Construction of Project and Other Improvements ​ acknowledges that portions of the Project and/or the Other Improvements may be under construction following ​’s occupancy of the Premises, and that such construction may result in levels of noise, dust, odor, obstruction of access, etc. which are in excess of that present in a fully constructed project. ​ hereby waives any and all rent offsets or claims of constructive eviction which may arise in connection with such construction.

The Other Improvements If portions of the Project or property adjacent to the Project (collectively, the “Other Improvements”) are owned by an entity other than ​, ​, at its option, may enter into an agreement with the owner or owners of any or all of the Other Improvements to provide # for reciprocal rights of access and/or use of the Project and the Other Improvements, # for the common management, operation, maintenance, improvement and/or repair of all or any portion of the Project and the Other Improvements, # for the allocation of a portion of the Direct Expenses to the Other Improvements and the operating expenses and taxes for the Other Improvements to the Project, and # for the use or improvement of the Other Improvements and/or the Project in connection with the improvement, construction, and/or excavation of the Other Improvements and/or the Project. Nothing contained herein shall be deemed or construed to limit or otherwise affect ​’s right to convey all or any portion of the Project or any other of ​’s rights described in this Lease.

EXHIBIT # -3- (e) Project Management. Unless and until revoked by Landlord by written notice delivered to Tenant, Landlord hereby # delegates to Project Manager the authority to exercise all approval rights, supervisory rights and other rights or powers of Landlord under this Tenant Work Letter with respect to the design and construction of the Tenant Improvements, and # requests that Tenant work with Project Manager with respect to any logistical or other coordination matters arising in the course of construction of the Tenant Improvements, including monitoring Tenant's compliance with its obligations under this Tenant Work Letter and under the Lease with respect to the design and construction of the Tenant Improvements. Tenant acknowledges the foregoing delegation and request, and agrees to cooperate reasonably with Project Manager as Landlord's representative pursuant to such delegation and request. Fees and charges of Project Manager for such services shall be at Tenant's sole expense, subject to Landlord's payment of the Tenant Improvement Allowance and, to the extent requested by Tenant, the Additional TI Allowance. Such fees shall be equal to 2.65% of all funds the Tenant Improvement Allowance or Additional Tenant Improvement Allowance used in connection with the construction of the Tenant Improvements, and 2% of any additional funds provided by Tenant for such construction.

Construction. Landlord shall engage the services of a General Contractor to construct the Tenant Improvements. The Landlord will provide in-house Project Management services for the duration of the Tenant Improvements.

Project Manager. Project Management Advisors, Inc., or any other project manager designated by Landlord in its reasonable discretion from time to time to act in a supervisory, oversight, project management or other similar capacity on behalf of Landlord in connection with the design and/or construction of the Tenant Improvements. Tenant may also engage its own project manager at Tenant’s sole cost and expense.

“Project” shall mean the development and construction of the Improvements at the Property in accordance with the Plans and Specifications and all Legal Requirements.

Construction Consultant Certificate. Each Advance Request relating to Hard Costs shall be accompanied by a certificate or report of the Construction Consultant to the ​ based upon a site observation of the Project made by the Construction Consultant not more than thirty (30) days prior to the date of such draw, in which the Construction Consultant shall in substance: # for the Initial Additional Advance only, indicate its review and acceptance of the Plans and Specifications; # verify that the portion of the Improvements completed as of the date of such site observation has been completed substantially in accordance with the Plans and Specifications; and # state its estimate of # the percentages of the construction of the Improvements completed as of the date of such site observation on the basis of work in place as part of the Improvements and the Project Budget, # the Hard Costs actually incurred for work in place as part of the Improvements as of the date of such site observation, # the sum necessary to complete construction of the Improvements in accordance with the Plans and Specifications; and # the amount of time from the date of such inspection that will be required to achieve Completion of the Improvements.

(A) the remaining Commitment is sufficient to complete Construction of the Improvements in accordance with the Project Documents, all Applicable Laws, Governmental Actions, and Insurance Requirements, # the Project Budget is In Balance, and # Completion is capable of occurring on or before the Outside Completion Date.

Liens on any improvements to property securing Indebtedness incurred to provide funds for all or part of the cost of such improvements in a principal amount not exceeding the cost of acquisition or construction of such improvements and incurred within 12 months after completion of such improvements or construction, provided that such Liens do not extend to or cover any property of the Borrower or any Subsidiary other than such improvements.

currently known as "The Towers at Sierra Point." The term " XE "Project," Project," as used in this Lease, shall mean # the Building and the Common Areas, # the land (which is improved with landscaping, parking facilities and other improvements) upon which the Building and the Common Areas are located, # the other office/laboratory building located in the Project, and the land upon which such adjacent office/laboratory buildings are located, and # at Landlord's discretion, any additional real property, areas, land, buildings or other improvements added thereto outside of the Project.