BEING
HEREIN CALLED THE "SLC PLANS & SPECIFICATIONS"). THE SLC PLAN & SPECIFICATIONS
SHALL BE SUBJECT TO THE REASONABLE APPROVAL OF BOTH LANDLORD AND TENANT, AND
LANDLORD SHALL CAUSE THE SAME TO BE REVISED UNTIL THE SAME HAS BEEN APPROVED BY
BOTH PARTIES (THE SLC PLAN & SPECIFICATIONS, AS FINALLY APPROVED BY BOTH
LANDLORD AND TENANT, BEING HEREIN CALLED THE "FINAL SLC PLANS &
SPECIFICATIONS"). ANY DISPUTES WITH RESPECT TO EITHER PARTY'S APPROVAL OF THE
SLC PLANS & SPECIFICATIONS SHALL BE RESOLVED IN ACCORDANCE WITH ARTICLE XII
HEREOF. THE SLC PLANS & SPECIFICATIONS SHALL REFLECT IMPROVEMENTS OF A TYPE AND
QUALITY CONSISTENT WITH BUILDING STANDARDS.
(3)
AFTER BOTH PARTIES HAVE APPROVED THE SLC PLANS & SPECIFICATIONS,
LANDLORD WILL (I) APPLY FOR, AND OBTAIN, ALL NECESSARY GOVERNMENTAL APPROVALS
AND PERMITS IN CONNECTION WITH THE DEMISING WORK AS SHOWN ON THE FINAL SLC
PLANS & SPECIFICATIONS, AND (II) CAUSE THE DEMISING WORK TO BE PERFORMED IN
SUBSTANTIAL ACCORDANCE WITH THE FINAL SLC PLANS & SPECIFICATIONS, UTILIZING ONE
OR MORE CONTRACTORS REASONABLY APPROVED BY TENANT; IT BEING AGREED, IN THAT
REGARD, THAT LANDLORD SHALL SOLICIT BIDS FROM NO LESS THAN THREE (3) CONTRACTORS
FOR THE DEMISING WORK AND REVIEW THE SAME WITH TENANT PRIOR TO PROPOSING A
CONTRACTOR FOR TENANT'S
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REASONABLE ACCEPTANCE. LANDLORD SHALL CAUSE ALL CONTRACTORS TO ALLOCATE THEIR
PRICE AND/OR COSTS BETWEEN THE PRIMARY DEMISING WORK AND THE OTHER DEMISING
WORK. LANDLORD AND TENANT SHALL COOPERATE WITH EACH OTHER, IN GOOD FAITH, TO
COORDINATE THE SCHEDULING OF THE DEMISING WORK IN AN EFFORT TO COMPLETE THE SAME
IN AS TIMELY A MANNER AS PRACTICABLE, CONSISTENT WITH (X) THE REQUIREMENTS OF
SECTION 1.7(D)(4) OR SECTION 11.2(B)(3) HEREOF, AS THE CASE MAY BE, AND (Y) IN
ALL EVENTS, TENANT'S CONTINUED USE AND OCCUPANCY OF ANY ADJOINING PORTIONS OF
THE LEASED PREMISES.
(4)
ALL DEMISING WORK COSTS SHALL BE PAID BY LANDLORD; PROVIDED,
HOWEVER, THAT TENANT, AS HEREINAFTER PROVIDED, SHALL BE OBLIGATED TO PAY TO
LANDLORD, AS ADDITIONAL RENT, AN AMOUNT ("TENANT'S REIMBURSEMENT AMOUNT") EQUAL
TO THE SUM OF (I) 100% OF THE PORTION OF THE PRIMARY DEMISING WORK COSTS, PLUS
(II) TENANT'S SHARE OF THE OTHER DEMISING WORK COSTS, DETERMINED BY MULTIPLYING
THE OTHER DEMISING WORK COSTS BY THE TENANT'S OCCUPANCY PERCENTAGE (DETERMINED
IMMEDIATELY FOLLOWING THE SURRENDER OF SUCH SURRENDER RELEASE SPACE OR VACATE
SPACE, AS THE CASE MAY BE). WITHIN THIRTY (30) DAYS AFTER COMPLETION OF THE
DEMISING WORK (AND FINALIZATION, BETWEEN THE PARTIES, OF THE PRIMARY DEMISING
WORK COSTS AND THE OTHER DEMISING WORK COSTS), TENANT SHALL EITHER (I) PAY
TENANT'S REIMBURSEMENT AMOUNT TO LANDLORD IN A LUMP-SUM PAYMENT, OR (II) ELECT
TO PAY THE SAME TO LANDLORD ON AN AMORTIZED BASIS OVER THE BALANCE OF THE
INITIAL TERM, WITH AN INTEREST FACTOR USING A RATE EQUAL TO THE PRIME RATE (IN
EFFECT AS OF THE COMPLETION OF THE DEMISING WORK), IN WHICH EVENT, TENANT SHALL
PAY SUCH AMOUNT, AS SO AMORTIZED, THROUGH EQUAL MONTHLY ADDITIONAL RENT PAYMENTS
PAYABLE ON THE FIRST DAY OF EACH MONTH THEN REMAINING IN