Example; Change Orders. For example, if Tenant requests any change, addition or alteration in or to the Space Plan, Approved Working Drawings or Construction Documents (each, a “Tenant Change Order”), the requested change in the Tenant Change Order shall be considered Non-Conforming Tenant Improvements. If Landlord believes such Tenant Change Order # is reasonable, # will not materially detract from the value of the Project and # will not impact the Building's structure, systems or future marketability, Landlord shall cause the Architect to prepare additional plans implementing such Tenant Change Order. Tenant shall pay the Architect’s cost of preparing such additional plans within ten days after receipt of Landlord’s invoice therefor. As soon as practicable after the completion of such additional plans, Landlord shall notify Tenant of the estimated cost of the applicable Tenant Change Order (the “Change Cost”). Within three business days after receipt of the Change Cost, Tenant shall notify Landlord in writing whether Tenant approves the Change Cost. If Tenant fails to approve the Change Cost within such three-business day period, Landlord shall not perform the requested work, and construction of the Tenant Improvements shall proceed as provided in accordance with the Construction Documents. If Tenant approves the Change Cost, Landlord shall proceed with the Tenant Change Order, at Tenant’s expense. Tenant pay for the Change Cost by remitting a payment of fifty percent (50)% of the Change Cost to Landlord before Landlord proceeds with the Tenant Change Order. Tenant shall pay twenty five percent (25%) of the Change Cost when the work is half completed, and the remaining twenty five percent (25%) upon completion of the change.

Section # Change Orders. If after the Construction Plans have been approved (or deemed approved), Tenant requests any revisions to the Approved Construction Plans and Landlord approves the revisions, Landlord shall cause Architect to revise the Construction Plans. After completion of the revisions, Landlord shall obtain from Landlord’s contractor and deliver to Tenant # an itemization of the increased cost (if any) in the Landlord’s Work resulting from such revisions to the Construction Plans, and # a reasonable estimate of the delay (if any) in the completion of the Landlord’s Work resulting from such revisions to the Construction Plans. Tenant, within three (3) business days of receiving such itemization, shall notify Landlord in writing whether it desires to proceed with such revisions. In the absence of such written authorization, Landlord shall have the option to continue work on the Premises disregarding the requested revisions. Any actual delay in completion of Landlord’s Work resulting from any revision or requested revision to the Construction Plans shall be deemed a Tenant Delay. If such revisions result in an increase in the cost of the Landlord’s Work in accordance with the foregoing, such increased costs, plus any applicable state sales or use tax thereon (collectively, the “Change Order Costs”), shall be payable by Tenant upon Landlord’s presentation of invoices therefor and as a condition to Landlord performing such Change Orders. In the event the Landlord performs any Change Orders before receiving payment from Tenant, and if Tenant fails to pay for the Change Order Costs within thirty (30) days of Landlord’s written demand (including reasonable backup for such Change Order Costs), then such Change Order Costs shall accrue interest at the Default Rate (as hereinafter defined) from the expiration of such thirty (30) day period until the date paid. Notwithstanding anything herein to the contrary, all revisions to the Construction Plans shall be subject to the prior approval of Landlord, which shall not be unreasonably withheld, delayed or conditioned. As used herein, “Change Orders” mean, collectively, any requested revisions to the Construction Plans and, if approved, corresponding changes to the Landlord’s Work, as applicable.

In the event that Tenant requests any change to the Tenant Improvements (“Change”), and Landlord so approves such Change as provided in the paragraph next below, Landlord shall advise Tenant by written change order as soon as is practical of any increase in the cost to complete (“Completion Cost”) the Tenant Improvement work that such Change would cause. Tenant shall approve or disapprove such change order, if any, in writing within 2 days following Tenant’s receipt of such change order. If Tenant approves any such change order, Landlord, at its election, may either (i) require as a condition to the effectiveness of such change order that Tenant pay the increase in the “Completion Cost” to the Tenant Improvement work attributable to such change order concurrently with delivery of Tenant’s approval of the change order, or (ii) defer Tenant’s payment of such increase until the date 10 days after delivery of invoices for same, provided however, that the increase in the Completion Cost must in any event be paid in full prior to Tenant’s commencing occupancy of the Premises. The increase in the Completion Cost may be paid using the Moving Allowance. If Tenant disapproves any such change order, Tenant shall nonetheless be responsible for the reasonable architectural and/or planning fees incurred in preparing such change order. Landlord shall have no obligation to interrupt or modify the Tenant Improvement work pending Tenant's approval of a change order, but if Tenant fails to timely approve a change order, Landlord may (but shall not be required to) suspend the applicable Tenant Improvement work, in which event any related delays because of such suspension shall constitute “Tenant Delays” hereunder.

Tenant may elect to propose Tenant Change Orders to the Approved Plans by written request to Landlord from time to time prior to Substantial Completion of the respective component of Landlord’s Work. Each proposed Tenant Change Order shall be subject to Landlord’s approval, which approval shall not be unreasonably withheld, conditioned or delayed. If a proposed Tenant Change Order is determined by Landlord in its reasonable discretion to be likely to increase the Landlord’s Work Costs and/or to delay the performance of the Landlord’s Work, then Landlord shall provide Tenant with its good faith estimate of the increase in Landlord’s Work Costs and/or the delay in the performance of Landlord’s Work resulting therefrom, and within five (5) Business Days after receipt of such notice from Landlord, Tenant shall notify Landlord as to whether Tenant has elected to proceed with or to withdraw the proposed Tenant Change Order. If Tenant fails to notify Landlord within said five (5) Business Day period then Tenant shall be considered to have elected to proceed with the ​ Certain information in this document has been omitted from this exhibit because it is both # not material and # would be competitively harmful if publicly disclosed.

change order signed by Tenant and approved by Landlord (“Change Order”); and in any such case, Tenant shall pay to Landlord any increased estimated amount of Excess Costs before the commencement of any work under such Change Order. If Tenant shall desire any Change Order after approval of the Plans by Landlord, Tenant shall submit a detailed written request or revised Plans to Landlord for approval. If reasonable and practicable and consistent with the Plans theretofore approved, Landlord shall not unreasonably withhold, condition, or delay approval of the Change Order. All costs in connection therewith, including, without limitation, construction costs, permit fees, and preparation or review of any additional Plans or other studies or tests, or revisions of such existing items, shall be included in the Tenant Improvement Costs.

Change Orders. The Specifications define the entire scope of Landlord's obligation to construct or provide the Landlord Improvements. Tenant shall not be entitled to specify or designate any finishes, grades of materials, or other specifications or details of the construction of the Landlord Improvements which are not specifically provided for in or contemplated by the Specifications unless requested to do so by Landlord. Subject to this paragraph, however, Landlord shall make additions or changes to the Specifications requested by Tenant. If Tenant shall desire any such changes, Tenant shall so advise Landlord in writing (a “Change Order Request”) as promptly as possible so as not to delay the orderly development of the Final Plans. All reasonable costs incurred by Landlord in having any Change Order Request reviewed and evaluated shall be reimbursed by Tenant upon demand. Such costs shall include, but not be limited to, the reasonable costs of architects, engineers, and consultants in reviewing and designing any such changes and the cost of contractors in providing cost estimates and constructability, functionality and product availability analyses. Tenant acknowledges and agrees that # Landlord shall not be obligated to accept any Change Order Request if in the reasonable judgment of Landlord the requested change would have an adverse effect on the quality, useful life, value, functionality or costs of operating or maintaining the Landlord Improvements; # Tenant shall bear all costs and expenses associated with incorporating into the Final Plans and the Landlord Improvements any Change Order Request accepted by Landlord, including without limitation an administrative fee to Landlord equal to 10 percent of the increased cost resulting from such change (and Tenant shall pay such costs to Landlord, in advance as provided below); # Landlord shall not be obligated to accept the least expensive method of incorporating the requested change if in the reasonable judgment of Landlord, such method does not incorporate sound construction practices; # if the Change Order Request affects the roof, slab, structural components or systems or equipment to be installed within the Landlord Improvements or the future serviceability of the Landlord Improvements, and the Landlord determines that in order to lease the building to any subsequent tenant, additional work will have to be done to remove the effect of such change, the anticipated costs of restoring the Landlord Improvements to the condition it would have been in but for such change will also be paid in advance by the Tenant as a condition to Tenant's change, as provided below; and # to the extent Tenant specifies any items which have not been recommended by Landlord, Tenant assumes full responsibility for their performance. Upon agreement between Landlord and Tenant on the change that will be incorporated into the Final Plans and Landlord Improvements as a result of a Change Order Request, and the cost of such change, the Landlord and Tenant shall execute a change order (a “Change Order”) setting forth the parties' agreement as to such terms. Payment of the Change Order cost shall be due from Tenant within 30 days of the mutual execution of the Change Order.

Changes. If Tenant shall request any change, addition or alteration in any of the Plans after approval by Landlord (“Changes”), Landlord shall have such revisions to the drawings prepared. Promptly upon completion of the revisions, Landlord shall notify Tenant in writing of the increased cost, if any, which will be chargeable to Tenant by reason of such change, addition or deletion. Tenant, within three (3) business days, shall notify Landlord in writing whether it desires to proceed with such Change. In the absence of such written authorization, Landlord shall have the option to continue work on the Premises disregarding the requested Change. To the extent that the cost of performing such revisions cause the cost of Tenant Improvement Work to exceed the Maximum Amount, Tenant shall reimburse Landlord for the Cost of Tenant Improvement Work associated with such Changes within thirty (30) days of approving the Changes.

If after approval of the Drawings (as defined below), Tenant shall desire any changes to the Tenant Improvements it shall follow the procedure for Change Orders described in Paragraph 1(b) above. Any and all costs of reviewing any Change Order Request relative to the Tenant Improvements, and any and all costs of making any changes to the Tenant Improvements which Tenant may request and which Landlord shall approve shall be at Tenant's sole cost and expense, and shall be paid to Landlord upon demand and before commencement of the work covered by the Change Order.

In the event that Tenant requests any changes or additional work (“Changes”), then provided such Change is acceptable to Landlord, Landlord shall advise Tenant by written change order of any additional cost and/or Tenant Delay (as defined below) such change would cause. Tenant shall approve or disapprove such change order in writing within 3 business days following its receipt. Tenant's approval of a change order shall not be effective unless accompanied by payment in full of the additional cost of the Tenant Improvement work resulting from the change order. It is understood that Landlord shall have no obligation to interrupt or modify the Tenant Improvement work pending Tenant's approval of a change order.

extension of the improvements depicted on the Approved Pricing Plan, as the same may have been modified from time to time in accordance with this Work Letter, that in each instance are requested by Tenant and approved by Landlord, in Landlord's reasonable discretion. Tenant shall deliver written notice (a "Change Notice") to Landlord requesting Landlord's approval of any Change Order desired to be made by Tenant, which notice shall set forth in detail the Change Order requested by Tenant. Landlord shall, following its receipt of any Change Notice, either, in Landlord's reasonable discretion, (A) approve such requested Change Order, or (B) disapprove such requested Change Order. If Landlord approves of any Change Order request made by Tenant, Landlord shall provide Tenant with the estimated total cost of the Change Order (including, but not limited to, architectural and engineering fees, construction costs, applicable permit costs and the Change Fee) and the estimated number of days of Tenant Delay (as defined in Section 6 below) resulting from such Change Order. Tenant shall notify Landlord within three (3) days following receipt of the foregoing information from Landlord whether or not Tenant desires to implement the applicable Change Order. In the event any Change Orders are approved by Landlord and Tenant pursuant to the terms hereof, Landlord shall cause its architect and engineers to incorporate such Change Orders into the Working Drawings. Except as expressly set forth herein, any Change Orders approved by Landlord pursuant to the terms hereof shall otherwise be treated as Improvements for purposes of the Lease and this Work Letter. Notwithstanding the foregoing, Tenant may submit changes to Approved Pricing Plan with respect to the Improvements in each Phase of the Premises on or prior to the dates set forth below as to each Phase, and, any such changes shall not constitute a Tenant Delay, unless and only to the extent that such changes delay