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EXHIBIT A <br /> WORK LETTER <br /> THIS WORK LE+TTER(this"Work Letter")is attached to and incorporated into the First <br /> Amendment. Supplementing the provisions of the Lease (as alnended by Clio First Amendment), <br /> but without limiting those provisions, .Landlord and Tenant agree as follows with respect to the <br /> Tenant Improvements to be installed in the Premises. <br /> 1. Pu. rpose_ This Work Letter establishes responsibilities for the design and <br /> construction of the Tenant Improvements as well as the allocation of the costs of the Tenant <br /> Improvenents. The terms, conditions, and requirements of the Lease, except where clearly <br /> inconsistent or inapplicable to this Work Letter, are incorporated into this Work Letter. <br /> 2. Definitions. The following defined terms used in this Work Letter shall have the <br /> meanings set forth below. Unless provided to the contrary herein, any other capitalized term that <br /> is not defined in this Work Letter shall have the meaning given to that terra in the Lease. <br /> (a) "Approved Working Drawings"is defined.in Section 3(c) hereof. <br /> (b) "Building Systems" means the strvetural portions of the Building, the <br /> common area restrootns, elevators, the Building's HVAC, mechanical, electrical, <br /> plumbing,and fire and life safety systems and equipment(including,but not limited to,the <br /> -fire alarm and fire sprinklers). <br /> (c) "Contractor" means the general contractor engaged by Landlord for <br /> performance of the Landlord Work pursuant to Section 4 hereof <br /> (d) "Coast Proposal"is defined.in Section 5(a)hereof: <br /> (c) "Days"trreans, unless otherwise indicated,calendar days. <br /> (f) "Landlord Coordination Fee" means a fee equal to five percent (5%) of <br /> the hard and soft costs of the Landlord Work charged by Landlord for its services in <br /> managing the design and construction of the Tenant Improvements, and such fee will be <br /> included in the cost of the.Landlord Work and deducted.from the:Tenant Allowance. <br /> (g) "Landlord's Representative" means Dana Duarte as the only person <br /> authorized to act for Landlord pursuant to this Work Letter. Tenant shal I not be obligated <br /> to respond to or act upon any request, approval, inquiry or other communication from or <br /> on behalf of Landlord in. connection with this Work Letter unless such communication is <br /> in writing from Landlord's Representative. .Landlord may change the .Landlord's <br /> Representative at any time upon not less than five (5) days' advance written notice to <br /> Tenant. <br /> (h) ".Landlord WorV means all work necessary and appropriate to complete <br /> the Tenant Improvements in accordance with this Work Letter and the Lease. <br /> 6 <br /> 5910216.11 <br />