EX-10.2



 Exhibit 10.2 
 SETTLEMENT AND RELEASE AGREEMENT AND FIRST AMENDMENT TO LEASE 

[THE CAMPUS CARLSBAD] 
 THIS SETTLEMENT AND RELEASE AGREEMENT AND FIRST AMENDMENT TO LEASE (“First Amendment”) is made and entered into as of the 1st day of July, 2010, by and between THE CAMPUS CARLSBAD, LLC, a Delaware limited liability company
(“Landlord”) and GENMARK DIAGNOSTICS, INC., a Delaware corporation (“Tenant”). Landlord and Tenant are sometimes hereinafter collectively referred to as the “Parties” or, individually, a
“Party.” 
 R E C I T A L S: 

A.      Landlord and Clinical Micro Sensors Inc., a Delaware corporation, dba
“Osmetech Molecular Diagnostics” (“Original Tenant”) entered into that certain Lease - The Campus dated as of February 8, 2010 (the “Lease”), whereby Landlord leased to Original Tenant and Original
Tenant leased from Landlord certain space located in that certain building located and addressed at 5964 La Place Court, Carlsbad, California (the “Building”). Tenant is the successor-in-interest under the Lease to Original Tenant.

 B.      Certain disputes (collectively, the “Disputes”) have
arisen between the Parties with respect to the Parties’ respective obligations for payment of the cost of certain Building improvements made or to be made pursuant the Approved Change Orders (as defined in Section 10), the scope of
Landlord Improvements (as defined in Section 1.3.1 of the Tenant Work Letter attached to the Lease) required to be completed by Landlord at Landlord’s expense and other increases in the cost of the Tenant Improvements resulting from
various requested Change Orders (as defined in Section 6 of the Tenant Work Letter attached to the Lease), and allocation by Landlord of Tenant Improvement Allowances toward such Change Orders all of which disputed Change Orders are
incorporated as part of the Approved Change Orders attached hereto as Exhibit “A”. 

C.      By this First Amendment, the Parties now desire to (i) resolve the Disputes by
means of this First Amendment, without the delay, inconvenience, expense and uncertainty of formal legal proceedings and without any admissions by either Landlord or Tenant as to the correctness, incorrectness, propriety, or impropriety of any
claim, allegation, statement, position, conduct, act, or omission made or done heretofore by either Landlord or Tenant or their respective agents and/or representatives in connection with the Disputes and (ii) otherwise modify the Lease as
provided herein. 
 D.      Unless otherwise defined herein, capitalized terms as
used herein shall have the same meanings as given thereto in the Lease. 
 NOW, THEREFORE, in consideration of
the foregoing recitals and the mutual covenants contained herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto hereby agree as follows: 







 A G R E E M E N T: 

1.        Premises. Landlord and Tenant hereby agree that
pursuant to the Lease, Landlord currently leases to Tenant and Tenant currently leases from Landlord that certain office space in the Building containing 33,098 square feet located on the first (1st) floor of the Building and known as Suite 100 (the
“Premises”). 
 2.        Required
Electrical Capacity. The fourth (4th) grammatical
sentence of Section 1.2 of the Lease is hereby deleted in its entirety and replaced with the following: “Notwithstanding anything to the contrary herein, good working order of the electrical system shall mean that such system shall supply
1200 amps to the Premises, at 277/480 volt, three phase power, in addition to electrical capacity required for the base building equipment.” 







 3.        Utility
Services. The second (2nd) grammatical sentence
of Section 6.2 of the Lease is hereby deleted in its entirety and replaced with the following: “If the Premises are not separately metered, then water and electrical service shall be submetered to the Premises, and reimbursed by Tenant
directly to Landlord as Additional Rent.” 
 4.        Number of Short
Term Spaces. Notwithstanding anything to the contrary contained in Article 28 of the Lease, Landlord agrees to designate approximately four (4) Short Term Spaces instead of ten (10) Short Term Spaces pursuant to the terms and
conditions set forth in Article 28 of the Lease relating to the same. 
 5.       
Hazardous Materials Storage Facility/Back-up Generator. Notwithstanding anything to the contrary contained in Sections 29.33 and/or 29.35 of the Lease. Landlord hereby approves (but subject to Landlord’s notations as set forth thereon)
those certain plans and specifications for Tenant’s Hazardous storage container and back-up generator (collectively, the “Common Area Equipment”) prepared by Tony Mansour and dated as of June 15, 2010 with respect to the
Common Area Equipment, which exhibit depicts the location for the Common Area Equipment designated by Landlord (the “Common Area Equipment Plans”). Landlord’s review and/or approval of the Common Area Equipment Plans does not
constitute any representation or warranty as to the adequacy, efficiency, performance or desirability of the improvements contemplated therein nor that the same complies with applicable Laws, and Tenant or Tenant’s Contractor shall obtain all
necessary permits and other governmental approvals for the Common Area Equipment prior to installation thereof. Except as otherwise expressly provided in this Section 5, all other terms and conditions of Sections 29.33 and 29.35 of the Lease
shall continue to apply with respect to Tenant’s right to install the Common Area Equipment. Notwithstanding the foregoing, subject to Tenant obtaining and maintaining at Tenant’s sole cost all necessary governmental permits and approvals
(copies of which shall be provided to Landlord), during the period from the date of this First Amendment until August 30, 2010, Tenant may install and maintain a temporary electrical generator within the portion of the Building parking facility
comprising Tenant’s designated parking field in a location that is adjacent to the location of the Common Area Equipment, as depicted on the Common Area Equipment Plans but in an exact location to be mutually agreed upon by Landlord and Tenant
in advance. Landlord reserves the right, if and to the extent reasonably required for the Parking Lot Work and upon not less than ten (10) days’ prior written notice to Tenant, to substitute for the initial location for the temporary
generator a comparable area within the Common Area, in close proximity to the Building, for the same and in such event on or before the expiration of such ten (10) day period Tenant shall, at its sole cost and expense, relocate Tenant’s
temporary generator to the new location within the portion of the Building parking facility comprising Tenant’s designated parking field. Landlord and Tenant acknowledge and agree that, pursuant to the Lease, Tenant has the right to install and
operate an emergency back-up generator pursuant to the terms and conditions of Section 29.35 of the Lease. Landlord and Tenant further acknowledge and agree that Tenant’s right to install and operate the temporary generator described
herein is in addition to, and not in lieu of, Tenant’s rights to install the back-up generator pursuant to the terms and conditions of Sections 29.35 (with specific reference to Tenant’s insurance and indemnity obligations set forth
therein); provided, however, that all of the other terms and conditions of Section 29.35 of the Lease shall apply to Tenant’s installation, operation and removal of the temporary generator described herein (to the extent not inconsistent
with the terms hereof). Upon the expiration or sooner termination of Tenant’s right to install and maintain 

  
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the temporary generator under this First Amendment, Tenant shall remove the temporary generator from the Common Area and shall repair all damage to the Building and Common Areas resulting from
such removal and restore the affected area (including, but not limited to, replacing any damaged trees and other vegetation, except to the extent such items are otherwise planned for replacement as part of Landlord’s landscaping improvements
pursuant to Section 1.3.1 of the Tenant Work Letter) to its original condition existing prior to the installation of such temporary generator. 
 6.        Parking Lot Slurry Coating. Notwithstanding anything to the contrary contained in the Lease, with specific reference to Section 1.3.1 of the Tenant Work
Letter, Landlord shall complete the landscaping improvements and parking lot slurry coating components of the Landlord Improvements (collectively, the “Parking Lot Work”) by not later than the date the is ninety (90) days after
Substantial Completion of the Tenant Improvements in the Premises. Tenant acknowledges that Landlord will be completing the Parking Lot Work during the existing Term and the performance of such Parking Lot Work shall not be deemed a constructive
eviction of Tenant, nor shall Tenant be entitled to any abatement of rent in connection therewith (except 

  
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as expressly provided in Section 3.2 of the Lease); provided, however, Landlord shall exercise all due diligence to minimize interference with Tenant’s permitted business operations in
the Premises and the Building, including, to the extent economically practicable, scheduling the parking lot slurry coating work to be performed on a weekend or otherwise outside of normal business hours for the Building and to the extent that it is
not economically practicable to schedule the Parking Work Lot to be performed on a weekend or otherwise outside of normal business hours for the Building, then Landlord will reasonably cooperate with Tenant in performing the Parking Lot Work so as
to minimize any interference with Tenant’s installation of the Common Area Equipment. 

7.        Application of Tenant improvement Allowance/No Right to
Increase TI Allowance Amount. Notwithstanding anything to the contrary contained in the Lease, with specific reference to the first (1st) grammatical sentence of Section 3.1 of the Tenant Work Letter, Landlord and Tenant hereby agree that the
Tenant Improvement Allowance may be used for the cost of constructing any component of the Tenant Improvements (excluding any costs of furniture, trade fixtures, equipment or personal property) and/or any other improvements, as depicted on the T.I.
Plans and Specifications and irrespective of whether such other improvements are “non-Building Standard.” In addition, notwithstanding anything to the contrary contained in the Lease, Tenant shall not have the right to increase the amount
of the Tenant Improvement Allowance by the TI Allowance Increase Amount or any other amount, and consequently, the third
(3rd) through fifth (5th) grammatical sentences of Section 3.1 of the Tenant Work
Letter and the reference set forth in Section 15 of the Summary to such right to increase are hereby deleted in their entirety and shall be of no further force or effect. 

8.        Landlord Change Directives and Change Order Requests. In recognition that,
as of the date of this First Amendment, any further increase in the cost of the Tenant Improvements will be paid by Tenant and is not covered by the Tenant Improvement Allowance, subject to the further provisions of this Section 8, Tenant shall
have the right to reasonably and in good faith participate in the negotiations over any further material increases in the costs of the Tenant Improvements, except for Change Directives (as hereinafter defined) with Landlord and Landlord’s
Contractor, including value engineering efforts to minimize such increases, provided, however, that any delays attributable to such value engineering, such cost negotiation and/or Tenant’s failure to promptly respond in writing to any
Landlord-requested Change Order work by more than one (1) business day following Tenant’s receipt of the any Change Order Request (as defined below) shall be deemed a Tenant Delay. Between the date of this First Amendment and Substantial
Completion of the Tenant Improvements. Landlord will promptly provide Tenant with any updated cost information to Tenant regarding any Change Directives or Change Order Requests. Section 6 of the Tenant Work Letter is hereby revised to add the
following procedure for any such Change Directives and/or Change Order Requests relating to the Tenant Improvements reasonably determined by Landlord after the date of this First Amendment to be required for the timely completion of the Tenant
Improvements in compliance with applicable Laws (excluding, however, the Approved Change Orders) which such potential Change Orders are agreed by Landlord and Tenant to be approved as if Landlord has previously requested them in accordance with this
Section 8 and such requested Change Orders has been approved by Tenant in accordance with Article 6 of the Tenant Work Letter as hereinafter supplemented): 

  
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 “Landlord agrees not to unilaterally and materially increase the actual
cost of the Tenant Improvements for any reason without Tenant’s prior approval, except as otherwise hereinafter provided. Landlord may in its sole but good faith discretion (a) initiate certain changes to the Tenant Improvements during
construction, which shall not require Tenant’s consent, but shall provide prompt written notice (which notice may be effected by electronic mail to Tenant’s Representative) to Tenant of such changes to the extent Tenant is required to pay
for the cost thereof, but only to the extent such changes are required as a result of any of the following (each, a “Change Directive”): (i) the requirements imposed by any governmental authority having jurisdiction over the
Building and/or Tenant Improvements or any changes otherwise required by Applicable Law as set forth in Section 1,3.4 of the Tenant Work Letter, (ii) the applicable standards of the American Insurance Association (formerly, the National
Board of Fire Underwriters) and the National Electrical Code as required by Landlord’s insurance carrier for the issuance of insurance policies required to be maintained under the Lease; or (iii) minor changes that do not exceed $5,000 per
change order line item, or $25,000 in the aggregate, which Landlord reasonably determines are reasonably required to achieve Substantial Completion of the Tenant Improvements on or before 

  
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 July 15, 2010. In addition to the foregoing Change Directives, which
shall require only advance written notice to Tenant as set forth in the immediately preceding sentence (within one (1) business day of the issuance of any such Change Directive to the Contractor), Landlord may in its sole but good faith
discretion request certain changes in the Tenant Improvements during construction only by written request to Tenant, or its designated representative, in substantially the form of Attachment “B” hereto (each, a “Change Order
Request”). All such Change Order Requests will be subject to Tenant’s prior written approval, which approval shall not be unreasonably withheld, conditioned or delayed, and shall set forth the additional time, if any, reasonably needed
for such change and the total cost of such change (or reasonable estimated cost of such change if cost information is delayed) which cost or estimated cost will include, but not be limited to, associated architectural, engineering, management and
construction contractor’s fees (to the extent such cost information is then available to Landlord). Within one (1) business day after Landlord’s delivery to Tenant of any Change Order Request, Tenant shall deliver either its notice of
approval or a written request for value engineering of the Change Order Request, and in the event of the latter notice, Landlord and Tenant shall reasonably cooperate with each other in achieving a reasonable value engineering alternative if such
alternative is reasonable; provided, however that: (x) any such value-engineering period shall not exceed a total of three (3) business days (and any value engineering efforts exceeding one (1) business day following delivery of a
Change Order request shall be deemed a Tenant Delay) and upon the expiration of such three (3) business day period (or if Tenant fails to timely deliver its written approval or request to Landlord to value engineer any Change Order Request
within the one (1) business day period set forth above), Tenant shall have no further right to approve and/or value engineer the subject Change Order Request and such Change Order request shall be deemed to be approved by Tenant and Landlord
may proceed to perform the change in accordance with the Change Order Request) and (y) any any changes in the Change Order Request requested by Tenant as part of the such value engineering shall be subject Landlord’s consent, which shall
not be unreasonably withheld, conditioned or delayed.” 

9.      Substantial Completion.    Landlord hereby confirms that
the date for Substantial Completion of the Tenant Improvements is currently estimated as of the date hereof to be July 15, 2010 and subject to extension as a result of events of Force Majeure Delays (as defined in Section 11.7 of the
Tenant Work Letter) and/or Tenant Delays, Landlord covenant to use its good faith and commercially reasonable and diligent efforts to achieve Substantial Completion of the Tenant Improvements by such July 15, 2010 date. Landlord and Tenant
agree to reasonably cooperate with each other in connection with resolving any future disagreements relating to completion of the Tenant Improvements by such July 15, 2010 date and except as otherwise provided in the Lease (as amended hereby),
Landlord and Tenant further agree to not suspend the normal course of the ongoing Tenant Improvement Work except to the extent legally required or otherwise necessary to protect such party against substantial liability or loss. 

  
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 10.      Reserved. 

11.      Double Detector Check Work/Approval of Change
Orders.    Landlord and Tenant hereby acknowledge and agree that the City of Carlsbad is requiring certain double detector check work (the “Double Detector Cheek Work”) to be performed as part of the initial
Tenant Improvements as referenced as item 071 (DDC) in that certain potential change order summary prepared by Reno Contracting dated as June 30, 2010 and the Osmetech TI Allowance Reconciliation Summary from Jeffry Brusseau to Steve Kemper of
even date therewith both of which are attached hereto and hereby incorporated as Exhibit “A” (collectively, the “Approved Change Orders”). Notwithstanding anything to the contrary contained in the Lease, Landlord hereby
agrees to contribute an additional amount equal to 38.45% of the actual hard and soft costs of such Double Detector Check Work and related landscaping restoration work (which costs of the Double Detector Check Work are currently as of the date of
this First Amendment estimated to be $30,000) (“Landlord’s Double Detector Check Work Contributions”). Landlord’s Double Detector Check Work Contribution shall be paid in addition to the Tenant Improvement Allowance in
accordance with Landlord’s standard disbursement procedures. In addition to the Double Detector Check Work, Tenant hereby approves all other potential change orders set forth on the Approved Change Orders in a total estimated amount equal to
$182,469.00. 

  
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12.      Brokers.    Each party represents and warrants to the
other that no broker, agent or finder negotiated or was instrumental in negotiating or consummating this First Amendment. Each party further agrees to defend, indemnify and hold harmless the other party from and against any claim for commission or
finder’s fee by any entity who claims or alleges that they were retained or engaged by the first party or at the request of such party in connection with this First Amendment. 

13.      Representation of Tenant.    Each person executing this
First Amendment on behalf of Tenant represents and warrants to Landlord that: (a) Tenant is properly formed and validly existing under the laws of the state in which Tenant is formed and Tenant is authorized to transact business in the stale in
which the Building is located; and (b) each person (and both persons if more than one signs) signing this First Amendment on behalf of Tenant is duly and validly authorized to do so. 

14.      Defaults.    Tenant hereby represents and warrants to
Landlord that, as of the date of this First Amendment, Tenant is in full compliance with all terms, covenants and conditions of the Lease and that there are no breaches or defaults under the Lease by Landlord or Tenant, and that Tenant knows of no
events or circumstances which, given the passage of time, would constitute a default under the Lease by either Landlord or Tenant. 
 15.      Release.    As additional material consideration for Landlord’s agreement to enter into this First Amendment, and except for the
rights, duties and obligation created by this First Amendment, and conditioned on the performance by the Parties of their respective obligations under the provisions of this First Amendment, Tenant agrees to hereby fully and forever releases and
discharges Landlord (and all of its affiliates, predecessors, successors and agents) from any and all causes of action, changes, losses, damages, claims, demands, obligations and liabilities whatsoever in law or in equity that Tenant has or ever had
as of the date of this First Amendment, whether known or unknown, to the extent included in Tenant’s actual or alleged claims arising out of the Disputes (but expressly excluding therefrom Tenant’s rights relating to its right to audit the
actual cost of, and seek remediation of any defects associated with, the Change Orders that are the subject of the Disputes to the extent provided in the Lease), including, without limitation, any of the matters asserted against Landlord in those
certain letters from Scott Biel to (a) Sean Southard dated March 8, 2010 relating to Landlord’s obligations for the cost of Building infrastructure improvements and (b) Michael Pruter dated June 8, 2010 relating to
Tenant’s rejection of Landlord’s Change Order Request. With respect to the matters released in this Section 14, Tenant expressly waives all rights under the provisions of California Civil Code Section 1542, which provides:
“A general release does not extend to claims which the creditor does not know or suspect to exist in his or her favor at the time of executing the release, which if known by him or her mast have materially affected his or her settlement with
the debtor.” 
 Tenant hereby acknowledges that it has received the advice of legal counsel with
respect to the aforementioned release and waiver and understands the terms thereof. 

  
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 16.      Counterparts and
Fax/Email/Electronic Signatures.    This First Amendment may be executed in counterparts, each of which shall be deemed an original, but such counterparts, when taken together, shall constitute one agreement. This First
Amendment may be executed by a party’s signature transmitted by facsimile (“fax”) or email or by a party’s electronic signature, and copies of this First Amendment executed and delivered by means of faxed or emailed copies
of signatures or originals of this First Amendment executed by electronic signature shall have the same force and effect as copies hereof executed and delivered with original wet signatures. All parties hereto may rely upon faxed, emailed or
electronic signatures as if such signatures were original wet signatures. Any party executing and delivering this First Amendment by fax or email shall promptly thereafter deliver a counterpart signature page of this First Amendment containing said
party’s original signature. All parties hereto agree that a faxed or emailed signature page or an electronic signature may be introduced into evidence in any proceeding arising out of or related to this First Amendment as if it were an original
wet signature page. 
 17.      No Further
Modification.    Except as set forth in this First Amendment, all of the terms and provisions of the Lease shall continue to apply and shall remain unmodified and in full force and effect. Effective as of the date hereof, ail
references to the “Lease” shall refer to the Lease as amended by this First Amendment. 

  
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 IN WITNESS WHEREOF, this First Amendment has been executed as of the day and
year first above written. 
  

							
	 “Landlord:”

	
	 THE CAMPUS CARLSBAD, LLC,
a Delaware limited liability company

		
	 By:
	 	   NEWPORT NATIONAL/THE CAMPUS

  CARLSBAD, LLC, a California limited liability

		 	   Its:  Managing Member

			
		 	   By:
	 	   Newport National Corporation,
  a California corporation,

  Its Manager

				
		 		 	   By:
	  	 /s/ Scott R. Brusseau

		 		 		  	 Scott R. Brusseau, President



 
							
	
	 “Tenant:”

	
	 GENMARK DIAGNOSTICS, INC,
 a Delaware corporation

		
	 *By:
	 	   /s/ S. Kemper

		 	 Name:  S. Kemper

		 	 Title:  CFO



 *NOTE: 
 Because Tenant is a corporation incorporated in a state other than California, Tenant shall deliver to Landlord a certified copy of a corporate resolution in a form reasonably acceptable to
Landlord authorizing the signatory(ies) to execute this First Amendment to Lease. 

  
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 EXHIBIT “A” 

[Approved Change Order] 
 To: Steve Kemper/File 
 From Jeffry Brusseau 

Date: 6/30/10 

Osmetech TI Allowance Reconciliation Summary 
 As of 6/30/2010 
  

													
	 	  	5/27/10	 	 	6/18/10	 	 	6/30/10	 
				
	 Total Potential Change Orders (Per Potential Change Order Log)
	  	$	134,583	  	 	$	164,949	  	 	$	182,469	  
	 Approved Change Order Requests (Per Potential Change Order Log)
	  	$	61,696	  	 	$	93,965	  	 	$	155,276	  
		  	  
	  
	 
	 Unapproved/Potential Change Order Requests
	  	$	72,887	  	 	$	70,984	  	 	$	27,193	  
				
	 Remaining Contractor Contingency (On Contractor Allowance/Contingency Log)
	  	$	32,332	  	 	$	28,387	  	 	$	28,387	  
	 Remaining Allowance Balance (On Contractor Allowance/Contingency Log)
	  	$	6,650	  	 	$	4,150	  	 	$	4,150	  
		  	  
	  
	 
	 Contingency/Allowance Total
	  	$	38,982	  	 	$	32,537	  	 	$	32,537	  
				
	 General Contractor GMP Contract
	  	$	1,590,100	  	 	$	1,590,100	  	 	$	1,590,101	  
	 Approved Change Order Requests
	  	$	61,696	  	 	$	93,965	  	 	$	155,276	  
	 Unapproved/Potential Change Order Requests
	  	$	72,887	  	 	$	70,984	  	 	$	27,193	  
		  	  
	  
	 
	 Subtotal of Potential Reno Contract
	  	$	1,724,683	  	 	$	1,755,049	  	 	$	1,772,570	  
				
	 Subtotal of Potential Reno Contract
	  	$	1,724,683	  	 	$	1,755,049	  	 	$	1,772,570	  
	 Less: Contingency/Allowances
	  	$	38,982	  	 	$	32,537	  	 	$	32,537	  
	 Potential General Contractor Contract Amount - Best Case
	  	$	1,685,701	  	 	$	1,722,512	  	 	$	1,740,033	  
	 Allowance/Contingency for Additional Change Orders
	  	$	75,000	  	 	$	35,000	  	 	$	25,000	  
		  	  
	  
	 
	 Total Contractor Estimated Price
	  	$	1,760,701	  	 	$	1,757,512	  	 	$	1,765,033	  
				
	 Total Contractor Estimated Price
	  	$	1,760,701	  	 	$	1,757,512	  	 	$	1,765,033	  
	 Total Soft Cost Estimate
	  	$	203,598	  	 	$	203,598	  	 	$	203,599	  
		  	  
	  
	 
	 Total Tenant Improvement Cost Estimate
	  	$	1,964,299	  	 	$	1,961,110	  	 	$	1,968,632	  
				
	 Total Tenant Improvement Cost Estimate
	  	$	1,964,299	  	 	$	1,961,110	  	 	$	1,968,632	  
	 Tenant Improvement Allowance
	  	$	    1,898,843	  	 	$	    1,898,843	  	 	$	    1,898,844	  
		  	  
	  
	 
	 (Over) Tenant Improvement Allowance
	  	$	(65,456	) 	 	$	(62,267	) 	 	$	(69,788	) 


  
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	  	                    Potential Change
Orders                        
	  	                        RCI Summary Log,
Grouped by Status, Cold & Void Filtered    

  

																									
	
10495 – Osmetech T.I.

5964 La Place Court

Carlsbad, CA 92008
	 	 	 	 	 	 Project # 10495

Tel:  [            ]  Fax:  [ 
           ]
	 	 	  	 	  	 	  	Reno Contracting, 
Inc.


																																											
	 	 	 	 	 	 	 	 	 	 	 	Budget	 	 	 	 	  	 	 	  	 	 	  	Cost	 	  	 	 
		 		 		 		 				 				 				 				  				  				  				  				  			
	Number	 	Description	 	 COR No.
	 	 PCCO No.
	 	Estimate	 	 	Prop’d	 	 	Apprv’d	 	 	Applied	 	  	App Days	 	  	Estimate	 	  	Prop’d	 	  	Apprv’d	 	  	Applied	 
	 Approved
	 		 		 		 				 				 				 				  				  				  				  				  			
	   002
	 	 	 	 001
	 	 000-001
	 	 	0	  	 	 	345	  	 	 	345	  	 	 	345	  	  	 	0	  	  	 	0	  	  	 	345	  	  	 	345	  	  	 	345	  
	   003
	 	 	 	 002
	 	 000-001
	 	 	0	  	 	 	0	  	 	 	0	  	 	 	0	  	  	 	0	  	  	 	0	  	  	 	0	  	  	 	0	  	  	 	0	  
	   004
	 	 	 	 005
	 	 000-001
	 	 	0	  	 	 	5,376	  	 	 	5,376	  	 	 	5,376	  	  	 	0	  	  	 	0	  	  	 	5,376	  	  	 	5,376	  	  	 	5,376	  
	   006
	 	 	 	 013
	 	 000-001
	 	 	0	  	 	 	28,812	  	 	 	28,812	  	 	 	28,812	  	  	 	0	  	  	 	0	  	  	 	28,812	  	  	 	28,812	  	  	 	28,812	  
	   008
	 	 	 	 003
	 	 000-001
	 	 	0	  	 	 	7,555	  	 	 	7,555	  	 	 	7,555	  	  	 	0	  	  	 	0	  	  	 	7,555	  	  	 	7,555	  	  	 	7,555	  
	   009
	 	 	 	 004
	 	 000-001
	 	 	0	  	 	 	4,673	  	 	 	4,673	  	 	 	4,673	  	  	 	0	  	  	 	0	  	  	 	4,673	  	  	 	4,673	  	  	 	4,673	  
	   010
	 	 	 	 006
	 	 000-001
	 	 	0	  	 	 	0	  	 	 	0	  	 	 	0	  	  	 	0	  	  	 	0	  	  	 	0	  	  	 	0	  	  	 	0	  
	   011
	 	 	 	 009
	 	 000-001
	 	 	0	  	 	 	441	  	 	 	441	  	 	 	441	  	  	 	0	  	  	 	0	  	  	 	441	  	  	 	441	  	  	 	441	  
	   012
	 	 	 	 007
	 	 000-001
	 	 	0	  	 	 	6,001	  	 	 	6,001	  	 	 	6,001	  	  	 	0	  	  	 	0	  	  	 	6,001	  	  	 	6,001	  	  	 	6,001	  
	   013
	 	 	 	 009
	 	 000-001
	 	 	0	  	 	 	410	  	 	 	410	  	 	 	410	  	  	 	0	  	  	 	0	  	  	 	410	  	  	 	410	  	  	 	410	  
	   014
	 	 	 	 006
	 	 000-003
	 	 	0	  	 	 	3,786	  	 	 	3,786	  	 	 	3,786	  	  	 	0	  	  	 	0	  	  	 	3,786	  	  	 	3,786	  	  	 	3,786	  
	   016
	 	 	 	 009
	 	 000-001
	 	 	0	  	 	 	7,022	  	 	 	7,022	  	 	 	7,022	  	  	 	0	  	  	 	0	  	  	 	7,022	  	  	 	7,022	  	  	 	7,022	  
	   019
	 	 	 	 015
	 	 000-002
	 	 	0	  	 	 	0	  	 	 	0	  	 	 	0	  	  	 	0	  	  	 	0	  	  	 	0	  	  	 	0	  	  	 	0	  
	   020
	 	 	 	 010
	 	 000-002
	 	 	0	  	 	 	0	  	 	 	0	  	 	 	0	  	  	 	0	  	  	 	0	  	  	 	0	  	  	 	0	  	  	 	0	  
	   021
	 	 	 	 011
	 	 000-002
	 	 	0	  	 	 	1,061	  	 	 	1,061	  	 	 	1,061	  	  	 	0	  	  	 	0	  	  	 	1,061	  	  	 	1,061	  	  	 	1,061	  
	   023
	 	 	 	 015
	 	 000-002
	 	 	0	  	 	 	28,483	  	 	 	28,483	  	 	 	28,483	  	  	 	0	  	  	 	0	  	  	 	28,483	  	  	 	28,483	  	  	 	28,483	  
	   024
	 	 	 	 	 	 	 	 	0	  	 	 	0	  	 	 	0	  	 	 	0	  	  	 	0	  	  	 	0	  	  	 	0	  	  	 	0	  	  	 	0	  


  
 Exhibit
“A” 
 -2- 









			
	 




	  	                    Potential Change
Orders                        
	  	                        RCI Summary Log,
Grouped by Status, Cold & Void Filtered    

  

																																															
	   017
	 	 	 	 	017	  	 	 	000-004	  	 	 	0	  	 	 	13,728	  	 	 	13,728	  	 	 	13,728	  	 	 	0	  	  	 	0	  	 	 	13,728	  	  	 	13,728	  	  	 	13,728	  
	   018
	 	 	 	 	020	  	 	 	000-003	  	 	 	0	  	 	 	0	  	 	 	0	  	 	 	0	  	 	 	0	  	  	 	0	  	 	 	0	  	  	 	0	  	  	 	0	  
	   045
	 	 	 	 	024	  	 	 	000-004	  	 	 	0	  	 	 	1,664	  	 	 	1,664	  	 	 	1,664	  	 	 	0	  	  	 	0	  	 	 	1,664	  	  	 	1,664	  	  	 	1,664	  
	   065
	 	 	 	 	023	  	 	 	000-004	  	 	 	0	  	 	 	12,915	  	 	 	12,915	  	 	 	12,915	  	 	 	0	  	  	 	0	  	 	 	12,915	  	  	 	12,915	  	  	 	12,915	  
	   067
	 	 	 	 	016	  	 	 	000-003	  	 	 	0	  	 	 	0	  	 	 	0	  	 	 	0	  	 	 	0	  	  	 	0	  	 	 	0	  	  	 	0	  	  	 	0	  
	   070
	 	 	 	 	014	  	 	 	000-004	  	 	 	0	  	 	 	12,913	  	 	 	12,913	  	 	 	12,913	  	 	 	0	  	  	 	0	  	 	 	12,913	  	  	 	12,913	  	  	 	12,913	  
	   071
	 	 	 	 	022	  	 	 	000-004	  	 	 	0	  	 	 	19,872	  	 	 	19,872	  	 	 	19,872	  	 	 	0	  	  	 	0	  	 	 	19,872	  	  	 	19,872	  	  	 	19,872	  
	   073
	 	 	 	 	019	  	 	 	000-004	  	 	 	0	  	 	 	0	  	 	 	0	  	 	 	0	  	 	 	0	  	  	 	0	  	 	 	0	  	  	 	0	  	  	 	0	  
	   074
	 	 	 	 	018	  	 	 	000-003	  	 	 	0	  	 	 	0	  	 	 	0	  	 	 	0	  	 	 	0	  	  	 	0	  	 	 	0	  	  	 	0	  	  	 	0	  
		 		 				 				 				 	 	 $155,276 = APPRVD
	  	 				  				 				  				  			
	   Out For Pricing
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	  	 	 	 	 	 	 	 	  	 	 	 	  	 	 	 
	   060
	 	 	 	 	 	 	 	 	 	 	 	 	1,650	  	 	 	1,650	  	 	 	0	  	 	 	1,650	  	 	 	0	  	  	 	1,650	  	 	 	1,650	  	  	 	0	  	  	 	1,650	  
	   061
	 	 	 	 	 	 	 	 	 	 	 	 	2,237	  	 	 	2,237	  	 	 	0	  	 	 	2,237	  	 	 	0	  	  	 	2,237	  	 	 	2,237	  	  	 	0	  	  	 	2,237	  
	   064
	 	 	 	 	 	 	 	 	 	 	 	 	6,283	  	 	 	1,983	  	 	 	0	  	 	 	6,283	  	 	 	0	  	  	 	6,283	  	 	 	1,983	  	  	 	0	  	  	 	6,283	  
	   065
	 	 	 	 	 	 	 	 	 	 	 	 	(1,500	) 	 	 	0	  	 	 	0	  	 	 	(1,500	) 	 	 	0	  	  	 	(1,500	) 	 	 	0	  	  	 	0	  	  	 	(1,500	) 
	   066
	 	 	 	 	 	 	 	 	 	 	 	 	1,650	  	 	 	1,650	  	 	 	0	  	 	 	1,650	  	 	 	0	  	  	 	1,650	  	 	 	1,650	  	  	 	0	  	  	 	1,650	  
	   Ready For Review
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	  	 	 	 	 	 	 	 	  	 	 	 	  	 	 	 
	   044
	 	 	 	 	 	 	 	 	 	 	 	 	0	  	 	 	0	  	 	 	0	  	 	 	0	  	 	 	0	  	  	 	0	  	 	 	0	  	  	 	0	  	  	 	0	  
	   052
	 	 	 	 	 	 	 	 	 	 	 	 	1,615	  	 	 	1,615	  	 	 	0	  	 	 	1,615	  	 	 	0	  	  	 	1,615	  	 	 	1,615	  	  	 	0	  	  	 	1,615	  
	   057
	 	 	 	 	 	 	 	 	 	 	 	 	1,246	  	 	 	1,246	  	 	 	0	  	 	 	1,246	  	 	 	0	  	  	 	1,246	  	 	 	1,246	  	  	 	0	  	  	 	1,246	  
	   077
	 	 	 	 	 	 	 	 	 	 	 	 	2,213	  	 	 	2,213	  	 	 	0	  	 	 	2,213	  	 	 	0	  	  	 	2,213	  	 	 	2,213	  	  	 	0	  	  	 	2,213	  
	   079
	 	 	 	 	 	 	 	 	 	 	 	 	4,006	  	 	 	4,006	  	 	 	0	  	 	 	4,006	  	 	 	0	  	  	 	4,006	  	 	 	4,006	  	  	 	0	  	  	 	4,006	  
	   080
	 	 	 	 	 	 	 	 	 	 	 	 	749	  	 	 	749	  	 	 	0	  	 	 	749	  	 	 	0	  	  	 	749	  	 	 	749	  	  	 	0	  	  	 	749	  


  
 Exhibit
“A” 
 -3- 









			
	 




	  	                    Potential Change
Orders                        
	  	                        RCI Summary Log,
Grouped by Status, Cold & Void Filtered    

  

																																					
	   Submitted for
Signature
	   
	  	 	 	 	  	 	 	 	  	 	 	 	  	 	 	 	  	 	 	 	  	 	 	 	  	 	 	 	  	 	 	 
	   079
	  	 	7,044	  	  	 	7,044	  	  	 	0	  	  	 	7,044	  	  	 	0	  	  	 	7,044	  	  	 	7,044	  	  	 	0	  	  	 	7,044	  
										
	 	  	 	 	 	  	 	 	 	  	 	 	 	  	 	 	 	  	 	 	 	  	 	 	 	  	 	 	 	  	 	 	 	  	 	 	 
	   Project Totals:
	  	 	27,193	  	  	 	179,669	  	  	 	155,276	  	  	 	182,469	  	  	 	 	 	  	 	27,193	  	  	 	179,669	  	  	 	155,276	  	  	 	182,469	  


  
 Exhibit
“A” 
 -4- 









											
	 OSMETECH

Allowances/Contingency Log
 630/2010 
  

	 	 	 	 	 	 
	COR	  	Description	  	  	  	  	  	Description	  	Allowances
	 	 	 	 	 	 
	 No.
	  	
Starting Contingency

Balance
	  	 $21,275
	  	 Status
	  	 Starting Allowances

Balance
	  	$14,150
	 	 	 	 	 	 
	 	  	 	  	 	  	 	  	 	  	 
	
2
	  	  
 	  	3,742	  	approved	  	  
 	  	-7,500
	
6
	  	  
 	  	-3,680	  	approved	  	  
 	  	-2,100
	
10
	  	  
 	  	11,557	  	approved	  	  
 	  	  
 
	
12
	  	  
 	  	3,000	  	approved	  	  
 	  	  
 
	
15
	  	  
 	  	-3,662	  	approved	  	  
 	  	  
 
	
18
	  	  
 	  	-1,528	  	approved	  	  
 	  	  
 
	
20
	  	  
 	  	-2,415	  	approved	  	  
 	  	  
 
	  
 	  	  
 	  	  
 	  	  
 	  	  
 	  	  
 
	  
 	  	  
 	  	  
 	  	  
 	  	  
 	  	  
 
	  
 	  	  
 	  	  
 	  	  
 	  	  
 	  	  
 
	  
 	  	  
 	  	  
 	  	  
 	  	  
 	  	  
 
	  
 	  	  
 	  	  
 	  	  
 	  	  
 	  	  
 
	  
 	  	  
 	  	  
 	  	  
 	  	  
 	  	  
 
	  
 	  	  
 	  	  
 	  	  
 	  	  
 	  	  
 
	  
 	  	  
 	  	  
 	  	  
 	  	  
 	  	  
 
	  
 	  	  
 	  	  
 	  	  
 	  	  
 	  	  
 
	  
 	  	Balance  	  	$22,387	  	  
 	  	  
 	  	$4,550


  
 Exhibit
“A” 
 -5-