Vera Whole Health 6/7/2019 - Laserfiche WebLink

(g) Failure to Perform Required Conditions. If Employer fails to perform one or more of the Required Con.itions,Vera shall provide written notice("First Notice")to Employer by email,US Mail or Overnig t Mail,which notice shall describe(i)the Required Conditions which have not been performed a d(ii)the actions needed by Employer to meet all Required Conditions. Failure to provide such not ce and opportunity to cure means that Vera may not use non- performance of Required Conditions as reason to not pay the Conditional Fee Refund or the Performance Guarantee Rei und. If,within 60 days after the First Notice,the non-performance has not been cured by Employ Jr,or, if the cure reasonably takes longer than 60 days,the Employer is not diligently and continuo sly progressing towards cure,then Vera shall provide a final written notice("Final Notice")to :mployer,which notice shall describe the failure of Employer to perform the Required Conditions d ring such period. Effective upon delivery of the Final Notice,this Section 1.3 shall be termin•ted and of no further force or effect. If Employer cures during such period,then Employer's fa lure to perform Required Conditions prior to such cure may not be used as reason to not pay the Pei ormance Guarantee Refund or the Conditional Fee Refund. 2. Start Up Expenses. Constructing,setting up and equipping the Clinic involves expenditures for,among other things,to ant improvements,and equipment and supplies,each of which shall be paid by Vera and reim ursed by Employer in accordance with this Section 2 ("Start-Up Expenses"). (a) Tenant Im rovements. Tenant improvements at the Clinic are Start-Up Expenses. Vera will require that its c ntractor will pay Washington prevailing wages, chapter 39.12 RCW. Prior to beginning any Cli is tenant improvements: 1. Ver: must have provided Employer's HR Director(or other person designated by Employer) ith a reasonable opportunity to comment on proposed layouts, finishes,materials, and pl.ns and specifications. 2. Em loyer's City Attorney must have approved the Clinic lease, as set forth in Section 6 of this S hedule. 3. Emoloyer's Finance Director must have approved the construction contract price,which appr i val will not be unreasonably withheld. All invoice. from Vera for tenant improvement costs must be accompanied by a copy of the contractor invoice to Vera and any other back-up information reasonably requested by Employer. Vera will nit mark-up tenant improvement costs. Employer will pay invoices within 30 days after recei it. If a proposed change order to the construction contract will, together with previous ch.t ge orders, cause the total contract price to exceed the original contract price by more tha 10%,then the change order must be submitted to Employer's Finance Director(or other person designated by Employer) for written pre-approval,which approval will not be unrea.onably withheld. All proposed change orders must be submitted by email to the following email addresses: SHauEenneverettwa.2ov, Schedule 2, Page 7