling installed in the Premises and ur For Tenant's move into [he Promises. 2.3.3 Notwi thstandine anything to the contrary in this Woik Letter (or in any other provisions of this Lcase). if the Allowance Amount exceeds the total l'enant Improvement Costs incurred or disbursed by Landlord hereunder plus any amounts disbursed to Tenant under Section 2.33 above, 'Tenant shall out be entitled to any credit against of abatement of Rent. 301 if Civie Cenlm Dr—Cip, ofSanta rl nu Lerre'e _ Ethttat C