PURSUANT TO THIS
WORK LETTER, FOLLOWING WRITTEN NOTICE FROM TENANT TO LANDLORD OF SUCH FAILURE,
AND PROVIDED THAT LANDLORD DOES NOT CURE SUCH FAILURE WITHIN TEN (10) BUSINESS
DAYS OF SUCH NOTICE, THEN, IN ADDITION TO ANY OTHER RIGHTS AND REMEDIES AT LAW
OR EQUITY, TENANT MAY CREDIT AGAINST TENANT'S NEXT OBLIGATIONS TO PAY RENT UNDER
THE LEASE SUCH UNFUNDED AMOUNT, PLUS INTEREST AT THE DEFAULT RATE FROM THE DATE
SUCH PAYMENT WAS REQUIRED UNTIL THE DATE OF THE RENTAL CREDIT. THE FOREGOING
RIGHT OF TENANT TO CREDIT AGAINST RENT DUE SHALL NOT APPLY IF LANDLORD
REASONABLY DISPUTES IN WRITING ANY OR ALL OF ITS OBLIGATION TO REIMBURSE TENANT
FROM THE TI ALLOWANCE.
8.
TENANT ACCESS.
(A)
TENANT'S ACCESS RIGHTS. LANDLORD HEREBY AGREES TO PERMIT TENANT
ACCESS, AT TENANT'S SOLE RISK AND EXPENSE, TO THE BUILDING WITHOUT ANY
OBLIGATION TO PAY RENT: (I) AS OF THE DATE OF INITIAL DELIVERY IN ORDER TO
PERFORM TENANT'S WORK PROVIDED THAT SUCH TENANT'S WORK IS COORDINATED WITH
LANDLORD'S ARCHITECT AND LANDLORD'S GENERAL CONTRACTOR, AND COMPLIES WITH THE
LEASE AND ALL OTHER REASONABLE RESTRICTIONS AND CONDITIONS LANDLORD MAY IMPOSE
AND (II) PRIOR TO THE COMPLETION OF LANDLORD'S WORK, TO INSPECT AND OBSERVE WORK
IN PROCESS; ALL SUCH ACCESS SHALL BE DURING NORMAL BUSINESS HOURS OR AT SUCH
OTHER TIMES AS ARE REASONABLY DESIGNATED BY LANDLORD. LANDLORD SHALL NOT CHARGE
DIRECTLY OR
10
indirectly for the use of elevators, hoists, water, electricity, HVAC, security,
or parking used at the Premises prior to the Commencement Date. Notwithstanding
the foregoing, neither Tenant nor the Tenant Parties shall have any right to
enter onto the Premises or the Project unless and until Tenant has delivered to
Landlord evidence reasonably satisfactory to Landlord demonstrating that the
insurance required to be obtained by Tenant pursuant to Section 5(a) above, has
been placed in connection with such pre-commencement access, and is in full
force and effect. Any entry by Tenant shall comply with all established safety
practices of Landlord's contractor and Landlord until completion of Landlord's
Work and acceptance thereof by Tenant.
(B)
NO INTERFERENCE. NEITHER TENANT NOR ANY TENANT PARTY SHALL
INTERFERE WITH THE PERFORMANCE OF LANDLORD'S WORK, NOR WITH ANY INSPECTIONS OR
ISSUANCE OF FINAL APPROVALS BY THE COUNTY OF SAN DIEGO OR THE CITY OF SAN DIEGO;
PROVIDED, HOWEVER, THAT LANDLORD AND TENANT SHALL ACT REASONABLY TO CAUSE THEIR
RESPECTIVE CONTRACTORS, SERVICE PROVIDERS, AND WORKMEN INVOLVED IN THE
CONSTRUCTION OF LANDLORD'S WORK AND TENANT'S WORK TO ACT IN LABOR HARMONY WITH
ONE ANOTHER.
(C)
NO ACCEPTANCE OF PREMISES. THE FACT THAT TENANT MAY, WITH
LANDLORD'S CONSENT, ENTER INTO THE PROJECT PRIOR TO THE DATE OF SUBSTANTIAL
COMPLETION OF LANDLORD'S WORK FOR THE PURPOSE OF PERFORMING ANY TENANT'S WORK
SHALL NOT BE DEEMED AN ACCEPTANCE BY TENANT OF POSSESSION OF THE PREMISES, BUT
IN SUCH EVENT TENANT SHALL INDEMNIFY AND HOLD LANDLORD HARMLESS FROM ANY LOSS OF
OR DAMAGE TO TENANT'S PROPERTY, COMPLETED WORK, FIXTURES, EQUIPMENT, MATERIALS
OR MERCHANDISE, AND FROM LIABILITY FOR DEATH OF, OR INJURY TO,