SYSTEMS. ANY CHANGES TO THE TI
CONSTRUCTION DRAWINGS FOLLOWING LANDLORD'S AND TENANT'S APPROVAL OF SAME
REQUESTED BY TENANT SHALL BE PROCESSED AS PROVIDED IN SECTION 4 HEREOF.
3.
PERFORMANCE OF LANDLORD'S WORK.
(A)
DEFINITION OF LANDLORD'S WORK. AS USED HEREIN, "LANDLORD'S WORK"
SHALL MEAN THE WORK OF CONSTRUCTING THE TENANT IMPROVEMENTS.
(B)
COMMENCEMENT AND PERMITTING. LANDLORD SHALL COMMENCE CONSTRUCTION
OF THE TENANT IMPROVEMENTS UPON OBTAINING A BUILDING PERMIT (THE "TI PERMIT")
AUTHORIZING THE CONSTRUCTION OF THE TENANT IMPROVEMENTS CONSISTENT WITH THE TI
CONSTRUCTION DRAWINGS APPROVED BY TENANT. THE COST OF OBTAINING THE TI PERMIT
SHALL BE PAYABLE FROM THE TI FUND. TENANT SHALL ASSIST LANDLORD IN OBTAINING THE
TI PERMIT. IF ANY GOVERNMENTAL AUTHORITY HAVING JURISDICTION OVER THE
CONSTRUCTION OF LANDLORD'S WORK OR ANY PORTION THEREOF SHALL IMPOSE TERMS OR
CONDITIONS UPON THE CONSTRUCTION THEREOF THAT:
(I) ARE INCONSISTENT WITH
LANDLORD'S OBLIGATIONS HEREUNDER, (II) INCREASE THE COST OF CONSTRUCTING
LANDLORD'S WORK, OR (III) WILL MATERIALLY DELAY THE CONSTRUCTION OF LANDLORD'S
WORK,
2
LANDLORD AND TENANT SHALL REASONABLY AND IN GOOD FAITH SEEK MEANS BY WHICH TO
MITIGATE OR ELIMINATE ANY SUCH ADVERSE TERMS AND CONDITIONS.
(C)
COMPLETION OF LANDLORD'S WORK. ON OR BEFORE THE TARGET
COMMENCEMENT DATE (SUBJECT TO TENANT DELAYS AND FORCE-MAJEURE DELAYS), LANDLORD
SHALL SUBSTANTIALLY COMPLETE OR CAUSE TO BE SUBSTANTIALLY COMPLETED LANDLORD'S
WORK IN A GOOD AND WORKMANLIKE MANNER, IN ACCORDANCE WITH THE TI PERMIT SUBJECT,
IN EACH CASE, TO MINOR VARIATIONS AND NORMAL "PUNCH LIST" ITEMS OF A
NON-MATERIAL NATURE THAT DO NOT INTERFERE WITH THE USE OF THE BASEMENT SPACE AND
OBTAIN A CERTIFICATE OF OCCUPANCY OR TEMPORARY CERTIFICATE OF OCCUPANCY FROM THE
OFFICE OF THE BUILDING INSPECTOR OF THE CITY OF CAMBRIDGE WITH RESPECT TO THE
LANDLORD'S WORK ("SUBSTANTIAL COMPLETION" OR "SUBSTANTIALLY COMPLETE"). UPON
SUBSTANTIAL COMPLETION OF LANDLORD'S WORK, LANDLORD SHALL REQUIRE THE TI
ARCHITECT AND THE GENERAL CONTRACTOR TO EXECUTE AND DELIVER, FOR THE BENEFIT OF
TENANT AND LANDLORD, A CERTIFICATE OF SUBSTANTIAL COMPLETION IN THE FORM OF THE
AMERICAN INSTITUTE OF ARCHITECTS ("AIA") DOCUMENT G704. FOR PURPOSES OF THIS
WORK LETTER, "MINOR VARIATIONS" SHALL MEAN ANY MODIFICATIONS REASONABLY
REQUIRED:
(I) TO COMPLY WITH ALL APPLICABLE LEGAL REQUIREMENTS AND/OR TO OBTAIN
OR TO COMPLY WITH ANY REQUIRED PERMIT (INCLUDING THE TI PERMIT) PROVIDED THAT
SUCH MODIFICATION IS NOT LIKELY TO HAVE A MATERIAL ADVERSE EFFECT ON TENANT'S
USE OF THE BASEMENT SPACE OR MATERIALLY AFFECT THE ABILITY TO PROMPTLY OBTAIN A
PERMANENT CERTIFICATE OF OCCUPANCY FOR THE BASEMENT SPACE; (II) TO COMPLY WITH
ANY REQUEST BY TENANT FOR MODIFICATIONS TO LANDLORD'S WORK; (III) TO COMPORT
WITH GOOD DESIGN, ENGINEERING, AND CONSTRUCTION PRACTICES THAT ARE NOT MATERIAL;
OR (IV) TO MAKE REASONABLE ADJUSTMENTS FOR FIELD DEVIATIONS OR CONDITIONS
ENCOUNTERED DURING THE CONSTRUCTION OF LANDLORD'S WORK.
(D)
SELECTION OF MATERIALS. WHERE MORE THAN ONE TYPE OF MATERIAL OR
STRUCTURE IS INDICATED ON THE TI CONSTRUCTION DRAWINGS APPROVED BY LANDLORD AND
TENANT, THE OPTION WILL BE SELECTED AT LANDLORD'S SOLE AND ABSOLUTE SUBJECTIVE
DISCRETION. AS TO ALL BUILDING MATERIALS AND EQUIPMENT THAT LANDLORD IS
OBLIGATED