Walk-through and Punchlist. After the Tenant Improvements are Substantially Completed and prior to Tenant’s move-in into the Premises, following two (2) days’ advance written notice from Tenant to Landlord, Tenant shall cause the Contractor to inspect the Premises with a representative of Landlord and complete a punch list of unfinished items of the Tenant Improvements. After Landlord and Tenant have mutually agreed upon the punch list, authorized representatives for Landlord and Tenant shall execute said punch list. The items listed on such punch list shall be completed by the Contractor within thirty (30) days after the approval of such punch list or as soon thereafter as reasonably practicable, provided that in the event a punch list item reasonably requires longer than thirty (30) days to complete, then Tenant shall cause Contractor to commence the completion of such particular item within thirty (30) days and diligently pursue the same to completion. The terms of this Section 5.3 will not affect the occurrence of the Substantial Completion of the Premises or the occurrence of the Rent Commencement Date.

Substantial Completion of Work and Punchlist Items. At such time as Seller determines that “Substantial Completion of the Work” (as defined below) has occurred, Seller shall provide Purchaser with written notice thereof. Within ten (10) days following Purchaser’s receipt of such notice, Seller and Purchaser shall perform a walk-through of the Improvements and, based upon such walk-through, Seller and Purchaser shall prepare a detailed punchlist setting forth items to be corrected or otherwise completed to bring the Improvements into substantial conformity in all material respects with the Plans and Specifications (collectively, the “Punchlist Items”) and reasonably estimating the cost of such work (the “Punchlist Estimate”), provided, however, that notwithstanding anything herein to the contrary, in the event the walk-through results in items to be corrected or otherwise completed that would result in a Punchlist Estimate in excess of $25,000, Closing shall not occur until Seller has reduced the number of Punchlist Items so that the Punchlist Estimate at Closing is $25,000 or less, which Seller agrees shall occur no later than the Outside Completion Date. At Closing, Seller shall deposit an amount equal to one hundred twenty-five percent (125%) of the Punchlist Estimate (the “Punchlist Escrowed Funds”) in escrow with the Title Company pursuant to an escrow agreement in form reasonably acceptable to Seller and Purchaser. If Seller shall not have corrected or completed any of the Punchlist Items by the thirtieth (30th) day after the Closing Date, then Purchaser shall be entitled to draw on the Punchlist Escrowed Funds to correct and complete the Punchlist Items. If, after the one hundred fiftieth (150th) day after the Closing Date, a balance remains in the Punchlist Escrow Funds without claim by Purchaser, then the balance shall be paid to Seller. For purposes of this Section 5.7(b), “Substantial Completion of the Work” shall mean the stage in the progress of the Work when the Work is sufficiently complete in accordance with the Plans and Specifications so that the Improvements can be occupied for their intended use.

Substantial Completion of Work. At such time as Seller determines that “Substantial Completion of the Work” (as defined below) has occurred, Seller shall provide Purchaser with written notice thereof. Within ten (10) days following Purchaser’s receipt of such notice, Seller and Purchaser shall perform a walk-through of the Improvements and, based upon such walk-through, Purchaser shall prepare a detailed punchlist (the “Punchlist”), setting forth items not completed or not constructed in substantial compliance with the Plans and Specifications which need to be corrected or otherwise completed by Seller. For purposes of this Section 5.7(c), “Substantial Completion of the Work” shall mean the stage in the progress of the Work when the Work is sufficiently complete in accordance with the Plans and Specifications so that the Improvements can be occupied for their intended use. If Purchaser fails to provide the Punchlist to Seller within five (5) business days following the walk-through, then Purchaser shall be deemed to have waived its rights with respect to providing the Punchlist.

Walk-Through; Punchlist. When work is substantially complete, Landlord will notify Tenant and within three (3) Business Days thereafter, Landlord’s representative and Tenant’s representative shall conduct a walk-through of the Premises and identify any necessary touch-up work, minor repairs or minor completion items that are necessary for final completion of the Work. Neither Landlord’s representative nor Tenant’s representative shall unreasonably withhold agreement on punchlist items. Landlord shall use reasonable efforts to cause the contractor to complete all punchlist items within fifteen (15) Business Days after agreement thereon; however, Landlord shall not be obligated to engage overtime labor in order to complete such items. As used herein “substantially complete” means that the Work in the Premises has been performed in substantial accordance with the Plan and Scope of Work, as reasonably determined by Landlord (other than any details of construction, mechanical adjustment or other similar matter, the noncompletion of which does not materially interfere with Tenant’s use or occupancy of the Premises) and a certificate of occupancy or similar document allowing legal occupancy of the Premises shall have been obtained.

Punchlist. Promptly following Substantial Completion of Landlord’s Work, Landlord shall provide Tenant with a punchlist prepared by Landlord’s architect (the “Punchlist”) incorporating those items jointly identified by Landlord and Tenant during their joint inspection of Landlord’s Work, of outstanding items (the “Punchlist Items”) which will not materially affect Tenant’s use of, or access to, the Premises for the purposes of commencing Tenant’s Work and which can be completed within 30 days. Promptly after Substantial Completion of Landlord’s Work, Landlord and Tenant shall jointly inspect the Premises. Subject to Force Majeure (as defined in Section 25.16) and Tenant Delays, Landlord shall complete all Punchlist Items within thirty (30) days of the date of the Punchlist (other than seasonal items, such as landscaping, requiring a longer period), provided that Tenant reasonably cooperates in connection with the completion of such Punchlist Items.

Walk-through and Punchlist. Upon Substantial Completion the Contractor shall inspect the First Floor Expansion Premises with a representative of Tenant and prepare a mutually acceptable punch list of unfinished items of the Landlord’s First Floor Expansion Premises TI Work. The items listed on such punch list shall be completed by the Contractor within thirty (30) days after the approval of such punch list or as soon thereafter as reasonably practicable, provided that in the event a punch list item reasonably requires longer than thirty (30) days to complete, then the Contractor shall commence the completion of such particular item within thirty (30) days and diligently pursue the same to completion. The completion of the punchlist items will not limit or detract from the occurrence of the Substantial Completion of the First Floor Expansion Premises or the occurrence of the First Floor Expansion Premises Commencement Date.

Walk-Through; Punchlist. When Tenant considers the Work in the Premises to be Substantially Completed, Tenant will notify Landlord and within three business days thereafter, Landlord's representative and Tenant's representative shall conduct a walk-through of the Premises and identify any necessary touch-up work, repairs and minor completion items that are necessary for final completion of the Work. Neither Landlord's representative nor Tenant's representative shall unreasonably withhold his or her agreement on punchlist items. Tenant shall use reasonable efforts to cause the contractor performing the Work to complete all punchlist items within 30 days after agreement thereon.

Walk-through and Punchlist. After the Tenant Improvements are Substantially Completed and prior to Tenant’s move-in into the Expansion Premises, following two (2) days’ advance written notice from Tenant to Landlord, Tenant shall cause the Contractor to inspect the Expansion Premises with a representative of Landlord and complete a punch list of unfinished items of the Tenant Improvements. After Landlord and Tenant have mutually agreed upon the punch list, authorized representatives for Landlord and Tenant shall execute said punch list. The items listed on such punch list shall be completed by the Contractor within thirty (30) days after the approval of such punch list or as soon thereafter as reasonably practicable, provided that in the event a punch list item reasonably requires longer than thirty (30) days to complete, then Tenant shall cause Contractor to commence the completion of such particular item within thirty (30) days and diligently pursue the same to completion. The terms of this Section 5.3 will not affect the occurrence of the Substantial Completion of the Expansion Premises or the occurrence of the Expansion Premises Rent Commencement Date.

Turnover Walk-Through. Landlord shall give Tenant written notice of the anticipated date of the Delivery Condition no less than thirty (30) calendar days before the anticipated date of the Delivery Condition ("Turnover Inspection Notice"), which notice may be provided to Tenant's Representative during a regular construction progress meetings. As soon as practicable, at a mutually agreeable time after Landlord's delivery of the Turnover Inspection Notice and before Tenant takes (or is obligated to take) nonexclusive possession of the Premises, Tenant, Tenant's Contractor and Tenant's Architect ("Tenant's Construction Team"), together with Landlord, Landlord's architect, and Landlord's contractor ("Landlord's Construction Team"), shall inspect the Premises and those Base Building Improvements items within the Building that are expressly noted in [Schedule 3] to determine whether the Delivery Condition has occurred. If Landlord and Tenant reasonably and in good faith agree that the Delivery Condition has occurred, Tenant shall accept delivery of the Premises for the purpose of constructing the Tenant Improvements. If Landlord and Tenant reasonably and in good faith agree that the Delivery Condition has not occurred, then Landlord shall complete any remaining items on [Schedule 3] in order to cause the Delivery Condition to occur and the inspection process described in this Section will continue until Landlord and Tenant reasonably and in good faith agree that the Delivery Condition has occurred. In the event the parties cannot agree on whether Substantial Completion of the Delivery Condition has occurred within five (5) business days of the inspection, then

Walk-through and Punchlist. After the Tenant Improvements are Substantially Completed and prior to Tenant’s move-in into the Premises, following two (2) days’ advance written notice from Tenant to Landlord, Landlord shall cause the Contractor to inspect the Premises with a representative of Tenant and complete a punch list