Common use of Additional TI Allowance Clause in Contracts

Additional TI Allowance. Landlord shall make available for the payment of Excess TI Costs an additional tenant improvement allowance (the “Additional TI Allowance”) of $[***], which shall, to the extent used, result in TI Rent pursuant to Section 4(d) of the First Amendment. Within 5 business days of receipt of the Budget from Landlord, Tenant shall notify Landlord in writing how much of the Additional TI Allowance Tenant has elected to receive from Landlord (the “Additional TI Allowance Election”); provided, however that if Tenant does not elect the full amount of the Additional TI Allowance in the Additional TI Allowance Election, Tenant may elect to have additional funds, not to exceed any positive amount remaining after subtraction of the amount elected in the Additional TI Allowance Election from the Additional TI Allowance, to be made available to pay for Excess TI Costs (if any, the “Subsequent Additional TI Allowance Election”), upon 10 business days’ prior written notice to Landlord, which prior written notice of any Subsequent Additional TI Allowance Election shall be given, if at all, within 45 days of the date of Tenant’s initial Additional TI Allowance Election. The Subsequent Additional TI Allowance Election and Additional TI Allowance Election (or if no Subsequent Additional TI Allowance Election is made within the time period required, the Additional TI Allowance Election itself) shall be final and binding on Tenant, and may not thereafter be modified without Landlord’s consent, which may be granted or withheld in Landlord’s sole and absolute subjective discretion.

Additional TI Allowance. In addition to the Tenant Improvement Allowance (as defined in the Work Letter), Landlord shall shall, subject to the terms of the Work Letter, make available for to Tenant the payment Additional Tenant Improvement Allowance (as defined in the Work Letter). Commencing on the Commencement Date and continuing thereafter on the first day of Excess TI Costs an additional tenant improvement allowance (each month during the “Additional TI Allowance”) of $[***], which shall, to the extent used, result in TI Rent pursuant to Section 4(d) of the First Amendment. Within 5 business days of receipt of the Budget from LandlordBase Term, Tenant shall notify Landlord in writing how much pay the amount necessary to fully amortize (i) 50% of the first $10.00 per rentable square foot of the Additional TI Tenant Improvement Allowance Tenant has elected to receive from Landlord disbursed by Landlord, if any, and (the “Additional TI Allowance Election”); provided, however that if Tenant does not elect the full amount ii) 100% of any additional portion of the Additional Tenant Improvement Allowance actually disbursed by Landlord, if any, in equal monthly payments with interest at a rate of 8% per annum over the Base Term, which interest shall begin to accrue on the date that Landlord first disburses such Additional Tenant Improvement Allowance or any portion(s) thereof (collectively, “TI Allowance in Rent”). Notwithstanding the Additional TI Allowance Electionforegoing, Tenant may elect to have additional funds, not to exceed any positive amount remaining after subtraction pay the outstanding and unamortized portion of the amount elected Additional Tenant Improvement Allowance that was actually funded by Landlord in full at any time without penalty. Any of the Additional TI Tenant Improvement Allowance Election from the Additional TI Allowanceand applicable interest payable by Tenant pursuant to this Section 4(b) (including, to be made available to pay for Excess TI Costs (if anywithout limitation, the “Subsequent Additional TI Allowance Election”), upon 10 business days’ prior written notice to Landlord, which prior written notice amounts set forth in subsection (i) above) remaining unpaid as of any Subsequent Additional TI Allowance Election the expiration or earlier termination of this Lease shall be given, if paid to Landlord in a lump sum at all, within 45 days the expiration or earlier termination of the date of Tenant’s initial Additional TI Allowance Election. The Subsequent Additional TI Allowance Election and Additional TI Allowance Election (or if no Subsequent Additional TI Allowance Election is made within the time period required, the Additional TI Allowance Election itself) shall be final and binding on Tenant, and may not thereafter be modified without Landlord’s consent, which may be granted or withheld in Landlord’s sole and absolute subjective discretionthis Lease.

Additional TI Allowance. In addition to the Tenant Improvement Allowance (as defined in the Work Letter), Landlord shall shall, subject to the terms of the Work Letter, make available for to Tenant the payment Additional Tenant Improvement Allowance (as defined in the Work Letter). Commencing on the Rent Commencement Date, and continuing thereafter on the first day of Excess TI Costs an additional tenant improvement allowance (each month during the “Additional TI Allowance”) of $[***], which shall, to the extent used, result in TI Rent pursuant to Section 4(d) of the First Amendment. Within 5 business days of receipt of the Budget from LandlordBase Term, Tenant shall notify Landlord in writing how much pay the amount necessary to fully amortize the portion of the Additional TI Tenant Improvement Allowance actually funded by Landlord, if any, in equal monthly payments with interest at a rate of 8% per annum over the Base Term, which interest shall begin to accrue on the date that Landlord first disburses such Additional Tenant has elected Improvement Allowance or any portion(s) thereof. Tenant acknowledges that because the Additional Tenant Improvement Allowance may be disbursed to receive from Landlord (Tenant in multiple disbursements following the “Commencement Date, the Additional TI Allowance Election”); providedRent payable by Tenant pursuant to this Section 4(b) may be adjusted following each such disbursement. Notwithstanding anything to the contrary contained herein, however that if Tenant does not elect may, at Tenant’s sole election, accelerate or pre-pay all or any portion of the full amount outstanding and unamortized portion of the Additional TI Tenant Improvement Allowance that was actually funded by Landlord in full at any time without penalty, in which event the amortizing payments shall be appropriately adjusted. Any of the Additional TI Tenant Improvement Allowance Election, Tenant may elect to have additional funds, not to exceed any positive amount and applicable interest remaining after subtraction unpaid as of the amount elected expiration or earlier termination of this Lease shall be paid to Landlord in a lump sum at the expiration or earlier termination of this Lease. The Additional Tenant Improvement Allowance shall be available for use by Tenant until the date that is twenty-four (24) months after the Commencement Date. Any portion of the Additional TI Tenant Improvement Allowance Election which has not been properly requested by Tenant from Landlord on or before the Additional TI Allowancedate that is twenty-four (24) months after the Commencement Date, to be made available to pay for Excess TI Costs (if any, the “Subsequent Additional TI Allowance Election”), upon 10 business days’ prior written notice to Landlord, which prior written notice of any Subsequent Additional TI Allowance Election shall be given, if at all, within 45 days of the date of forfeited and shall not be available for use by Tenant’s initial Additional TI Allowance Election. The Subsequent Additional TI Allowance Election and Additional TI Allowance Election (or if no Subsequent Additional TI Allowance Election is made within the time period required, the Additional TI Allowance Election itself) shall be final and binding on Tenant, and may not thereafter be modified without Landlord’s consent, which may be granted or withheld in Landlord’s sole and absolute subjective discretion.

Additional TI Allowance. Landlord shall make available for provide Tenant an allowance of up to Twenty-Five Thousand Dollars ($25,000.00), to be applied solely toward Tenant’s construction of additional conference room(s) and/or private office(s) within the payment of Excess TI Costs an additional tenant improvement allowance Premises (the as defined in Paragraph 1 above) (“Additional TI Allowance”) of $[***], which shall, ). Any such improvements shall be deemed “Tenant’s Work” as defined in the Work Letter attached to the extent usedOriginal Lease as Exhibit “C,” and shall be planned and constructed in accordance with the applicable provisions of said Work Letter. Provided that the above-described Tenant’s Work is constructed by Tenant’s Contractor in accordance with the Work Letter, result in TI Rent pursuant Landlord shall reimburse Tenant for Tenant’s actual construction costs up to Section 4(d) of the First Amendment. Within 5 business days of receipt of the Budget from Landlord, Tenant shall notify Landlord in writing how much of the Additional TI Allowance Tenant has elected to receive from Landlord (the “Additional TI Allowance Election”); provided, however that if Tenant does not elect the full amount of the Additional TI Allowance. Such Additional Allowance in shall be paid directly to Tenant within ten business days following: 1) proper recordation of a Notice of Completion for the Additional TI Allowance ElectionTenant’s Work; 2) receipt of all “unconditional waiver and release upon final payment for material and labor lien” releases from Tenant’s contractor, Tenant may elect to have additional fundssubcontractors, not to exceed any positive amount remaining after subtraction and suppliers; and 3) Landlord’s inspection and approval of the amount elected Tenant’s Work, which approval shall not be withheld so long as the Tenant’s Work has been performed in a good and workmanlike manner in accordance with the Additional TI Allowance Election approved Plans; provided, however, no such inspection shall impose any liability upon Landlord, nor absolve Tenant or Tenant’s Contractor from liability for any defect or failure to comply with the Additional TI Allowancerequirements hereof. Landlord shall further provide Tenant an allowance of up to Twelve Thousand Five Hundred Dollars ($12,500.00), to be made available to pay for Excess TI Costs applied solely toward fifty percent (if any, the “Subsequent Additional TI Allowance Election”), upon 10 business days’ prior written notice to Landlord, which prior written notice of any Subsequent Additional TI Allowance Election shall be given, if at all, within 45 days 50%) of the date actual costs of Tenant’s initial Additional TI Allowance Electionremoval and relocation of existing Information Systems equipment from ▇▇▇▇▇ ▇▇▇ ▇▇ ▇▇▇▇▇ ▇▇▇, including any repairs to Suite 510 necessitated by such removal (“IS Allowance”). The Subsequent Additional TI IS Allowance Election shall include no more than $3,000 of new equipment. Such removal and Additional TI Allowance Election (relocation shall be deemed “Tenant’s Work” as defined in the Work Letter attached to the Original Lease as Exhibit “C,” and shall be planned and constructed in accordance with the applicable provisions of said Work Letter; provided that the removal of the IS Equipment from Suite 510, and the completion of any repairs to Suite 510 necessitated by such removal, shall be completed on or if no Subsequent Additional TI Allowance Election is made within before February 16, 2003. Notwithstanding anything to the time period requiredcontrary contained in this First Amendment, the Additional TI IS Allowance Election itself) shall apply to work done both to Suite 510 as well as Suite 600. Provided that the above-described Tenant’s Work is constructed by Tenant’s Contractor in accordance with the Work Letter, Landlord shall reimburse Tenant for Tenant’s actual removal and relocation costs up to the amount of the IS Allowance. Such IS Allowance shall be paid directly to Tenant within ten business days following: 1) proper recordation of a Notice of Completion for the Tenant’s Work; 2) receipt of all “unconditional waiver and release upon final payment for material and binding on labor lien” releases from Tenant’s contractor, subcontractors, and may not thereafter be modified without suppliers; and 3) Landlord’s consentinspection and approval of the Tenant’s Work, which may approval shall not be granted withheld so long as the Tenant’s Work has been performed in a good and workmanlike manner in accordance with the approved Plans; provided, however, no such inspection shall impose any liability upon Landlord, nor absolve Tenant or withheld in LandlordTenant’s sole and absolute subjective discretion.Contractor from liability for any defect or failure to comply with the requirements hereof. Landlord /s/JC Tenant /s/RR

Additional TI Allowance. In addition to the Tenant Improvement Allowance (as defined in the Work Letter), Landlord shall shall, subject to the terms of the Work Letter, make available for to Tenant the payment Additional Tenant Improvement Allowance. Commencing on the Rent Commencement Date and continuing thereafter on the first day of Excess TI Costs an additional tenant improvement allowance (each month during the “Additional TI Allowance”) of $[***], which shall, to the extent used, result in TI Rent pursuant to Section 4(d) of the First Amendment. Within 5 business days of receipt of the Budget from LandlordBase Term, Tenant shall notify pay the amount necessary to fully amortize the portion of the Additional Tenant Improvement Allowance actually funded by Landlord, if any, in equal monthly payments with interest at a rate of % per annum over the Base Term, which interest shall begin to accrue on the date that Landlord in writing how much of first disburses such Additional Tenant Improvement Allowance or any portion(s) thereof (“TI Rent”). In the event that the Additional TI Allowance Tenant has elected is disbursed in tranches, interest shall begin to receive from Landlord (accrue on the “Additional amount of each tranche on the date that such tranche is disbursed. The TI Allowance Election”); provided, however that if Tenant does Rent shall not elect be subject to the full amount annual adjustments pursuant to Section 4(a) above. If any portion of the Additional TI Tenant Improvement Allowance in is, subject to the Additional TI Allowance Election, Tenant may elect to have additional funds, not to exceed any positive amount remaining after subtraction terms of the Work Letter, funded by Landlord after the Rent Commencement Date, the monthly amount elected of TI Rent payable by Tenant shall be adjustment in order to fully amortize the Additional TI Allowance Election from amounts funded after the Additional TI AllowanceRent Commencement Date in equal monthly payments with interest at a rate of % per annum over the remaining Base Term. Tenant shall have the right, any time after the month after the Rent Commencement Date, to be made available to pay for Excess prepay in full the then outstanding and unamortized TI Costs (if anyRent, without penalty. Any TI Rent remaining unpaid as of the “Subsequent Additional TI Allowance Election”), upon 10 business days’ prior written notice to Landlord, which prior written notice expiration or earlier termination of any Subsequent Additional TI Allowance Election this Lease shall be given, if paid to Landlord in a lump sum at all, within 45 days the expiration or earlier termination of the date of Tenant’s initial Additional TI Allowance Election. The Subsequent Additional TI Allowance Election and Additional TI Allowance Election (or if no Subsequent Additional TI Allowance Election is made within the time period required, the Additional TI Allowance Election itself) shall be final and binding on Tenant, and may not thereafter be modified without Landlord’s consent, which may be granted or withheld in Landlord’s sole and absolute subjective discretionthis Lease.

Additional TI Allowance. In addition to the Tenant Improvement Allowance, Tenant shall have the right, by written notice to Landlord shall make available for given on or before July 1, 2019, to use up to $[•] per rentable square foot of the payment of Excess TI Costs an additional tenant improvement allowance Premises (i.e., up to $[•]) (the “Additional TI Allowance”) to be applied towards the Cost of $[***], which shall, to Improvements for the extent used, result in TI Rent pursuant to Section 4(d) construction of the First AmendmentTenant Improvements in the Premises. Within 5 business days of receipt of In the Budget from Landlord, event Tenant shall notify Landlord in writing how much exercises its right to use all or any portion of the Additional TI Allowance Allowance, Tenant has elected shall be required to receive from Landlord pay Landlord, commencing on the date the Tenant Improvements are completed (the “Additional Payment Commencement Date”), the “Additional TI Allowance Election”); providedPayment,” as that term is defined below, however that if Tenant does not elect in consideration of Landlord provision of the full Additional TI Allowance. The “Additional TI Allowance Payment” shall be determined as the missing component of an annuity, which annuity shall have (i) the amount of the Additional TI Allowance utilized by Tenant as the present value amount, (ii) a number equal to the number of full calendar months then remaining in the Lease Term as the number of payments, (iii) a monthly interest factor equal to [•]%, which is equal to [•] percent ([•]%) divided by twelve (12) months per year, and (iv) the Additional TI Allowance Election, Tenant may elect to have additional funds, not to exceed any positive amount remaining after subtraction Payment as the missing component of the amount elected in annuity. Following the calculation of the Additional TI Allowance Election from Payment, Landlord and Tenant will enter into a lease amendment to confirm the Additional TI Allowance, to be made available to pay for Excess TI Costs (if any, the “Subsequent Additional TI Allowance Election”), upon 10 business days’ prior written notice to Landlord, which prior written notice amount thereof. Any portion of any Subsequent Additional TI Allowance Election shall be given, if at all, within 45 days of the date of Tenant’s initial Additional TI Allowance Election. The Subsequent Additional TI Allowance Election and Additional TI Allowance Election (or if no Subsequent Additional TI Allowance Election is made within the time period required, the Additional TI Allowance Election itself) which has not been claimed or drawn by Tenant prior to July 1, 2019, shall expire and shall no longer be final and binding on Tenant, and may not thereafter be modified without Landlord’s consent, which may be granted or withheld in Landlord’s sole and absolute subjective discretionavailable to Tenant thereafter.

Additional TI Allowance. Following the mutual execution and delivery of this Fifth Amendment by the parties, Landlord shall make available for the payment of Excess TI Costs an additional to Tenant a tenant improvement allowance of up to $671,670 (the “Additional TI Allowance”) for the design and construction of $[***]fixed and permanent improvements desired by and performed by Tenant and which improvements shall be of a fixed and permanent nature (the “Additional Tenant Improvements”). The Additional TI Allowance shall be available for the design and construction of Additional Tenant Improvements in the Premises only including, which shallwithout limitation, to the extent usedpainting, result flooring, carpeting and data cabling; provided, however, that in TI Rent pursuant to Section 4(d) of the First Amendment. Within 5 business days of receipt of the Budget from Landlord, Tenant shall notify Landlord in writing how much no event may more than 10% of the Additional TI Allowance be used to pay for Tenant’s data cabling. Tenant has elected acknowledges that upon the expiration of the Term of the Lease, the Additional Tenant Improvements shall become the property of Landlord and may not be removed by Tenant. Notwithstanding anything to receive from Landlord (the “contrary contained herein, the Additional TI Allowance Election”shall not be used to purchase any furniture, personal property or other non-Building system materials or equipment (other than data cabling subject to the limitation provided for in the first sentence of this Section 3); provided, however including, but not limited to, Tenant’s voice cabling, non-ducted biological safety cabinets and other scientific equipment not incorporated into the Additional Tenant Improvements. Except for the Additional TI Allowance, Tenant shall be solely responsible for all of the costs of the Additional Tenant Improvements. The Additional Tenant Improvements shall be treated as Alterations and shall be undertaken pursuant to Section 12 of the Lease. Landlord shall reimburse Tenant for the cost of the Additional Tenant Improvements in two (2) draws with the first draw payable once the Additional Tenant Improvements have been 50% completed and the second draw payable once the Additional Tenant Improvements have been 100% substantially completed. Each draw request shall be in Landlord’s standard form, containing evidence of the applicable costs (and payment of such costs) and such certifications, lien waivers (including a conditional lien release for each progress payment and unconditional lien releases for prior progress payments), inspection reports and other matters as is customary in the market, to the extent of Landlord’s reasonable approval thereof for payment, no later than 30 days following receipt of such draw request. Any amounts not so approved by Landlord because they fail to satisfy any of the disbursement requirements may be submitted by Tenant with the next requisition and shall be reimbursed by Landlord provided that if all of the applicable disbursement requirements are satisfied with request to the reimbursement being sought. The Additional TI Allowance shall only be available for use by Tenant does not elect for the full amount construction of the Additional Tenant Improvements until December 31, 2013, and any portion of the Additional TI Allowance which has not been requisitioned by Tenant in the Additional TI Allowance Electionaccordance with this paragraph on or before December 31, Tenant may elect to have additional funds2013, not to exceed any positive amount remaining after subtraction of the amount elected in the Additional TI Allowance Election from the Additional TI Allowance, to be made available to pay for Excess TI Costs (if any, the “Subsequent Additional TI Allowance Election”), upon 10 business days’ prior written notice to Landlord, which prior written notice of any Subsequent Additional TI Allowance Election shall be given, if at all, within 45 days of the date of forfeited and shall not be available for use by Tenant’s initial Additional TI Allowance Election. The Subsequent Additional TI Allowance Election and Additional TI Allowance Election (or if no Subsequent Additional TI Allowance Election is made within the time period required, the Additional TI Allowance Election itself) shall be final and binding on Tenant, and may not thereafter be modified without Landlord’s consent, which may be granted or withheld in Landlord’s sole and absolute subjective discretion.

Additional TI Allowance. In addition to the Tenant Improvement Allowance, Tenant shall have the right, by written notice to Landlord shall make available for given on or before the payment of Excess TI Costs an additional tenant improvement allowance date which is twelve (12) months following the Lease Commencement Date, to use up to $913,800.00 (the “Additional TI Allowance”) of $[***], which shall, to towards the extent used, result in TI Rent pursuant to Section 4(d) payment of the First AmendmentCosts of Improvement for the Tenant Improvements or Alterations performed by Tenant. Within 5 business days of receipt In the event Tenant exercises its right to use all or any portion of the Budget from LandlordAdditional TI Allowance, Tenant shall notify Landlord be required to pay Landlord, commencing on the date the Tenant Improvements or Alterations constructed with the Additional TI Allowance are completed (the “Additional Payment Commencement Date”) (provided however in writing how much connection with Alterations, in no event shall the Additional Payment Commencement Date occur later than the later of the Lease Commencement Date and twelve (12) months following the date of the first disbursement of the Additional TI Allowance Tenant has elected to receive from Landlord (for such Alterations), the “Additional TI Allowance Election”); providedPayment,” as that term is defined below, however in consideration of Landlord provision of the Additional TI Allowance. To the extent that there is any remaining Additional TI Allowance as of the date which is twelve (12) months following the Lease Commencement Date, Tenant shall have the right, upon not less than six (6) months prior written notice to delivered on or before the last day of the forty-eighth (48th) month of the Lease Term, to use such remaining Additional TI Allowance (up to a maximum of $456,900.00 even if Tenant does not elect the full a greater amount of the Additional TI Allowance in is then remaining). The “Additional TI Allowance Payment” shall be determined as the missing component of an annuity, which annuity shall have (i) the amount of the Additional TI Allowance Electionutilized by Tenant as the present value amount, Tenant may elect (ii) a number equal to have additional fundsthe number of full calendar months then remaining in the Lease Term as the number of payments, not (iii) a monthly interest factor equal to exceed any positive amount remaining after subtraction of the amount elected in seventy-five one-hundredths percent (0.75%), which is equal to nine percent (9%) divided by twelve (12) months per year, and (iv) the Additional TI Allowance Election from Payment as the Additional TI Allowance, to be made available to pay for Excess TI Costs (if any, the “Subsequent Additional TI Allowance Election”), upon 10 business days’ prior written notice to Landlord, which prior written notice of any Subsequent Additional TI Allowance Election shall be given, if at all, within 45 days missing component of the date annuity, and shall not be subject to annual escalations. Following the calculation of Tenant’s initial Additional TI Allowance Election. The Subsequent Additional TI Allowance Election and Additional TI Allowance Election (or if no Subsequent Additional TI Allowance Election is made within the time period required, the Additional TI Allowance Election itself) shall be final Payment, Landlord and binding on TenantTenant will enter into a lease amendment in the form of Exhibit G attached to the Lease, and may not thereafter be modified without Landlord’s consent, which may be granted or withheld in Landlord’s sole and absolute subjective discretionto confirm the amount thereof.

Additional TI Allowance. Landlord shall make available Provided that the costs to construct the Tenant Improvements (as defined in Exhibit B to the Second Amendment) exceed Landlord’s Construction Allowance (as defined in Paragraph 7 of the Second Amendment) plus the Third Amendment Allowance (i.e., such that Tenant would be required to come out of pocket with respect to such excess costs for the payment of Excess TI Costs Tenant Improvements), then Landlord agrees to provide Tenant with an additional tenant improvement allowance (the “Additional TI Allowance”) of up to $[***], which shall, 525,000 to the extent used, result in TI Rent pursuant to Section 4(d) be used by Tenant solely towards paying for that portion of the First Amendment. Within 5 business days cost of receipt constructing the Tenant Improvements in excess of the Budget from aggregate Landlord, ’s Construction Allowance and Third Amendment Allowance. In the event Tenant shall notify Landlord in writing how much desires to utilize any portion of the Additional TI Allowance Tenant has elected to receive from Landlord (the “Additional TI Allowance Election”); provided, however that if Tenant does not elect the full amount of the Additional TI Allowance in the Additional TI Allowance Election, Tenant may elect to have additional funds, not to exceed any positive amount remaining after subtraction of the amount elected in the Additional TI Allowance Election from the Additional TI Allowance, to be made available to pay for Excess TI Costs (if anythen Tenant shall make a one-time request on or before December 31, 2019, indicating in such request the “Subsequent amount of such Additional TI Allowance Election”)Tenant desires that Landlord disburse. Landlord and Tenant hereby agree that in the event Tenant notifies Landlord in writing that Tenant desires any portion of the Additional TI Allowance, upon 10 business days’ prior written notice such portion requested by Tenant shall be amortized (at a rate of interest equal to Landlordseven and one-half percent (7.5%) per annum) over the period commencing on the date that such sums were initially advanced or disbursed by Landlord and ending on the expiration of the Third Amendment Extension Term, which prior written notice and the monthly installments of any Subsequent Basic Annual Rent payable by Tenant with respect to the Existing Premises and Suite 1150 Space shall be increased by the monthly amount necessary to so amortize such Additional TI Allowance Election shall be given, if at all, within 45 days of so disbursed by Landlord. Tenant agrees to execute promptly an amendment to the date of Tenant’s initial Lease reflecting the increase in the Basic Annual Rent as described above. In the event Tenant fails to request such Additional TI Allowance Election. The Subsequent by December 31, 2019, then Tenant shall forfeit its right to request such Additional TI Allowance Election and Additional TI Allowance Election (or if no Subsequent Additional TI Allowance Election is made within the time period required, the Additional TI Allowance Election itself) shall be final and binding on Tenant, and may not thereafter be modified without Landlord’s consent, which may be granted or withheld in Landlord’s sole and absolute subjective discretionAllowance.

Additional TI Allowance. Commencing on the date of this Seventh Amendment, Landlord shall make available for the payment of Excess TI Costs an additional to Tenant a tenant improvement allowance equal to $35.00 per rentable square foot of the Premises, or $1,920,135 in the aggregate (the “Additional TI Allowance”) ), for the design and construction after the date of $[***], which shall, this Seventh Amendment of Alterations to the extent used, result in TI Rent Premises (which Alterations shall be designed and constructed pursuant to and in accordance with this Section 4(d) 7 and Section 12 of the First AmendmentLease) (“Seventh Amendment Alterations”). Within 5 business days Except as otherwise provided in this Section 7, the Additional Allowance shall only be available for the hard and soft costs of receipt construction of such Seventh Amendment Alterations; provided that a portion of the Budget from LandlordAdditional Allowance, up to $2.00 per rentable square foot of the Premises may be used toward the cost of Tenant’s teledata/computer cabling for the Premises. Tenant acknowledges that upon the expiration of the Term of the Lease, all Seventh Amendment Alterations shall become the property of Landlord and may not be removed by Tenant, nor shall Tenant have the right to remove such Seventh Amendment Alterations at any time during the Term. Except for the Additional Allowance, Tenant shall notify be solely liable for all of the costs of any and all Seventh Amendment Alterations. The Seventh Amendment Alterations may be constructed in phases. During the course of design and construction of any phase of Seventh Amendment Alterations, Landlord shall reimburse Tenant or pay directly to Tenant’s contractors on a pro rata basis a percentage of the costs of the applicable phase of the Seventh Amendment Alterations (equal to the percentage that the remaining Additional Allowance bears to the total budget for such Seventh Amendment Alterations) once a month against a draw request in writing how much Landlord’s standard form and all applicable Reimbursement Deliveries, no later than 30 days following receipt of such draw request. Upon completion of the applicable phase of Seventh Amendment Alterations (and prior to any final disbursement of the Additional TI Allowance in connection with such phase of Seventh Amendment Alterations) Tenant has elected shall deliver to Landlord the following items: (i) sworn statements setting forth the names of all contractors and subcontractors who did work on such phase of the Seventh Amendment Alterations and final lien waivers from all such contractors and subcontractors; and (ii) “as built” plans or marked-up construction drawings for the Seventh Amendment Alterations constructed during such phase. Landlord shall be entitled to receive from the benefit of all construction warranties and manufacturer’s equipment warranties relating to equipment installed in the Premises as part of the Seventh Amendment Alterations. If Landlord (the “Additional TI Allowance Election”); provided, however that if Tenant does not elect reimburse the cost of Seventh Amendment Alterations (up the full amount of the Additional TI Allowance Allowance) to Tenant within (x) if Landlord does not dispute such costs, the date that is 90 days after Tenant’s delivery to Landlord of all required Reimbursement Deliveries, or (y) if Landlord disputes such costs, the date that is 90 days after the earlier to occur of (1) the date the parties mutually agree on such costs and Landlord’s responsibility therefor, and (2) the date a final judgment is issued by a court of law or an out of court settlement is reached by the parties with respect to such costs, then, in the Additional TI Allowance Electioneach case, Tenant may elect deduct from Base Rent next payable by Tenant under the Lease the amount of such costs. The contractor for the Seventh Amendment Alterations shall be selected by Tenant, subject to have additional funds, not Landlord’s approval. Prior to exceed any positive amount remaining after subtraction the commencement of each phase of the amount elected in Seventh Amendment Alterations, Tenant shall deliver to Landlord a copy of any contract with Tenant’s contractors (including the Additional TI Allowance Election architect), and certificates of insurance from any contractor performing any part of such phase of the Additional TI AllowanceSeventh Amendment Alterations evidencing industry standard commercial general liability, automotive liability, “builder’s risk”, and workers’ compensation insurance. Tenant shall cause the general contractor to be made available to pay for Excess TI Costs provide a certificate of insurance naming Landlord, Alexandria Real Estate Equities, Inc., and Landlord’s lender (if any) as additional insureds for the general contractor’s liability coverages required above. With respect to any portion of the Additional Allowance not used before January 31, 2016, commencing in the “Subsequent Additional TI Allowance Election”)calendar year 2016, prior to July 30th of each year, Tenant shall deliver to Landlord for Landlord’s approval, in Landlord’s reasonable discretion, a preliminary scope of work and budget (which preliminary scope of work and budget shall be merely an estimate and shall not be binding on Tenant) for the Seventh Amendment Alterations desired by Tenant to be constructed during the 12-month period following Tenant’s delivery of such preliminary scope of work and budget to Landlord. The Seventh Amendment Alterations reflected in each applicable preliminary scope of work and budget shall be designed and constructed by Tenant pursuant to the terms of Section 12 of the Lease and this Section 7. Notwithstanding anything to the contrary contained herein, Tenant may, upon 10 business days’ prior written notice to Landlord, elect to use all or a portion of the Additional Allowance to cover costs of the Base Building Alterations for which prior written notice Tenant is responsible, if any. The Additional Allowance shall only be available for use by Tenant for the design and construction of Seventh Amendment Alterations (or, if elected by Tenant pursuant to the immediately preceding sentence, the cost of Base Building Alterations for which Tenant is responsible). Tenant shall have no right to the use or benefit of any Subsequent Additional TI Allowance Election shall be given, if at all, within 45 days portion of the date Additional Allowance not requisitioned by Tenant in accordance with this Section 7 prior to the expiration of Tenant’s initial Additional TI Allowance Election. The Subsequent Additional TI Allowance Election and Additional TI Allowance Election (or if no Subsequent Additional TI Allowance Election is made within the time period required, the Additional TI Allowance Election itself) shall be final and binding on Tenant, and may not thereafter be modified without Landlord’s consent, which may be granted or withheld in Landlord’s sole and absolute subjective discretionTerm.

Additional TI Allowance. In addition to the TI Allowance (as defined in the Work Letter), Landlord shall shall, subject to the terms of the Work Letter, make available for the payment of Excess TI Costs to Tenant an additional tenant improvement allowance (the “Additional TI Allowance”) ” in the amount of $[***], which shall, to 55.00 per rentable square foot of the extent used, result Premises (including the Expansion Premises) for the construction of Tenant Improvements in TI Rent the Premises (including the Expansion Premises) pursuant to Section 4(d) and in accordance with the terms of the First AmendmentWork Letter. Within 5 business days of receipt of the Budget from Landlord, Tenant shall notify Landlord in writing how much For every $1.00 of the Additional TI Allowance Tenant has elected elects to receive from Landlord (use, Tenant shall pay Additional Rent under the “Lease equal to $0.1585 per rentable square foot of the Premises per year. For example, if the entire Additional TI Allowance Election”); providedwas disbursed by Landlord, however that if then Tenant does not elect would be required to pay Additional Rent in the amount of $8.72 per rentable square foot of the Premises per year, which Additional Rent shall be due on the first day of each month of the Base Term commencing on the Rent Commencement Date. The Additional Rent payable pursuant to this Section 7 shall be increased on each Adjustment Date by the Rent Adjustment Percentage. For the avoidance of doubt, subject to the terms of Section 5(a) of the Work Letter and the terms of this Section 7, Tenant is entitled to the TI Allowance and the Additional TI Allowance, which together equal $110.00 per rentable square foot of the Premises (including the Expansion Premises) in the aggregate. If Landlord disburses the full amount of the TI Allowance and the full amount of the Additional TI Allowance Allowance, then, commencing on the Rent Commencement Date, Tenant shall be required to pay Base Rent in the Additional TI Allowance Election, Tenant may elect to have additional funds, not to exceed any positive amount remaining after subtraction of $23.67 per rentable square foot of the amount elected Premises per year, plus Additional Rent pursuant to this Section 7 in the Additional TI Allowance Election from the Additional TI Allowance, to be made available to pay for Excess TI Costs (if any, the “Subsequent Additional TI Allowance Election”), upon 10 business days’ prior written notice to Landlord, which prior written notice amount of any Subsequent Additional TI Allowance Election shall be given, if at all, within 45 days $8.72 per rentable square foot of the date Premises per year for a total of Tenant’s initial Additional TI Allowance Election$32.39 per rentable square foot of the Premises per year. The Subsequent Additional TI Allowance Election reference to “18 months after the Commencement Date” in the last paragraph of Section 5(b) of the Work Letter is hereby amended and Additional TI Allowance Election (or if no Subsequent Additional TI Allowance Election is made within the time period requiredrestated to March 31, the Additional TI Allowance Election itself) shall be final and binding on Tenant, and may not thereafter be modified without Landlord’s consent, which may be granted or withheld in Landlord’s sole and absolute subjective discretion2018.