If Landlord determines at any time that changes in the Final TI Working Drawings or in any other aspect of the Approved TI Plans relating to any item of Landlord's TI Work are required as a result of applicable law or governmental requirements, or are required as a result of unanticipated conditions encountered in the course of construction, then Landlord shall promptly # advise Tenant of such circumstances and # at Tenant's sole cost and expense, subject to Landlord's payment of the Tenant Improvement Allowance and, to the extent requested by Tenant, the Additional TI Allowance, cause revised Final TI Working Drawings to be prepared by the Architect and submitted to Tenant, for Tenant's approval, which shall not be unreasonably withheld. Failure of Tenant to deliver to Landlord written notice of disapproval and specification of such required changes on or before any deadline reasonably specified by Landlord (which shall not be less than three (3) business days after delivery thereof to Tenant) shall constitute and be deemed to be a Tenant Delay to the extent Landlord is delayed in completing Landlord’s TI Work.

If Landlord determinesTenant at any time that changes indesires any changes, alterations or additions to the Final TI Working DrawingsDrawings, Tenant shall submit a detailed written request to Landlord specifying such changes, alterations or additions (a "Tenant Change Request"). Upon receipt of any such request, Landlord, within five (5) business days, shall promptly notify Tenant of # whether the matters proposed in any other aspectthe Tenant Change Request are approved by Landlord (which approval shall not be unreasonably withheld, conditioned or delayed by Landlord), # Landlord's estimate of the Approved TI Plans relatingnumber of days of delay, if any, which shall be caused in the construction of the Tenant Improvements by such Tenant Change Request if implemented (including, without limitation, delays due to the need to obtain any item ofrevised plans or drawings and any governmental approvals), and # Landlord's TI Work are required as a resultestimate of applicable lawthe increase, if any, which shall occur in the cost of design, permitting, project management and construction of the Tenant Improvements affected by such Tenant Change Request if such Tenant Change Request is implemented (including, but not limited to, any costs of compliance with laws or governmental requirements, or are required as a resultregulations that become applicable because of unanticipated conditions encounteredthe implementation of the Tenant Change Request). If Landlord approves the Tenant Change Request and Tenant notifies Landlord in writing, within three (3) business days after receipt of such notice from Landlord, of Tenant's approval of the course of construction,Tenant Change Request (including the estimated delays and cost increases, if any, described in Landlord's notice), then Landlord shall promptly # advisecause such Tenant Change Request to be implemented and Tenant shall be responsible for all actual costs or cost increases resulting from or attributable to the implementation of such circumstancesthe Tenant Change Request, and # at Tenant's sole cost and expense, subjectany delays resulting therefrom shall be deemed to be a Tenant Delay (subject to Landlord's payment of the Tenant Improvement Allowance and, to the extent requested by Tenant, the Additional TI Allowance, cause revised Final TI Working DrawingsAllowance). If Tenant fails to be prepared by the Architect and submitted to Tenant, fornotify Landlord in writing of Tenant's approval, which shall not be unreasonably withheld. Failure of Tenant to deliver to Landlord written notice of disapproval and specificationapproval of such required changes on or before any deadline reasonably specified by Landlord (which shall not be less thanTenant Change Request within said three (3) business days after delivery thereof to Tenant)day period, then such Tenant Change Request shall constitute and be deemed to be a Tenant Delay to the extent Landlord is delayed in completing Landlord’s TI Work.withdrawn and shall be of no further effect.

If Landlord determines at any time thatModifications to Approved TI Construction Drawings. No material changes in the Final TI Working Drawings or in any other aspect ofmodifications to the Approved TI Plans relating to any itemConstruction Drawings shall be made without the prior written consent of Landlord's TI Work are required as a result of applicable law or governmental requirements, or are required as a result of unanticipated conditions encountered in the course of construction, then Landlord shall promptly # advise Tenant of such circumstances and # at Tenant's sole cost and expense, subject to Landlord's payment of the Tenant Improvement Allowance and, to the extent requested by Tenant, the Additional TI Allowance, cause revised Final TI Working Drawings to be prepared by the Architect and submitted to Tenant, for Tenant's approval,Landlord, which consent shall not be unreasonably withheld. FailureLandlord shall have five (5) Business Days to review and notify Tenant of Landlord’s approval or disapproval of such proposed changes or modifications. Landlord will not unreasonably withhold its approval of # any request by Tenant to deliveramend or change the Approved TI Construction Drawings, or # any change or amendment to Landlord written noticethe Approved TI Construction Drawings that may be necessary to obtain any Permits or which may be required by city officials or inspectors to comply with code rulings or interpretations (any of disapproval and specificationthe foregoing, a “Plan Modification”). Without limiting the generality of such required changes on or before any deadline reasonably specified by Landlord (whichthe foregoing, however, Tenant acknowledges that it shall not be less than three (3) business days after delivery thereofunreasonable for Landlord to Tenant)withhold consent to any Plan Modification if any one of the circumstances listed in ​ of this Agreement apply. If Landlord disapproves of any Plan Modification, Landlord shall constitute andreturn the same to Tenant with a statement of Landlord’s reasons for disapproval, or specifying any required corrections. This procedure shall be deemed to be a Tenant Delay torepeated until Landlord approves the extent Landlord is delayed in completing Landlord’s TI Work.Plan Modification.

Final Working Drawings. After the Preliminary Plans have been approved by Landlord, Tenant shall cause Tenant’s Architect and the Engineers to prepare and submit for Landlord’s approval complete and detailed construction plans and specifications, including a fully coordinated set of architectural, structural, mechanical, fire protection, electrical and plumbing working drawings for the Tenant Improvement Work, in a form that is sufficiently complete to permit subcontractors to bid on the work, obtain all required Permits (as defined in [Section 3.4], below) and commence construction (the “Final Working Drawings”). The Tenant Improvements shall be designed in accordance with the LEED Design/Operational Requirements and the Final Working Drawings shall incorporate the LEED Design/Operational Requirements. Tenant shall furnish Landlord with two (2) hard copies signed by Tenant and one (1) electronic version of such Final Working Drawings. Landlord shall approve or disapprove the Final Working Drawings by giving written notice to Tenant within fifteen (15) Business Days after receipt thereof. Landlord shall not unreasonably withhold its approval of the Final Working Drawings, provided that, without limiting the generality of the foregoing, Landlord shall be entitled to withhold its consent to the Final Working Drawings for any of the reasons specified in [Section 2.2.1] above, or if in Landlord’s good faith judgment, the Final Working Drawings are inconsistent with, or do not conform to, the Approved Preliminary Plans. If Landlord determines at any time that changes indisapproves the Final TIWorking Drawings, Landlord shall return the Final Working Drawings to Tenant with a statement of Landlord’s reasons for disapproval and/or specifying any required corrections or revisions. Landlord shall approve or disapprove of any such revisions to the Final Working Drawings within seven (7) Business Days after receipt of such revisions. This procedure shall be repeated until Landlord approves the Final Working Drawings (as so approved, the “Approved TI Construction Drawings”). Tenant shall include provisions in it Design Professional Agreements (as defined in [Section 2.2.4]) which expressly allow Landlord to use any other aspectand all of the Approved TI Plans relating toConstruction Drawings for the Tenant Improvements without any item of Landlord's TI Work are required as a result of applicable lawadditional cost or governmental requirements, or are required as a result of unanticipated conditions encountered inpayment if the course of construction, then Landlord shall promptly # advise Tenant of such circumstances and # at Tenant's sole cost and expense,Lease is terminated, subject to Landlord'Landlord agreeing to indemnify Tenant’s paymentArchitect and Engineers in question if Landlord elects to use any of the Tenant Improvement Allowance and, toApproved TI Construction Drawings without retaining Tenant’s Architect or Engineer for the extent requested by Tenant, the Additional TI Allowance, cause revised Final TI Working Drawings to be preparedportion of Tenant’s Work covered by the Architect and submitted to Tenant, for Tenant's approval, which shall not be unreasonably withheld. Failure of Tenant to deliver to Landlord written notice of disapproval and specification of such required changes on or before any deadline reasonably specified by Landlord (which shall not be less than three (3) business days after delivery thereof to Tenant) shall constitute and be deemed to be a Tenant Delay to the extent Landlord is delayedDesign Profession Agreement in completing Landlord’s TI Work.question.