Common use of Allowance Clause in Contracts

Allowance. (a) Landlord will provide Tenant an allowance (the “Tenant Allowance”) equal to Fifteen and No/100 ($15.00) Dollars per square foot of Rentable Area in each Phase of the Premises, which equals a, total amount of Four Hundred Eighty-Five Thousand Two Hundred Thirty-Five and No/100 ($485,235.00) Dollars for Phase 1, and Four Hundred Fourteen Thousand Nine Hundred Ninety and No/100 ($414,990.00) Dollars for Phase 2 (subject to adjustment as provided in Section 1 of the Lease). To the extent that the total cost of the construction of the Tenant Improvements to the Premises exceeds the Tenant Improvement Allowance based on the Construction Budget, Tenant shall pay the full amount of such excess (“Tenant’s Costs”) as follows: (i) Prior to commencement of construction of the Tenant Improvements, Tenant shall pay Landlord an amount equal to twenty-five (25%) percent of the Tenant’s Costs, as such amount is then determined by reference to the Construction Budget. Such twenty-five (25%) percent shall be maintained in an interest-bearing escrow account non-commingled with the Landlord’s other funds until such time as Tenant has paid to Landlord the remaining seventy-five (75%) percent of the Tenant’s Costs, at which time Landlord; will utilize such twenty-five (25%) percent (plus accrued interest) for the monthly payments of Tenant’s Costs, as described below. (ii) The remaining seventy-five (75%) percent of Tenant’s Costs shall be paid by Tenant to Landlord in monthly installments, based upon requests for payment submitted by Landlord not more than monthly. Each request for payment shall be accompanied by a copy of the documentation submitted or to be submitted by Landlord to its construction lender as an application for draws under Landlord’s construction loan (including, without limitation, a certification by the Architect that all work up to the date of the request for payment has been substantially completed, along with any partial releases of lien and/or contractor affidavits based on partial payment). Tenant shall pay to Landlord, within ten (10) days after submission of such items, an amount equal to Tenant’s pro-rata share of the cost of the Tenant Improvements. In the event Tenant disputes any payment required to be made, the approval of a draw request by Landlord’s construction lender shall be evidence that the payment is properly due from Tenant; provided, however, that if Tenant has a bona fide, good faith dispute as to whether a payment is properly due, Tenant may elect to pay such amount “under protest,” so that Tenant may reserve its rights with respect to such payments. (iii) After Substantial Completion of each Phase, Landlord shall submit to Tenant a final accounting of Tenant’s Costs together with reasonable supporting documentation (including, without limitation, invoices from those to whom remaining amounts are due, to the extent available). Within thirty (30) days thereafter, Tenant shall pay Landlord the then remaining balance of Tenant’s Costs, or Landlord shall reimburse Tenant as to any excess amounts previously paid, as the case may be. Tenant’s Costs represent a reimbursement of monies expended by Landlord on Tenant’s behalf. Payment when due shall be a condition to Landlord’s continued performance under this Workletter. Any delay in construction of the Tenant Improvements or in Tenant taking occupancy of the Premises resulting from Tenant’s failure to make any Tenant’s Costs payments when due shall be Tenant’s responsibility. Tenant’s failure to pay any portion of Tenant’s Costs when due shall constitute a default under the Lease (subject to any applicable notice requirements or grace periods), entitling Landlord to all of its remedies thereunder. (b) The Tenant Allowance shall be used for the cost of the construction of the Tenant Improvements (including, without limitation, reasonable architectural and engineering fees (subject to the limitation in Section 3(d), above) and permitting fees to the extent applicable to the Tenant Improvements only). Tenant shall receive a credit against the Base Rent to become due under the Lease for any unused portion of the Tenant Allowance, but in no event shall such credit exceed $50,000.00. (c) In addition to the Tenant Allowance, Landlord will make available to Tenant an additional allowance of up to One Hundred Fifty Thousand and No/100 ($150,000.00) Dollars for each of Phase 1 and Phase 2 to be used to fund the increased capacity of the HVAC system over the HVAC system being provided as part of the Shell Improvements, as described in Exhibit D (the “Additional Allowance”). Tenant shall repay the Additional Allowance (plus simple interest at the rate of nine (9%) percent per annum), plus sales tax, to Landlord as follows: Commencing on the Commencement Date of each Phase and continuing on the first day of each month thereafter throughout the fifteen (15) year Term of each Phase, Tenant shall pay to Landlord (along with Tenant’s regular monthly payments of Base Rent, with the same provisions for late charges and defaults as applicable to Base Rent payments) an amount sufficient to fully amortize the Additional Allowance (plus interest as set forth above), over such period, plus sales tax. Any default by Tenant with respect to the Additional Allowance shall also be deemed to be a default under the Lease. Any costs for such increased HVAC capacity as described in Exhibit D in excess of the Additional Allowance shall be paid to Landlord as part of Tenant’s Costs.

Allowance. (a) Landlord will agrees to provide Tenant an allowance of up to $80,000, to install, supply and otherwise to construct the Tenant Improvements in the Premises that will become a part of the Building (the “"Tenant Improvement Allowance”) equal to Fifteen and No/100 ($15.00) Dollars per square foot "). Tenant is fully responsible for the payment of Rentable Area all costs in each Phase connection with the Tenant Improvements in excess of the PremisesTenant Improvement Allowance for additional costs incurred in the upfit that are approved by Tenant in writing. The Tenant Improvement Allowance may not be used by Tenant as an offset against any rent payments due hereunder. (b) Tenant agrees to pay to Landlord, which equals awithin thirty (30) days of receipt of an invoice, total amount of Four Hundred Eighty-Five Thousand Two Hundred Thirty-Five all costs and No/100 ($485,235.00) Dollars for Phase 1, and Four Hundred Fourteen Thousand Nine Hundred Ninety and No/100 ($414,990.00) Dollars for Phase 2 (subject to adjustment as provided expenses in Section 1 excess of the Lease). To the extent that the total cost of the construction of Tenant Improvement Allowance incurred in connection with the Tenant Improvements to the Premises exceeds extent the costs and expenses are approved by Tenant Improvement Allowance based on the Construction Budget, in writing. Tenant shall will be billed for such costs and expenses as follows and will pay the full amount said costs and expenses within thirty (30) days of such excess (“Tenant’s Costs”) as follows: invoice: (i) Prior to commencement fifty percent (50%) of construction such costs and expenses shall be due and payable within 30 days of receipt of an invoice after Tenant's approval of the cost estimates for the Tenant Improvements, Tenant shall pay Landlord an amount equal to twenty; (ii) forty-five percent (2545%) of such costs and expenses shall be due and payable within 30 days of receipt of an invoice after such work is substantially completed and the Premises are ready for delivery to Tenant; (iii) five percent (5%) of such costs and expenses shall be due and payable within 30 days of receipt of an invoice after final completion of all punch list items. Failure of Tenant to remit any payment required by this subsection (b) shall be a default hereunder and shall be treated hereunder in the Tenant’s Costssame manner as a default of Tenant in paying Base Rent hereunder. (c) Unless otherwise specified in the Plans, materials used by Tenant in its upfit at the Building shall be customary for this type of upfit and Building and readily available in the market where the Building is located, all as such amount is then reasonably determined by reference Landlord. (d) The Final Plans are included on Exhibit B. (e) Should Tenant default under this Exhibit, Landlord shall have the right to the Construction Budget. Such twenty-five (25%) percent shall be maintained in an interest-bearing escrow account non-commingled with the Landlord’s other funds cease all work under this Exhibit until such time as Tenant has paid to Landlord the remaining seventy-five (75%) percent of the Tenant’s Costs, at which time Landlord; will utilize shall cure any such twenty-five (25%) percent (plus accrued interest) for the monthly payments of Tenant’s Costs, as described below. (ii) The remaining seventy-five (75%) percent of Tenant’s Costs shall be paid by default and any delay in Tenant to Landlord in monthly installments, based upon requests for payment submitted by Landlord not more than monthly. Each request for payment shall be accompanied by a copy of the documentation submitted or to be submitted by Landlord to its construction lender as an application for draws under Landlord’s construction loan (including, without limitation, a certification by the Architect that all work up to the date of the request for payment has been substantially completed, along with commencing and completing any partial releases of lien and/or contractor affidavits based on partial payment). Tenant shall pay to Landlord, within ten (10) days after submission of such items, an amount equal to Tenant’s pro-rata share of the cost of the Tenant Improvements. In the event Tenant disputes any payment required to be made, the approval of a draw request by Landlord’s construction lender shall be evidence that the payment is properly due from Tenant; provided, however, that if Tenant has a bona fide, good faith dispute as to whether a payment is properly due, Tenant may elect to pay such amount “under protest,” so that Tenant may reserve its rights with respect to such payments. (iii) After Substantial Completion of each Phase, Landlord shall submit to Tenant a final accounting of Tenant’s Costs together with reasonable supporting documentation (including, without limitation, invoices from those to whom remaining amounts are due, to the extent available). Within thirty (30) days thereafter, Tenant shall pay Landlord the then remaining balance of Tenant’s Costs, or Landlord shall reimburse Tenant as to any excess amounts previously paid, as the case may be. Tenant’s Costs represent a reimbursement of monies expended by Landlord on Tenant’s behalf. Payment when due cure shall be a condition to Landlord’s continued performance delay by Tenant under this Workletter. Any delay in construction of the Tenant Improvements or in Tenant taking occupancy of the Premises resulting from Tenant’s failure to make any Tenant’s Costs payments when due shall be Tenant’s responsibility. Tenant’s failure to pay any portion of Tenant’s Costs when due shall constitute a default under the Lease (subject to any applicable notice requirements or grace periods), entitling Landlord to all of its remedies thereunderExhibit. (b) The Tenant Allowance shall be used for the cost of the construction of the Tenant Improvements (including, without limitation, reasonable architectural and engineering fees (subject to the limitation in Section 3(d), above) and permitting fees to the extent applicable to the Tenant Improvements only). Tenant shall receive a credit against the Base Rent to become due under the Lease for any unused portion of the Tenant Allowance, but in no event shall such credit exceed $50,000.00. (c) In addition to the Tenant Allowance, Landlord will make available to Tenant an additional allowance of up to One Hundred Fifty Thousand and No/100 ($150,000.00) Dollars for each of Phase 1 and Phase 2 to be used to fund the increased capacity of the HVAC system over the HVAC system being provided as part of the Shell Improvements, as described in Exhibit D (the “Additional Allowance”). Tenant shall repay the Additional Allowance (plus simple interest at the rate of nine (9%) percent per annum), plus sales tax, to Landlord as follows: Commencing on the Commencement Date of each Phase and continuing on the first day of each month thereafter throughout the fifteen (15) year Term of each Phase, Tenant shall pay to Landlord (along with Tenant’s regular monthly payments of Base Rent, with the same provisions for late charges and defaults as applicable to Base Rent payments) an amount sufficient to fully amortize the Additional Allowance (plus interest as set forth above), over such period, plus sales tax. Any default by Tenant with respect to the Additional Allowance shall also be deemed to be a default under the Lease. Any costs for such increased HVAC capacity as described in Exhibit D in excess of the Additional Allowance shall be paid to Landlord as part of Tenant’s Costs.

Allowance. (a) Landlord will shall provide Tenant to Tenant, an allowance of (x) up to Sixty and No/100 Dollars ($60.00) per rentable square foot of the Fifth Amendment Expansion Space (the “Tenant ES Allowance”), (y) up to 12/100 Dollars ($0.12) per rentable square foot of the Fifth Amendment Expansion Space (the “SP Allowance”) equal and (z) up to Fifteen Two and No/100 50/100 Dollars ($15.002.50) Dollars per rentable square foot of Rentable Area in each Phase of the PremisesFifth Amendment Expansion Space (the “Bathroom Allowance”; together with the ES Allowance and the SP Allowance, which equals athe “Allowance”), total amount of Four Hundred Eighty-Five Thousand Two Hundred Thirty-Five and No/100 ($485,235.00) Dollars for Phase 1, and Four Hundred Fourteen Thousand Nine Hundred Ninety and No/100 ($414,990.00) Dollars for Phase 2 (subject to adjustment as provided in Section 1 of the Lease)terms and conditions set forth herein. To The Allowance shall be used by Tenant to pay for the extent that the total cost of the construction of the Tenant Improvements to the Premises exceeds the Tenant Improvement Allowance based on the Construction Budget, Tenant shall pay the full amount of such excess (“Tenant’s Costs”) as follows: (i) Prior to commencement of construction of the Tenant Improvements, Tenant shall pay Landlord an amount equal to twenty-five (25%) percent of the Tenant’s Costs, as such amount is then determined by reference to the Construction Budget. Such twenty-five (25%) percent shall be maintained in an interest-bearing escrow account non-commingled with the Landlord’s other funds until such time as Tenant has paid to Landlord the remaining seventy-five (75%) percent of the Tenant’s Costs, at which time Landlord; will utilize such twenty-five (25%) percent (plus accrued interest) for the monthly payments of Tenant’s Costs, as described below. (ii) The remaining seventy-five (75%) percent of Tenant’s Costs shall be paid by Tenant to Landlord in monthly installments, based upon requests for payment submitted by Landlord not more than monthly. Each request for payment shall be accompanied by a copy of the documentation submitted or to be submitted by Landlord to its construction lender as an application for draws under Landlord’s construction loan (including, without limitation, a certification by the Architect that all work up to the date of the request for payment has been substantially completedhard construction costs, along with any partial releases of lien and/or contractor affidavits based on partial payment). Tenant shall pay to Landlordsoft costs (such as permitting, within ten (10architectural and engineering fees) days after submission of such itemsvoice and data wiring and cabling costs and furniture, an amount equal to Tenant’s pro-rata share of the cost of the Tenant Improvements. In the event Tenant disputes any payment required to be made, the approval of a draw request by Landlord’s construction lender shall be evidence that the payment is properly due from Tenantfixtures and equipment expenses; provided, however, that if the Bathroom Allowance shall be used only for Tenant has Improvements in the bathroom(s) for the Phase 2 Expansion Space. All Tenant Improvements shall be (a) subject to all other terms and conditions of the Lease; (b) based on plans previously approved by Landlord, which consent shall not be unreasonably withheld, conditioned or delayed; (c) performed in a bona fidegood and workmanlike manner by contractors previously approved by Landlord, good faith dispute as such approval shall not be unreasonably withheld, and (d) be in compliance with all applicable laws and regulations. Any approval (including deemed approval) by Landlord in connection with the Tenant Improvements shall be subject to whether a payment is properly due, the terms and conditions of the Lease. The Allowance shall be payable directly to Tenant may elect to pay such amount “under protest,” so that Tenant may reserve its rights with respect to such payments. (iii) After Substantial Completion of each Phase, by Landlord and Landlord shall submit disburse the Allowance to Tenant on a final accounting periodic basis (but no more than once per month) within 30 days after receipt from Tenant of: (i) reasonable documentation of Tenant’s Costs together with reasonable supporting documentation (including, without limitation, invoices from those to whom remaining amounts are due, to the extent available). Within thirty (30) days thereafter, payment by Tenant shall pay Landlord the then remaining balance of Tenant’s Costs, or Landlord shall reimburse Tenant as to any excess amounts previously paidfor materials and labor, as the case may be. Tenant’s Costs represent a reimbursement of monies expended by Landlord on Tenant’s behalf. Payment when due shall be a condition to Landlord’s continued performance under this Workletter. Any delay in construction of the Tenant Improvements or in Tenant taking occupancy of the Premises resulting from Tenant’s failure to make any Tenant’s Costs payments when due shall be Tenant’s responsibility. Tenant’s failure to pay any portion of Tenant’s Costs when due shall constitute a default under the Lease (subject to any applicable notice requirements or grace periods), entitling Landlord to all of its remedies thereunder. (b) The Tenant Allowance shall be used for the cost of the construction of the Tenant Improvements (including, without limitation, reasonable architectural and engineering fees (subject to the limitation in Section 3(d), above) and permitting fees to the extent applicable with respect to the Tenant Improvements that are the subject of such requisition; (ii) partial lien waivers or final lien waivers, as applicable, from any contractors or laborers hired by Tenant to perform any Tenant Improvements in the Fifth Amendment Expansion Space and/or Original Premises; (iii) prior to the final requisition only), a certificate of occupancy or equivalent document issued by a local government agency or building department certifying the Tenant Improvements compliance with applicable building codes and other laws, and indicating the Phase 1 Expansion Space, and/or Original Premises (as applicable) to be in a condition suitable for occupancy; and (iv) any other information or materials reasonably requested by Landlord with respect to the requisition or Tenant Improvements in question. Tenant shall receive a credit against the Base Rent to become due under the Lease for any unused Any portion of the Allowance which has not been properly requisitioned by Tenant on or before the last day of the twenty-fourth (24th) calendar month following the Phase 2 Expansion Effective Date shall be deemed forfeited by Tenant and Landlord shall have no further obligation with respect thereto. Notwithstanding the foregoing, Landlord shall not be obligated to pay any Allowance (and Tenant shall not be permitted to submit any requisition for any portion of the Allowance) at any time when there exists a default by Tenant under the Lease, but beyond applicable notice and cure periods. Notwithstanding anything to the contrary contained in the Lease, in no event shall such credit exceed $50,000.00. (c) In addition Tenant be obligated to pay Landlord a supervisory or oversight fee for the completion of the Tenant AllowanceImprovements, Landlord will make available nor shall Tenant be obligated to Tenant an additional allowance of up to One Hundred Fifty Thousand and No/100 ($150,000.00) Dollars provide any secure assurances for each of Phase 1 and Phase 2 to be used to fund the increased capacity completion of the HVAC system over the HVAC system being provided as part of the Shell Improvements, as described in Exhibit D (the “Additional Allowance”). Tenant shall repay the Additional Allowance (plus simple interest at the rate of nine (9%) percent per annum), plus sales tax, to Landlord as follows: Commencing on the Commencement Date of each Phase and continuing on the first day of each month thereafter throughout the fifteen (15) year Term of each Phase, Tenant shall pay to Landlord (along with Tenant’s regular monthly payments of Base Rent, with the same provisions for late charges and defaults as applicable to Base Rent payments) an amount sufficient to fully amortize the Additional Allowance (plus interest as set forth above), over such period, plus sales tax. Any default by Tenant with respect to the Additional Allowance shall also be deemed to be a default under the Lease. Any costs for such increased HVAC capacity as described in Exhibit D in excess of the Additional Allowance shall be paid to Landlord as part of Tenant’s Costssame.

Allowance. (a) Landlord will provide Tenant shall contribute an allowance (the “Tenant Allowance”) equal amount not to Fifteen and No/100 ($15.00) Dollars per square foot of Rentable Area in each Phase of the Premises, which equals a, total amount of Four Hundred Eighty-Five Thousand exceed Two Hundred ThirtyThirteen Thousand Five Hundred Seventy-Five and No/100 Dollars ($485,235.00213,575.00) Dollars for Phase 1(the “Allowance”) towards the expenses associated with Tenant’s move to the Leased Premises, such as, improvements to the Leased Premises (not included as part of Exhibit B), furniture, critical cooling, cabling, technology, telecommunications and Four Hundred Fourteen Thousand Nine Hundred Ninety and No/100 ($414,990.00) Dollars for Phase 2 (subject other similar costs. Tenant shall not be required to adjustment as provided in Section 1 of apply the Lease). To the extent that the total cost of Allowance toward the construction of the Tenant Improvements to Building or the Premises exceeds the Tenant Improvement Allowance based on the Construction Budget, Tenant shall pay the full amount of such excess (“Tenant’s Costs”) as follows: (i) Prior to commencement of construction of the Tenant ImprovementsLeased Premises to its turnkey condition, Tenant shall pay Landlord an amount equal to twenty-five (25%) percent including the placement of the Tenant’s Costsall demising walls, as such amount is then determined by reference to the Construction Budgetfinishes and signage. Such twenty-five (25%) percent shall be maintained in an interest-bearing escrow account non-commingled with the Landlord’s other funds until such time as Tenant has paid to Landlord the remaining seventy-five (75%) percent of the Tenant’s Costs, at which time Landlord; will utilize such twenty-five (25%) percent (plus accrued interest) for the monthly payments of Tenant’s Costs, as described below. (ii) The remaining seventy-five (75%) percent of Tenant’s Costs Allowance shall be paid by Tenant to Landlord in monthly installments, based upon requests for payment submitted by Landlord not more than monthly. Each request for payment shall be accompanied by a copy of the documentation submitted or to be submitted by Landlord to its construction lender as an application for draws under Landlord’s construction loan (including, without limitation, a certification by the Architect that all work up to the date of the request for payment has been substantially completed, along with any partial releases of lien and/or contractor affidavits based on partial payment). Tenant shall pay to Landlord, within ten (10) days after submission of such items, an amount equal to Tenant’s pro-rata share of the cost of the Tenant Improvements. In the event Tenant disputes any payment required to be made, the approval of a draw request by Landlord’s construction lender shall be evidence that the payment is properly due from Tenant; provided, however, that if Tenant has a bona fide, good faith dispute as to whether a payment is properly due, Tenant may elect to pay such amount “under protest,” so that Tenant may reserve its rights with respect to such payments. (iii) After Substantial Completion of each Phase, Landlord shall submit to Tenant a final accounting of Tenant’s Costs together with reasonable supporting documentation (including, without limitation, invoices from those to whom remaining amounts are due, to the extent available). Within within thirty (30) days thereafterafter (a) Tenant has taken possession of the Leased Premises, (b) Tenant has executed and delivered to Landlord the Letter of Understanding described in Exhibit C hereto, and (c) Tenant has delivered to Landlord invoices or other evidence reasonably acceptable to Landlord documenting the cost of such relocation. Notwithstanding anything to the contrary contained herein, upon an early termination of the Lease for any reason (including, but not limited to, casualty or condemnation), Tenant shall promptly pay to Landlord the then remaining balance of Tenant’s Costs, or Landlord shall reimburse Tenant as to any excess amounts previously paid, as the case may be. Tenant’s Costs represent a reimbursement of monies expended by Landlord on Tenant’s behalf. Payment when due shall be a condition to Landlord’s continued performance under this Workletter. Any delay in construction of the Tenant Improvements or in Tenant taking occupancy of the Premises resulting from Tenant’s failure to make any Tenant’s Costs payments when due shall be Tenant’s responsibility. Tenant’s failure to pay any unamortized portion of Tenant’s Costs when due shall constitute a default under the Lease (subject to any applicable notice requirements or grace periods), entitling Landlord to all of its remedies thereunder. (b) The Tenant Allowance shall be used for the cost of the construction of the Tenant Improvements (including, without limitation, reasonable architectural and engineering fees (subject to the limitation in Section 3(d), above) and permitting fees to the extent applicable to the Tenant Improvements only)said amount. Tenant shall receive a credit against the Base Rent to become due under the Lease for may request that any unused portion of the Tenant Allowance, but in no event shall such credit exceed $50,000.00. (c) In addition to the Tenant Allowance, Landlord will make available to Tenant an additional allowance of up to One Hundred Fifty Thousand and No/100 ($150,000.00) Dollars for each of Phase 1 and Phase 2 to Allowance be used to fund the increased capacity of the HVAC system over the HVAC system being provided as part of the Shell Improvements, as described in Exhibit D (the “Additional Allowance”)a credit against rent. Tenant shall repay must use the Additional Allowance (plus simple interest at the rate of nine (9%) percent per annum)on or before June 30, plus sales tax2015, to Landlord as follows: Commencing on the Commencement Date of each Phase and continuing on the first day of each month thereafter throughout the fifteen (15) year Term of each Phase, or Tenant shall pay have no further right to Landlord (along with Tenant’s regular monthly payments of Base Rent, with use the same provisions for late charges and defaults as applicable to Base Rent payments) an amount sufficient to fully amortize the Additional Allowance (plus interest as set forth above), over such period, plus sales tax. Any default by Tenant with respect to the Additional Allowance shall also be deemed to be a default under the Lease. Any costs for such increased HVAC capacity as described in Exhibit D in excess of the Additional Allowance shall be paid to Landlord as part of Tenant’s CostsAllowance.

Allowance. (a) Landlord will provide Tenant with an allowance of $6,940,000.00 (the “Tenant Allowance”) equal as a credit against the Tenant Improvement Costs, which Allowance shall be allocated as follows: $3,575,000.00 to Fifteen Phase I, $1,717,500.00 to Phase II, and No/100 $1,647,500.00 to Phase III ($15.00each such amount, a “Phase Cap”). “Tenant Improvement Costs” means, collectively, all the actual costs of designing, engineering, permitting (including impact fees), and constructing the Tenant Improvements in accordance with the Final Plans (as amended by all Change Orders, as hereafter defined) Dollars per square foot and all other hard and soft costs associated with the preparation of Rentable Area in each Phase the Premises for Tenant’s use and occupancy, including Tenant’s costs for design, architectural, and engineering consultants; all costs associated with the installation and completion of the Tenant Improvements; all conduit, cabling and wiring for Tenant’s telecommunications, computer and/or data systems; and all other furnishings, :fixtures and equipment permanently attached and made a part of the Premises required for Tenant’s use and occupancy of the Premises, which equals a, total amount of Four Hundred Eighty-Five Thousand Two Hundred Thirty-Five and No/100 ($485,235.00) Dollars for Phase 1, and Four Hundred Fourteen Thousand Nine Hundred Ninety and No/100 ($414,990.00) Dollars for Phase 2 (subject to adjustment as provided in Section 1 of the Lease). To the extent that the total cost of the construction of the Tenant Improvements Notwithstanding anything herein to the Premises exceeds contrary, in no event shall the Allowance be used for the purchase of Tenant’s Property, other than conduit, cabling and wiring for Tenant’s telecommunications, computer and data systems in the Premises. If the Tenant Improvement Allowance based on Costs exceed the Construction BudgetAllowance, Tenant shall will be solely responsible for and pay the full amount of such excess (“Tenant’s Costs”) costs as follows: (i) Prior to commencement of construction of the Tenant Improvementsand when due. In addition, Tenant shall pay Landlord an amount equal to twenty-five (25%) percent of the Tenant’s Costs, as such amount is then determined by reference to the Construction Budget. Such twenty-five (25%) percent shall be maintained in an interest-bearing escrow account non-commingled with the Landlord’s other funds until such time as Tenant has paid to Landlord the remaining seventy-five (75%) percent of the Tenant’s Costs, at which time Landlord; will utilize such twenty-five (25%) percent (plus accrued interest) for the monthly payments of Tenant’s Costs, as described below. (ii) The remaining seventy-five (75%) percent of Tenant’s Costs shall be paid by Tenant to Landlord in monthly installments, based upon requests for payment submitted by Landlord not more than monthly. Each request for payment shall be accompanied by a copy of the documentation submitted or to be submitted by Landlord to its construction lender as an application for draws under Landlord’s construction loan (including, without limitation, a certification by the Architect that all work up to the date of the request for payment has been substantially completed, along with any partial releases of lien and/or contractor affidavits based on partial payment). Tenant shall pay to Landlord, within ten (10) days after submission of such items, an amount equal to Tenant’s pro-rata share of the cost of the Tenant Improvements. In the event Tenant disputes any payment required to be made, the approval of a draw request by Landlord’s construction lender shall be evidence that the payment is properly due from Tenant; provided, however, that if Tenant has a bona fide, good faith dispute as to whether a payment is properly due, Tenant may elect to pay such amount “under protest,” so that Tenant may reserve its rights with respect to such payments. (iii) After Substantial Completion of each Phase, Landlord shall submit to Tenant a final accounting of Tenant’s Costs together with reasonable supporting documentation (including, without limitation, invoices from those to whom remaining amounts are due, to the extent available). Within thirty (30) days thereafterafter receipt of Landlord’s written demand therefor, a construction management and oversight fee equal to One and 50/100 Percent (1.50%) of the hard costs component of the total Tenant shall pay Improvement Costs for a Phase to compensate Landlord for reviewing the then remaining balance of plans for the Tenant Improvements for such Phase, reviewing and processing Allowance Requests, and for costs incurred by Landlord in facilitating Tenant’s Costs, or Landlord shall reimburse Tenant as to any excess amounts previously paid, as the case may be. Tenant’s Costs represent a reimbursement of monies expended by Landlord on Tenant’s behalf. Payment when due shall be a condition to Landlord’s continued performance under this Workletter. Any delay in construction completion of the Tenant Improvements or in Tenant taking occupancy of the Premises resulting from Tenant’s failure to make any Tenant’s Costs payments when due shall be Tenant’s responsibility. Tenant’s failure to pay any portion of Tenant’s Costs when due shall constitute a default under the Lease (subject to any applicable notice requirements or grace periods), entitling Landlord to all of its remedies thereunder. (b) The Tenant Allowance shall be used for the cost of the construction of the Tenant Improvements (including, without limitation, reasonable architectural and engineering fees (subject to the limitation in Section 3(d), above) and permitting fees to the extent applicable to the Tenant Improvements only). Tenant shall receive a credit against the Base Rent to become due under the Lease for any unused portion of the Tenant Allowance, but in no event shall such credit exceed $50,000.00. (c) In addition to the Tenant Allowance, Landlord will make available to Tenant an additional allowance of up to One Hundred Fifty Thousand and No/100 ($150,000.00) Dollars for each of Phase 1 and Phase 2 to be used to fund the increased capacity of the HVAC system over the HVAC system being provided as part of the Shell Improvements, as described in Exhibit D (the “Additional Allowance”). Tenant shall repay the Additional Allowance (plus simple interest at the rate of nine (9%) percent per annum), plus sales tax, to Landlord as follows: Commencing on the Commencement Date of each Phase and continuing on the first day of each month thereafter throughout the fifteen (15) year Term of each Phase, Tenant shall pay to Landlord (along with Tenant’s regular monthly payments of Base Rent, with the same provisions for late charges and defaults as applicable to Base Rent payments) an amount sufficient to fully amortize the Additional Allowance (plus interest as set forth above), over such period, plus sales tax. Any default by Tenant with respect to the Additional Allowance shall also be deemed to be a default under the Lease. Any costs for such increased HVAC capacity as described in Exhibit D in excess of Phase. Landlord reserves the Additional Allowance shall be paid right to Landlord as part of Tenant’s Costsdeduct such fee from the Allowance.

Allowance. Tenant and Tenant's contractors (awho are approved by Landlord in advance) shall perform the work of installing and constructing the Fourth/Fifth Floor Tenant Improvements. Landlord will provide Tenant an allowance shall pay for a portion of the cost thereof (the “Tenant Allowance”"COST OF THE FOURTH/FIFTH FLOOR TENANT IMPROVEMENTS") equal in an amount not to Fifteen exceed Four Hundred Twelve Thousand Three Hundred Eighty and No/100 no/l00 dollars ($15.00412,380.00) Dollars (such amount being $20.00 per square foot of Net Rentable Area in each Phase of the Premises4th & 5th Floor Space which is to be improved, which equals a, total amount of Four Hundred Eighty-Five Thousand Two Hundred Thirty-Five and No/100 as described in the Working Drawings) ($485,235.00) Dollars for Phase 1the "ALLOWANCE"), and Four Hundred Fourteen Thousand Nine Hundred Ninety and No/100 ($414,990.00) Dollars for Phase 2 (subject to adjustment as provided in Section 1 of the Lease). To the extent that the total cost of the construction of the Tenant Improvements to the Premises exceeds the Tenant Improvement Allowance based on the Construction Budget, Tenant shall pay for the full entire Cost of the Fourth/Fifth Floor Tenant Improvements in excess of the Allowance. Tenant shall not be entitled to any credit, abatement or payment from Landlord in the event that the amount of such excess (“Tenant’s Costs”) as follows: (i) Prior to commencement of construction the Allowance specified above exceeds the Cost of the Fourth/Fifth Floor Tenant Improvements. For purposes of this Agreement, the term "COST OF THE FOURTH/FIFTH FLOOR TENANT IMPROVEMENTS" shall mean and include any and all costs and expenses of the Fourth/Fifth Floor Tenant Improvements, Tenant shall pay Landlord an amount equal to twenty-five (25%) percent of the Tenant’s Costs, as such amount is then determined by reference to the Construction Budget. Such twenty-five (25%) percent shall be maintained in an interest-bearing escrow account non-commingled with the Landlord’s other funds until such time as Tenant has paid to Landlord the remaining seventy-five (75%) percent of the Tenant’s Costs, at which time Landlord; will utilize such twenty-five (25%) percent (plus accrued interest) for the monthly payments of Tenant’s Costs, as described below. (ii) The remaining seventy-five (75%) percent of Tenant’s Costs shall be paid by Tenant to Landlord in monthly installments, based upon requests for payment submitted by Landlord not more than monthly. Each request for payment shall be accompanied by a copy of the documentation submitted or to be submitted by Landlord to its construction lender as an application for draws under Landlord’s construction loan (including, without limitation, a certification by the Architect that all work up to the date of the request for payment has been substantially completed, along with any partial releases of lien and/or contractor affidavits based on partial payment). Tenant shall pay to Landlord, within ten (10) days after submission of such items, an amount equal to Tenant’s pro-rata share of the cost of the Working Drawings and of all labor (including overtime) and materials constituting the Fourth/Fifth Floor Tenant Improvements. In the event Tenant disputes any payment required , plus a fee equal to be made, the approval of a draw request by Landlord’s construction lender shall be evidence that the payment is properly due from Tenant; provided, however, that if Tenant has a bona fide, good faith dispute as to whether a payment is properly due, Tenant may elect to pay such amount “under protest,” so that Tenant may reserve its rights with respect to such payments. three percent (iii3%) After Substantial Completion of each Phase, Landlord shall submit to Tenant a final accounting of Tenant’s Costs together with reasonable supporting documentation (including, without limitation, invoices from those to whom remaining amounts are due, to the extent available). Within thirty (30) days thereafter, Tenant shall pay Landlord the then remaining balance of Tenant’s Costs, or Landlord shall reimburse Tenant as to any excess amounts previously paid, as the case may be. Tenant’s Costs represent a reimbursement of monies expended by Landlord on Tenant’s behalf. Payment when due shall be a condition to Landlord’s continued performance under this Workletter. Any delay in construction of the Cost of the Fourth/Fifth Floor Tenant Improvements or in Tenant taking occupancy of the Premises resulting from Tenant’s failure to make any Tenant’s Costs payments when due shall be Tenant’s responsibility. Tenant’s failure to pay any portion of Tenant’s Costs when due shall constitute a default under the Lease (subject to any applicable notice requirements or grace periods)for Landlord's administration, entitling Landlord to all of its remedies thereunderoverhead and field supervision associated therewith. (b) The Tenant Allowance shall be used for the cost of the construction of the Tenant Improvements (including, without limitation, reasonable architectural and engineering fees (subject to the limitation in Section 3(d), above) and permitting fees to the extent applicable to the Tenant Improvements only). Tenant shall receive a credit against the Base Rent to become due under the Lease for any unused portion of the Tenant Allowance, but in no event shall such credit exceed $50,000.00. (c) In addition to the Tenant Allowance, Landlord will make available to Tenant an additional allowance of up to One Hundred Fifty Thousand and No/100 ($150,000.00) Dollars for each of Phase 1 and Phase 2 to be used to fund the increased capacity of the HVAC system over the HVAC system being provided as part of the Shell Improvements, as described in Exhibit D (the “Additional Allowance”). Tenant shall repay the Additional Allowance (plus simple interest at the rate of nine (9%) percent per annum), plus sales tax, to Landlord as follows: Commencing on the Commencement Date of each Phase and continuing on the first day of each month thereafter throughout the fifteen (15) year Term of each Phase, Tenant shall pay to Landlord (along with Tenant’s regular monthly payments of Base Rent, with the same provisions for late charges and defaults as applicable to Base Rent payments) an amount sufficient to fully amortize the Additional Allowance (plus interest as set forth above), over such period, plus sales tax. Any default by Tenant with respect to the Additional Allowance shall also be deemed to be a default under the Lease. Any costs for such increased HVAC capacity as described in Exhibit D in excess of the Additional Allowance shall be paid to Landlord as part of Tenant’s Costs.

Allowance. Landlord agrees, at its sole cost and expense to provide an allowance of up to Two Hundred Sixty Thousand, Five Hundred Fifty and No/100 Dollars (a$260,550.00) to design, engineer, install, supply and otherwise to construct the Tenant Improvements in the Premises that will become a part of the Building (the "Allowance"); otherwise, Tenant is fully responsible for the payment of all costs above the amount of the Allowance and in connection with the Tenant Improvements. Tenant acknowledges and agrees that the Allowance shall not be used for Tenant’s telephone and computer cabling and wiring. At the completion of the Tenant Improvements, Landlord will shall provide to Tenant an allowance (accounting as to the “monies spent in completion of Tenant Allowance”) equal to Fifteen and No/100 ($15.00) Dollars per square foot of Rentable Area Improvements. Provided that Tenant is not in each Phase default under the Lease, in the event that the entire amount of the Premises, which equals a, total amount of Four Hundred Eighty-Five Thousand Two Hundred Thirty-Five and No/100 ($485,235.00) Dollars Allowance is not used for Phase 1, and Four Hundred Fourteen Thousand Nine Hundred Ninety and No/100 ($414,990.00) Dollars for Phase 2 (subject to adjustment as provided in Section 1 construction of the Lease). To initial Tenant Improvements, then upon the extent that the total cost completion of the construction of the Tenant Improvements to the Premises exceeds the Tenant Improvement Allowance based on the Construction Budget, Tenant shall pay the full amount of such excess (“Tenant’s Costs”) as follows: (i) Prior to commencement of construction of the initial Tenant Improvements, the difference shall be provided to Tenant shall pay Landlord an amount equal to twentyin the form of a check within forty-five (25%45) percent of the Tenant’s Costs, as such amount is then determined by reference to the Construction Budget. Such twenty-five (25%) percent shall be maintained in an interest-bearing escrow account non-commingled with the days after Landlord’s other funds until such time as Tenant has paid to Landlord the remaining seventy-five (75%) percent of the Tenant’s Costs, at which time Landlord; will utilize such twenty-five (25%) percent (plus accrued interest) for the monthly payments receipt of Tenant’s Costs, as described below. (ii) The remaining seventy-five (75%) percent of Tenant’s Costs shall be paid by Tenant to Landlord in monthly installments, based upon requests for payment submitted by Landlord not more than monthly. Each written request for payment shall be accompanied by a copy of same. Notwithstanding anything contained in the documentation submitted or to be submitted by Landlord to its construction lender as an application for draws under Landlord’s construction loan (including, without limitation, a certification by the Architect that all work up Lease to the date of contrary, Landlord has agreed to allow Tenant, at its sole cost and expense, to install, operate, and maintain an external electric backup generator located outside the request for payment has been substantially completedPremises at a location on the property mutually agreeable to the parties, along with any partial releases of lien and/or contractor affidavits based on partial payment). Tenant shall pay to Landlord, within ten (10) days after submission of such items, an amount equal to Tenant’s pro-rata share of the cost of the Tenant Improvements. In the event Tenant disputes any payment required to be made, the approval of a draw request by Landlord’s construction lender shall be evidence that the payment is properly due from Tenant; provided, however, that if Tenant has a bona fideinstalls said generator, good faith dispute as to whether a payment is properly due, Tenant may elect to pay such amount “under protest,” so that Tenant may reserve its rights with respect to such payments. (iiii) After Substantial Completion then from the time of each Phase, Landlord shall submit to Tenant a final accounting installation through the remaining Term of Tenant’s Costs together with reasonable supporting documentation (including, without limitation, invoices from those to whom remaining amounts are due, to the extent available). Within thirty (30) days thereafterLease, Tenant shall pay Landlord the then remaining balance of Tenant’s Costs, or Landlord shall reimburse Tenant as to any excess amounts previously paid, as the case may be. Tenant’s Costs represent maintain a reimbursement of monies expended service contract with a vendor approved by Landlord on Tenantto maintain the generator in compliance with its manufacturer’s behalf. Payment when due specifications, and (ii) upon the expiration or earlier termination of the Lease, ownership of the generator shall be a condition transfer to Landlord free and clear of any and all liens and encumbrances, provided further, that notwithstanding the foregoing provisions of this sentence, upon the expiration or earlier termination of the Lease, and at Landlord’s continued performance under this Workletter. Any delay in construction sole and absolute discretion, Landlord may provide Tenant with written disclaimer of ownership of the generator and require that Tenant Improvements or remove the generator, in which event Tenant taking occupancy shall promptly remove the generator and in a good and workmanlike manner, restore the Premises, Building, and/or property to the condition existing immediately prior to installation of the Premises resulting from Tenant’s failure to make any Tenant’s Costs payments when due shall be Tenant’s responsibility. Tenant’s failure to pay any portion of Tenant’s Costs when due shall constitute a default under the Lease (subject to any applicable notice requirements or grace periods)generator, entitling Landlord to all of its remedies thereunderordinary wear and tear excepted. (b) The Tenant Allowance shall be used for the cost of the construction of the Tenant Improvements (including, without limitation, reasonable architectural and engineering fees (subject to the limitation in Section 3(d), above) and permitting fees to the extent applicable to the Tenant Improvements only). Tenant shall receive a credit against the Base Rent to become due under the Lease for any unused portion of the Tenant Allowance, but in no event shall such credit exceed $50,000.00. (c) In addition to the Tenant Allowance, Landlord will make available to Tenant an additional allowance of up to One Hundred Fifty Thousand and No/100 ($150,000.00) Dollars for each of Phase 1 and Phase 2 to be used to fund the increased capacity of the HVAC system over the HVAC system being provided as part of the Shell Improvements, as described in Exhibit D (the “Additional Allowance”). Tenant shall repay the Additional Allowance (plus simple interest at the rate of nine (9%) percent per annum), plus sales tax, to Landlord as follows: Commencing on the Commencement Date of each Phase and continuing on the first day of each month thereafter throughout the fifteen (15) year Term of each Phase, Tenant shall pay to Landlord (along with Tenant’s regular monthly payments of Base Rent, with the same provisions for late charges and defaults as applicable to Base Rent payments) an amount sufficient to fully amortize the Additional Allowance (plus interest as set forth above), over such period, plus sales tax. Any default by Tenant with respect to the Additional Allowance shall also be deemed to be a default under the Lease. Any costs for such increased HVAC capacity as described in Exhibit D in excess of the Additional Allowance shall be paid to Landlord as part of Tenant’s Costs.

Allowance. (ai) Landlord will provide Tenant an allowance Provided Subtenant is not in default hereunder, beyond any applicable notice and cure period, Sublandlord agrees to contribute $1,778,070.00 (the “Tenant Allowance”) equal to Fifteen and No/100 ($15.00) Dollars per square foot of Rentable Area in each Phase of toward the Premises, which equals a, total amount of Four Hundred Eighty-Five Thousand Two Hundred Thirty-Five and No/100 ($485,235.00) Dollars for Phase 1, and Four Hundred Fourteen Thousand Nine Hundred Ninety and No/100 ($414,990.00) Dollars for Phase 2 (subject to adjustment as provided in Section 1 of the Lease). To the extent that the total cost of the design and construction of the Tenant Improvements initial Subtenant Improvements; the Allowance will be allocated among the First Floor Space and the Fourth Floor Space as follows: $165,900.00 (i.e., $60.00 per rentable square foot) will be applied to the Premises exceeds design and construction of Subtenant Improvements in the Tenant Improvement Allowance based on First Floor Space, and $1,612,170.00 (i.e., $45.00 per rentable square foot) will be applied towards the Construction Budget, Tenant shall pay design and construction of Subtenant Improvements in the full amount of such excess (“Tenant’s Costs”) as follows: (i) Fourth Floor Space. Prior to the commencement of construction of the Tenant initial Subtenant Improvements, Tenant shall pay Landlord Subtenant will submit to Sublandlord an amount equal estimate of the cost of design and construction of such Subtenant Improvements based upon the general contractor’s bid for such work (the “Improvements Cost”). As work progresses, Sublandlord will disburse the Allowance to twenty-five Subtenant in monthly draws based upon the ratio that the Allowance bears to the Improvements Cost (25for example, if the Allowance is eighty percent (80%) percent of the Tenant’s CostsImprovements Cost, Sublandlord will fund eighty percent (80%) of the monthly draws), as follows: monthly disbursements of the Allowance shall be paid to Subtenant’s contractor within thirty (30) days after receipt of the following documentation: (x) an application for payment containing true, correct and complete copies of invoices from Subtenant’s contractors or vendors covering all of the Subtenant Improvements covered by such amount is then determined by reference draw; (y) contractor’s, subcontractor’s and material supplier’s conditional waivers of liens which shall cover all of the Subtenant Improvements and all other statements and forms required for compliance with the mechanics’ lien laws of the state of California; and (z) plans and specifications for the Subtenant Improvements, together with a certificate from an AIA architect that such plans and specifications comply in all material respects with all laws affecting the Building and Subleased Premises; notwithstanding anything herein to the Construction Budget. Such twenty-five (25%) percent contrary, Sublandlord shall not be maintained in an interest-bearing escrow account non-commingled with the Landlord’s other funds until such time as Tenant has paid obligated to Landlord the remaining seventy-five (75%) percent disburse any portion of the TenantAllowance during the continuance of an uncured default under this Sublease, and Sublandlord’s Costs, at which time Landlord; will utilize obligation to disburse shall only resume when and if such twenty-five (25%) percent (plus accrued interest) for the monthly payments of Tenant’s Costs, as described belowdefault is cured. (ii) The remaining seventy-five Notwithstanding the allocations of the Allowance as between the Fourth Floor Space and the First Floor Space described in Section 16.2(c)(i) above, if, following the completion of the initial Subtenant Improvements, the cost of the initial Subtenant Improvements constructed on one floor of the Subleased Premises exceeded the applicable Allowance allocation for such floor (75%thereby resulting in Subtenant paying such excess cost), but the cost of the initial Subtenant Improvements on the other floor of the Subleased Premises were less than the allocated Allowance amount for such floor (and, as a result, Subtenant did not expend all of the portion of the Allowance allocated to such floor), then upon prior written approval of Sublandlord (which shall not be unreasonably withheld, conditioned or delayed), Subtenant may apply the unallocated portion of the Allowance towards the excess cost incurred on the alternate floor; by way of example, if the initial Subtenant Improvements in the First Floor Space cost $63.00 per rentable square foot, such that Subtenant paid $3.00 per rentable square foot of the First Floor Space (i.e., $8,295.06) percent directly towards the cost of Tenant’s Costs such Subtenant Improvements, but the initial Subtenant Improvements in the Fourth Floor Space cost $44.00 per rentable square foot (leaving an excess Allowance allocation with respect to the Fourth Floor Space of $35,826.00), Subtenant shall be paid by Tenant permitted to Landlord apply $8,295.00 from such excess portion of the Allowance allocated to the Fourth Floor Space towards the cost of initial Subtenant Improvements constructed in monthly installmentsthe First Floor Space. Notwithstanding the foregoing, based upon requests for payment submitted by Landlord not more than monthly. Each request for payment Sublandlord’s right to approve such reallocation of the Allowance as set forth in the preceding sentence shall be limited to Sublandlord’s satisfaction that Subtenant has fully built out all of the Subleased Premises in the manner described below in this Section l6.2(c)(iii). Any Allowance not applied towards the cost of construction of the initial Subtenant Improvements may be applied by Subtenant towards the cost of purchase and installation of cabling, wiring, furniture and other costs of moving into the Subleased Premises; such application will take place by Sublandlord’s reimbursement to Subtenant of such excess within thirty (30) days after written request by Subtenant, accompanied by a copy applicable invoices. However, no such use of any portion of the documentation submitted or Allowance will take place unless and until Subtenant has constructed Subtenant Improvements within the entire Subleased Premises to be submitted by Landlord to its construction lender as an application for draws under Landlord’s construction loan a first class standard (including, without limitation, the following: the Subleased Premises shall have been improved with a certification by the Architect that drop ceiling, all work up necessary HVAC ductwork and systems will be operational, all improvements will be completed to the date extent necessary to comply with Title 24 requirements and the Americans with Disabilities Act, and all surfaces shall be finished appropriately). Additionally, if any portion of the request for payment has been substantially completed, along with any partial releases of lien and/or contractor affidavits based Allowance is spent on partial payment). Tenant shall pay to Landlord, within ten (10) days after submission of such items, an amount equal to Tenant’s pro-rata share of the cost of acquisition of furniture or Eligible Personal Property (defined below), at Sublandlord’s option, such furniture or Eligible Personal Property will become the Tenant Improvementsproperty of Sublandlord at the expiration or sooner termination of the Term; however, if Subtenant exercises the Option to Extend, at the expiration of the Option Term, any such furniture or Eligible Personal Property will become the property of Subtenant and Subtenant will be responsible for the removal of same. In Any Allowance not applied to the event Tenant disputes any payment required to be made, foregoing costs following the approval full initial build-out of a draw request by Landlord’s construction lender the Subleased Premises shall be evidence that the payment is properly due from Tenant; provided, however, that if Tenant has a bona fide, good faith dispute applied as to whether a payment is properly due, Tenant may elect to pay such amount “under protest,” so that Tenant may reserve its rights with respect to such payments. (iii) After Substantial Completion of each Phase, Landlord shall submit to Tenant a final accounting of Tenant’s Costs together with reasonable supporting documentation (including, without limitation, invoices from those to whom remaining amounts are due, to the extent available). Within thirty (30) days thereafter, Tenant shall pay Landlord the then remaining balance of Tenant’s Costs, or Landlord shall reimburse Tenant as to any excess amounts previously paid, as the case may be. Tenant’s Costs represent a reimbursement of monies expended by Landlord on Tenant’s behalf. Payment when due shall be a condition to Landlord’s continued performance under this Workletter. Any delay in construction of the Tenant Improvements or in Tenant taking occupancy of the Premises resulting from Tenant’s failure to make any Tenant’s Costs payments when due shall be Tenant’s responsibility. Tenant’s failure to pay any portion of Tenant’s Costs when due shall constitute a default under the Lease (subject to any applicable notice requirements or grace periods), entitling Landlord to all of its remedies thereunder. (b) The Tenant Allowance shall be used for the cost of the construction of the Tenant Improvements (including, without limitation, reasonable architectural and engineering fees (subject to the limitation in Section 3(d), above) and permitting fees to the extent applicable to the Tenant Improvements only). Tenant shall receive a credit against the Base Rent to become due under the Lease for any unused portion of the Tenant Allowance, but in no event shall such credit exceed $50,000.00. (c) In addition to the Tenant Allowance, Landlord will make available to Tenant an additional allowance of up to One Hundred Fifty Thousand and No/100 ($150,000.00) Dollars for each of Phase 1 and Phase 2 to be used to fund the increased capacity of the HVAC system over the HVAC system being provided as part of the Shell Improvements, as described in Exhibit D (the “Additional Allowance”). Tenant shall repay the Additional Allowance (plus simple interest at the rate of nine (9%) percent per annum), plus sales tax, to Landlord as follows: Commencing on the Commencement Date of each Phase and continuing on the first day of each month thereafter throughout the fifteen (15) year Term of each Phase, Tenant shall pay to Landlord (along with Tenant’s regular monthly payments of Base Rent, with the same provisions for late charges and defaults as applicable to Base Rent payments) an amount sufficient to fully amortize the Additional Allowance (plus interest as set forth above), over such period, plus sales tax. Any default by Tenant with respect to the Additional Allowance shall also be deemed to be a default under the Lease. Any costs for such increased HVAC capacity as described in Exhibit D in excess of the Additional Allowance shall be paid to Landlord as part of Tenant’s Costs.a

Allowance. (a) As an inducement to Tenant’s entering into this First Amendment, Landlord will shall, subject to Section 4(c) below and the last sentence of this Section 4(a), provide to Tenant an a special tenant improvement allowance (the “Tenant Allowance”) equal to Fifteen and No/100 ($15.00) Dollars per square foot of Rentable Area in each Phase of the Premises, which equals a, total amount of Four Two Hundred EightyTwenty-Seven Thousand Five Thousand Two Hundred Thirty-Five and No/100 Dollars ($485,235.00227,535.00) Dollars (the “Allowance”) to be used by Tenant solely for Phase 1, and Four Hundred Fourteen Thousand Nine Hundred Ninety and No/100 ($414,990.00) Dollars costs incurred by Tenant for Phase 2 (subject Alterations to adjustment as provided the Premises performed in Section 1 accordance with Article 11 of the Lease). To Notwithstanding anything to the extent that contrary, the total cost Allowance shall not be applied to any of the construction of the Tenant Improvements to the Premises exceeds the Tenant Improvement Allowance based on the Construction Budget, Tenant shall pay the full amount of such excess (“Tenant’s Costs”) as follows: following: (i) Prior to commencement the cost of construction of the Tenant Improvements, Tenant shall pay Landlord an amount equal to twenty-five (25%) percent of the Tenant’s Costs, as such amount is then determined by reference to the Construction Budget. Such twenty-five (25%) percent shall be maintained in an interest-bearing escrow account non-commingled with the Landlord’s other funds until such time as Tenant has paid to Landlord the remaining seventy-five (75%) percent of the Tenant’s Costs, at which time Landlord; will utilize such twenty-five (25%) percent (plus accrued interest) for the monthly payments any of Tenant’s CostsProperty including without limitation telecommunications and computer equipment and all associated wiring and cabling, as described below. any de-mountable decorations, artwork and partitions, signs, and trade fixtures, (ii) The remaining seventythe cost of any fixtures or Alterations that will be removed at the end of the Term, or (iii) more than Twenty-five Two Thousand Seven Hundred Fifty-Three and 50/100 Dollars (75%$22,753.50) percent of Tenant’s Costs any so-called “soft costs.” (b) Subject to Section 4(c) below, Landlord shall be paid pay Landlord's Proportion (hereinafter defined) of the cost shown on each requisition (hereinafter defined) submitted by Tenant to Landlord in monthly installments, based upon requests for payment submitted by Landlord not more than monthly. Each request for payment shall be accompanied by a copy of the documentation submitted or to be submitted by Landlord to its construction lender as an application for draws under Landlord’s construction loan (including, without limitation, a certification by the Architect that all work up to the date of the request for payment has been substantially completed, along with any partial releases of lien and/or contractor affidavits based on partial payment). Tenant shall pay to Landlord, within ten (10) days after submission of such items, an amount equal to Tenant’s pro-rata share of the cost of the Tenant Improvements. In the event Tenant disputes any payment required to be made, the approval of a draw request by Landlord’s construction lender shall be evidence that the payment is properly due from Tenant; provided, however, that if Tenant has a bona fide, good faith dispute as to whether a payment is properly due, Tenant may elect to pay such amount “under protest,” so that Tenant may reserve its rights with respect to such payments. (iii) After Substantial Completion of each Phase, Landlord shall submit to Tenant a final accounting of Tenant’s Costs together with reasonable supporting documentation (including, without limitation, invoices from those to whom remaining amounts are due, to the extent available). Within thirty (30) days thereafter, of submission thereof by Tenant shall pay to Landlord until the then remaining balance entirety of Tenant’s Costs, or Landlord shall reimburse Tenant as to any excess amounts previously paid, as the case may beAllowance has been exhausted. Tenant’s Costs represent a reimbursement of monies expended by Landlord on Tenant’s behalf. Payment when due “Landlord's Proportion” shall be a condition fraction, the numerator of which is the Allowance and the denominator of which is (A) the total contract price for the Alterations in question (as evidenced by reasonably detailed documentation delivered to Landlord’s continued performance under this Workletter. Any delay Landlord with the requisition first submitted by Tenant), less (B) those costs described in construction clauses (i) through (iv) inclusive of the Tenant Improvements or in Tenant taking occupancy second sentence of Section 4(a) (as evidenced by reasonably detailed documentation delivered to Landlord with the Premises resulting from requisition first submitted by Tenant’s failure to make any Tenant’s Costs payments when due shall be Tenant’s responsibility. Tenant’s failure to pay any portion of Tenant’s Costs when due shall constitute a default under the Lease (subject to any applicable notice requirements or grace periods), entitling Landlord to all of its remedies thereunder. (b) The Tenant Allowance shall be used for the cost of the construction of the Tenant Improvements (including, without limitation, reasonable architectural and engineering fees (subject to the limitation in Section 3(d), above) and permitting fees to the extent applicable to the Tenant Improvements only). Tenant shall receive a credit against the Base Rent to become due under the Lease for any unused portion of the Tenant Allowance, but in no event shall such credit Landlord’s Proportion exceed $50,000.00. 100%. A “requisition” shall mean reasonable documentation (caccompanied by invoices from Tenant’s contractors, vendors, service providers and consultants (collectively, “Contractors”) In addition and partial lien waivers and subordinations of lien, as specified in M.G.L. Chapter 254, Section 32 (“Lien Waivers”) with respect to the Tenant Allowanceprior month’s requisition, and such other documentation as Landlord will make available to Tenant an additional allowance of up to One Hundred Fifty Thousand and No/100 ($150,000.00or any Mortgagee may reasonably request) Dollars for each of Phase 1 and Phase 2 to be used to fund showing in reasonable detail the increased capacity costs of the HVAC system over the HVAC system being provided as part item in question or of the Shell Improvementsimprovements installed to date in the Premises, as described accompanied by certifications executed by Tenant’s representative that the amount of the requisition in Exhibit D (question does not exceed the “Additional Allowance”)cost of the items, services and work covered by such requisition. Notwithstanding the foregoing, Tenant shall repay the Additional Allowance (plus simple interest not be required to deliver Lien Waivers at the rate time of nine (9%) percent per annum), plus sales tax, to Landlord as follows: Commencing on the Commencement Date of each Phase and continuing on the first day requisition, but shall deliver the Lien Waivers and evidence of each month thereafter throughout payment of the first requisition in full within fifteen (15) year Term days following payment of each Phase, Tenant shall pay to Landlord (along with Tenant’s regular monthly payments of Base Rent, with the same provisions for late charges and defaults as applicable to Base Rent payments) an amount sufficient to fully amortize the Additional Allowance (plus interest as set forth above), over such period, plus sales tax. Any default by Tenant with respect to such first requisition. Landlord shall have the Additional Allowance right, upon reasonable advance notice to Tenant, to inspect Tenant's books and records relating to each requisition in order to verify the amount thereof. Tenant shall also be deemed to be a default under the Lease. Any costs for such increased HVAC capacity as described in Exhibit D in excess of the Additional Allowance shall be paid to Landlord as part of Tenant’s Costssubmit requisitions no more often than monthly.

Allowance. (a) Landlord will provide Tenant an shall be entitled to a one-time tenant improvement allowance (the “Tenant Allowance”) equal to Fifteen and No/100 in the aggregate amount of $1,818,380.00 (i.e., $15.00) Dollars 55.00 per rentable square foot of Rentable Area in each Phase the Expansion Space plus $15.00 per rentable square foot of the Existing Premises) to be applied toward (a) the Allowance Items (defined in Section 1.2 below) and/or (b) a credit against Base Rent applicable to the Expansion Space coming due under the Agreement from and after the last day of the eighth (8th) full calendar month of the Expansion Term and/or (c) the cost of purchasing furniture, which equals a, total amount of Four Hundred Eighty-Five Thousand Two Hundred Thirty-Five and No/100 ($485,235.00) Dollars for Phase 1fixtures, and Four Hundred Fourteen Thousand Nine Hundred Ninety equipment to be used in the Premises by Tenant and/or (d) costs associated with the installation of telephone and No/100 data cabling, and/or ($414,990.00e) Dollars for Phase 2 (subject to adjustment as provided in Section 1 costs associated with moving into the Expansion Space. Notwithstanding the foregoing, the total portion of the LeaseAllowance that is applied toward items (b), (c), (d) and/or (e) shall not exceed, in the aggregate, $645,815.00 (i.e., $10.00 per rentable square foot of the Expansion Space plus $15.00 per rentable square foot of the Existing Premises). To Tenant, by written notice to Landlord (the extent that the total cost “Allowance Notice”) shall advise Landlord of the construction manner in which Tenant desires to apply the Allowance. Any portion of the Tenant Improvements to the Premises exceeds the Tenant Improvement Allowance based on the Construction Budget, Tenant shall pay the full amount of such excess (“Tenant’s Costs”) as follows: (i) Prior to commencement of construction of the Tenant Improvements, Tenant shall pay Landlord an amount equal to twenty-five (25%) percent of the Tenant’s Costs, as such amount that is then determined by reference to the Construction Budget. Such twenty-five (25%) percent shall be maintained in an interest-bearing escrow account non-commingled with the Landlord’s other funds until such time as Tenant has paid to Landlord the remaining seventy-five (75%) percent of the Tenant’s Costs, at which time Landlord; will utilize such twenty-five (25%) percent (plus accrued interest) for the monthly payments of Tenant’s Costs, as described below. (ii) The remaining seventy-five (75%) percent of Tenant’s Costs shall be paid by Tenant to Landlord in monthly installments, based upon requests for payment submitted by Landlord not more than monthly. Each request for payment shall be accompanied by a copy of the documentation submitted or to be submitted by Landlord to its construction lender as an application for draws under Landlord’s construction loan (including, without limitation, a certification by the Architect that all work up to the date of the request for payment has been substantially completed, along with any partial releases of lien and/or contractor affidavits based on partial payment). Tenant shall pay to Landlord, within ten (10) days after submission of such items, an amount equal to Tenant’s pro-rata share of applied toward the cost of the Tenant ImprovementsImprovement Work shall applied in accordance with Section 1.2 below. In Any portion of the event Tenant disputes any payment required to be made, the approval of Allowance that is applied as a draw request by Landlord’s construction lender credit against Base Rent shall be evidence applied against the installment of Base Rent for the ninth (9th) full calendar month of the Expansion Term and, if necessary, consecutive calendar months thereafter. Any portion of the Allowance that the payment is properly due applied toward items (c), (d) and (e) shall be disbursed to Tenant within 45 days after Landlord's receipt of paid invoices from Tenant; provided, however, that if Tenant has a bona fide, good faith dispute as to whether a payment is properly due, Tenant may elect to pay such amount “under protest,” so that Tenant may reserve its rights with respect to such payments. Tenant's actual costs of items (iiic), (d) After Substantial Completion and (e) as described above; provided that Tenant shall also be required to provide Landlord with unconditional waivers of each Phasemechanics liens with respect to any items that relate to work of a type for which a mechanics lien could be potentially be filed. Tenant shall be responsible for all costs associated with the Tenant Improvement Work, Landlord shall submit to Tenant a final accounting including the costs of Tenant’s Costs together with reasonable supporting documentation (including, without limitation, invoices from those to whom remaining amounts are duethe Allowance Items, to the extent available)such costs exceed the lesser of (i) the Allowance, or (ii) the aggregate amount that Landlord is required to disburse for such purpose pursuant to this Work Letter. Within thirty (30) days thereafterNotwithstanding any contrary provision of this Agreement, if Tenant fails to use the entire Allowance by December 31, 2016, the unused amount shall revert to Landlord and Tenant shall pay Landlord the then remaining balance of Tenant’s Costs, or Landlord shall reimburse Tenant as to any excess amounts previously paid, as the case may be. Tenant’s Costs represent a reimbursement of monies expended by Landlord on Tenant’s behalf. Payment when due shall be a condition to Landlord’s continued performance under this Workletter. Any delay in construction of the Tenant Improvements or in Tenant taking occupancy of the Premises resulting from Tenant’s failure to make any Tenant’s Costs payments when due shall be Tenant’s responsibility. Tenant’s failure to pay any portion of Tenant’s Costs when due shall constitute a default under the Lease (subject to any applicable notice requirements or grace periods), entitling Landlord to all of its remedies thereunder. (b) The Tenant Allowance shall be used for the cost of the construction of the Tenant Improvements (including, without limitation, reasonable architectural and engineering fees (subject to the limitation in Section 3(d), above) and permitting fees to the extent applicable to the Tenant Improvements only). Tenant shall receive a credit against the Base Rent to become due under the Lease for any unused portion of the Tenant Allowance, but in have no event shall such credit exceed $50,000.00. (c) In addition to the Tenant Allowance, Landlord will make available to Tenant an additional allowance of up to One Hundred Fifty Thousand and No/100 ($150,000.00) Dollars for each of Phase 1 and Phase 2 to be used to fund the increased capacity of the HVAC system over the HVAC system being provided as part of the Shell Improvements, as described in Exhibit D (the “Additional Allowance”). Tenant shall repay the Additional Allowance (plus simple interest at the rate of nine (9%) percent per annum), plus sales tax, to Landlord as follows: Commencing on the Commencement Date of each Phase and continuing on the first day of each month thereafter throughout the fifteen (15) year Term of each Phase, Tenant shall pay to Landlord (along with Tenant’s regular monthly payments of Base Rent, with the same provisions for late charges and defaults as applicable to Base Rent payments) an amount sufficient to fully amortize the Additional Allowance (plus interest as set forth above), over such period, plus sales tax. Any default by Tenant further rights with respect to the Additional Allowance shall also be deemed to be a default under the Lease. Any costs for such increased HVAC capacity as described in Exhibit D in excess of the Additional Allowance shall be paid to Landlord as part of Tenant’s Coststhereto.

Allowance. (a) Landlord will Subject to the terms and conditions hereinafter set forth, Sublessor agrees to provide Tenant an a construction allowance (the “Tenant AllowanceSublessor’s Contribution”) equal to Fifteen and No/100 reimburse Sublessee for a portion of the cost expended by Sublessee to perform Sublessee’s Initial Work to prepare the Subleased Premises for its occupancy, in an aggregate amount of One Million Seven Hundred Fifty-eight Thousand Three Hundred Seventy-five ($15.001,758,375.00) Dollars per square foot of Rentable Area DOLLARS. Sublessee shall have the right to use Sublessor’s Contribution either in each Phase part or in its entirety for any portion of the Subleased Premises. Sublessor shall fund Sublessor’s Contribution requisitioned in the manner set forth in Subsections 21(b) and 21(c) below, which equals a, total amount of Four Hundred Eighty-Five Thousand Two Hundred Thirty-Five and No/100 ($485,235.00) Dollars for Phase 1, and Four Hundred Fourteen Thousand Nine Hundred Ninety and No/100 ($414,990.00) Dollars for Phase 2 (subject to adjustment as provided in Section 1 but only if all of the Lease). To the extent that the total cost of the construction of the Tenant Improvements to the Premises exceeds the Tenant Improvement Allowance based on the Construction Budget, Tenant following conditions shall pay the full amount of such excess (“Tenant’s Costs”) as followshave been satisfied in all material respects: (i) Prior An Event of Default shall not have occurred as of the date of Sublessee’s request for payment; and (ii) Sublessee shall have delivered to commencement of Sublessor a completed requisition for payment certified by Sublessee or Sublessee’s architect stating or accompanied by: (a) the amount being requested, (b) either (x) invoices then due and payable in connection with the design and construction of the Tenant ImprovementsSubleased Premises as part of Sublessee’s Initial Work that relate to such requisition, Tenant or (y) a statement from Sublessee that Sublessee has paid such invoices, (c) that the work to which such requisition relates has been performed in good and workmanlike manner substantially in accordance with the plans and specifications therefore and in compliance with all Legal Requirements, and (d) with respect to all requisitions made by Sublessee subsequent to the first requisition made by Sublessee pursuant to this subdivision 21(a)(ii), either (1) receipted invoices for all labor and materials that were the subject of the immediately preceding requisition, or (2) a statement from Sublessee that such invoices were paid. (b) Sublessee shall pay Landlord an to Sublessor Sublessor’s actual reasonable out-of-pocket costs associated with the review and approval of any plans or construction documents for Sublessee’s Initial Work and Sublessor may deduct from any pay-out amount equal to twenty-five of Sublessor’s Contribution showing reasonable evidence of such costs. (25%i) percent Provided that Sublessee shall have complied with all of the Tenantconditions set forth in the foregoing Subsection 21(a), Sublessor shall in accordance with the provisions of subsection 21(b)(ii) below, either (a) within ten (10) Business Days deliver to Sublessee a written notice that Sublessor disputes Sublessee’s Costsright to be paid all or a portion of the requisitioned amount (“Sublessor’s Requisition Dispute Notice”), as which Sublessor’s Requisition Dispute Notice shall set forth in reasonable detail the reasons for such dispute and the amount is then determined by reference in dispute, or (b) pay to Sublessee (or, at Sublessee’s express written direction, but subject to the Construction Budget. Such twenty-five provisions of Subsection 21(d) below, directly to Sublessee’s general contractor) the requisitioned amount (25%or the undisputed portion of the requisitioned amount), provided, however, that (x) percent the aggregate of all such payments by Sublessor shall not exceed the amount of Sublessor’s Contribution, and (y) Sublessor shall not be required to make more than one (1) payment per calendar month and (z) if Sublessor shall reasonably so require, the disbursements required to be made by Sublessor pursuant to this Section 21 shall be maintained in an interest-bearing escrow account non-commingled with the Landlord’s other funds until such time as Tenant has paid subject to Landlord the remaining seventy-five a retention ten (75%) percent of the Tenant’s Costs, at which time Landlord; will utilize such twenty-five (2510%) percent (plus accrued interestbut in no event an amount greater than $100,000) for the monthly payments of Tenantuntil Sublessee’s Costs, as described belowInitial Work shall have been finally and fully completed and lien waivers delivered. (ii) The remaining seventy-five (75%) percent of Tenant’s Costs If Sublessee shall be paid by Tenant to Landlord in monthly installments, based upon requests deliver the requisition for payment submitted required by Landlord not more than monthly. Each request for payment shall be accompanied by a copy of the documentation submitted or to be submitted by Landlord to its construction lender as an application for draws under Landlord’s construction loan (includingsubdivision 21(a)(ii) above, without limitationthen, a certification by the Architect that all work up to the date of the request for payment has been substantially completed, along with any partial releases of lien and/or contractor affidavits based on partial payment). Tenant shall pay to Landlordunless, within ten (10) days after submission thereafter, Sublessor shall have delivered a Sublessor’s Requisition Dispute Notice to Sublessee, Sublessor shall pay to Sublessee the requisitioned amount (or undisputed portion thereof) not more than thirty (30) days immediately following Sublessee’s delivery of such itemsrequisition for payment to Sublessor. (c) Sublessee shall have the right to use Sublessor’s Contribution, an amount equal to Tenant’s pro-rata share in such manner as Sublessee shall solely determine, for the design and construction of the cost Subleased Premises including, without limitation, demolition, cabling and wiring work, and the purchase and installation of the Tenant Improvements. In the event Tenant disputes any payment required to be madefurnishings, the approval of a draw request by Landlord’s construction lender shall be evidence that the payment is properly due from Tenantfixtures and equipment; provided, however, that if Tenant any portion of Sublessor’s Contribution that is not used for reimbursement of Sublessee’s actually incurred costs in connection with Sublessee’s Initial Work or any of the other foregoing costs may be applied toward Base Rent or Additional Rent under this Sublease, in Sublessee’s discretion, once the Initial Work has been completed and lien waivers delivered. (d) At the written direction of Sublessee and provided that Sublessee shall have complied with all of the provisions of this Section 21 related to a bona fiderequest for payment of a portion or portions of Sublessor’s Contribution, good faith dispute Sublessor shall pay such portion or portions of Sublessor’s Contribution directly to Sublessee’s general contractor, provided that: (i) such contractor acknowledges in writing to Sublessor in advance of such payment that (x) such contractor has no agreement or privity of contract with Sublessor, (y) Sublessor’s only obligation for payment of Sublessor’s Contribution is to Sublessee, and that such contractor is not a third party beneficiary under this Lease, and (z) such contractor provides Sublessor with a general release and waiver of liability in connection with such payment, in a form reasonably satisfactory to Sublessor; and (ii) Sublessee indemnifies and holds Sublessor harmless from and against any claims, losses, damages, costs and expenses (including reasonable attorneys’ fees and disbursements) incurred by Sublessor as to whether a payment is properly due, Tenant may elect result of such general contractor or any other subcontractors making a claim against Sublessor because Sublessor has agreed to pay a portion or portions of Sublessor’s Contribution directly to such amount “under protest,” so that Tenant may reserve its rights general contractor. (e) If Sublessor shall deliver to Sublessee a Sublessor’s Requisition Dispute Notice, then Sublessee shall have the right to submit such dispute to expedited arbitration, in accordance with the provisions of this Lease, to determine whether Sublessee’s claim of an alleged Sublessor default in connection with the payment of such portion of Sublessor’s Contribution is valid. If Sublessee shall prevail in such arbitration proceeding, or if Sublessor shall fail to timely deliver a Sublessor’s Requisition Dispute Notice with respect to such payments. (iii) After Substantial Completion of each Phase, Landlord shall submit to Tenant a final accounting of Tenant’s Costs together with reasonable supporting documentation (including, without limitation, invoices from those to whom remaining amounts are due, to the extent available). Within thirty (30) days thereafter, Tenant shall pay Landlord the then remaining balance of Tenant’s Costs, all or Landlord shall reimburse Tenant as to any excess amounts previously paid, as the case may be. Tenant’s Costs represent a reimbursement of monies expended by Landlord on Tenant’s behalf. Payment when due shall be a condition to Landlord’s continued performance under this Workletter. Any delay in construction of the Tenant Improvements or in Tenant taking occupancy of the Premises resulting from Tenant’s failure to make any Tenant’s Costs payments when due shall be Tenant’s responsibility. Tenant’s failure to pay any portion of Tenantthe installment of Sublessor’s Costs when due shall constitute a default under the Lease (subject Contribution requested and fail to timely pay to Sublessee all or any applicable notice requirements or grace periods), entitling Landlord to all of its remedies thereunder. (b) The Tenant Allowance shall be used for the cost of the construction of the Tenant Improvements (including, without limitation, reasonable architectural and engineering fees (subject to the limitation in Section 3(d), above) and permitting fees to the extent applicable to the Tenant Improvements only). Tenant shall receive a credit against the Base Rent to become due under the Lease for any unused portion of the Tenant Allowanceinstallment of Sublessor’s Contribution then due, but then Sublessee shall have the right to offset against the next installment of Base Rent and Additional Rent an amount equal to such portion of Sublessor’s Contribution which Sublessor failed to pay to Sublessee, together with interest thereon at the Interest Rate from the date that Sublessor was first obligated to disburse said portion of Sublessor’s Contribution until the date that the same shall be fully paid or offset; provided, however, that, in the case of all disputed amounts, Sublessee shall in no event have the right to apply such offset during the first ten (10) Business Days following the rendering of the arbitrator’s decision, and such offset right shall such credit exceed $50,000.00. (c) In addition only be available to Sublessee if Sublessor shall not have made the required payment to Sublessee prior to the Tenant Allowanceexpiration of said ten (10) Business Day period, Landlord will make available to Tenant an additional allowance of up to One Hundred Fifty Thousand and No/100 ($150,000.00) Dollars for each of Phase 1 and Phase 2 to be used to fund the increased capacity of the HVAC system over the HVAC system being provided as part of the Shell Improvements, as described in Exhibit D (the “Additional Allowance”). Tenant shall repay the Additional Allowance (plus simple together with interest thereon at the rate of nine (9%) percent per annum), plus sales tax, to Landlord as follows: Commencing on Interest Rate from the Commencement Date of each Phase and continuing on date that said installment first came due until the first day of each month thereafter throughout the fifteen (15) year Term of each Phase, Tenant shall pay to Landlord (along with Tenant’s regular monthly payments of Base Rent, with date that the same provisions for late charges and defaults as applicable to Base Rent payments) an amount sufficient to is fully amortize the Additional Allowance (plus interest as set forth above), over such period, plus sales tax. Any default by Tenant with respect to the Additional Allowance shall also be deemed to be a default under the Lease. Any costs for such increased HVAC capacity as described in Exhibit D in excess of the Additional Allowance shall be paid to Landlord as part of Tenant’s Costspaid.

Allowance. Upon completion of Tenant’s Work in the Property, Tenant shall furnish Landlord: (a) A Certificate of Occupancy issued by the municipality in which the Property is located or other evidence satisfactory to Landlord will provide Tenant an allowance that the improvements have been approved by such municipality; (b) An Affidavit and Lien Waiver in form satisfactory to Landlord executed by Tenant’s Contractor stating that Tenant’s Work has been completed in accordance with the provisions hereof and that all subcontractors, laborers and material suppliers engaged in or supplying materials for such work have been paid in full; (c) Lien Waivers in form satisfactory to Landlord executed by all subcontractors and materialmen who shall have furnished labor and/or materials for the work in excess of $10,000.00; (d) Certificates of insurance for all policies of insurance required to be provided by Tenant. As consideration for Tenant’s Work, Landlord agrees to (1) maintain the Base Rent at $5,400.00 for the first three months of the Lease Term and (2) make a one time payment of $150,000.00 (“Tenant Construction Allowance”) equal to Fifteen and No/100 ($15.00) Dollars per square foot of Rentable Area in each Phase Tenant upon completion of the Premises, which equals items enumerated in this Section 4.10 (a, total amount of Four Hundred Eighty-Five Thousand Two Hundred Thirty-Five and No/100 ) through ($485,235.00) Dollars for Phase 1, and Four Hundred Fourteen Thousand Nine Hundred Ninety and No/100 ($414,990.00) Dollars for Phase 2 (subject to adjustment as provided in Section 1 of the Leased). To the extent that the total cost of the construction of the Tenant Improvements to the Premises exceeds the Tenant Improvement Allowance based on the Construction Budget, Tenant shall pay the full amount of such excess (“Tenant’s Costs”) as follows: (i) Prior to commencement of construction of the Tenant Improvements, Tenant shall pay Landlord an amount equal to twenty-five (25%) percent of the Tenant’s Costs, as such amount is then determined by reference to the Construction Budget. Such twenty-five (25%) percent shall be maintained in an interest-bearing escrow account non-commingled with the Landlord’s other funds until such time as Tenant has paid to Landlord the remaining seventy-five (75%) percent of the Tenant’s Costs, at which time Landlord; will utilize such twenty-five (25%) percent (plus accrued interest) for the monthly payments of Tenant’s Costs, as described below. (ii) The remaining seventy-five (75%) percent of Tenant’s Costs shall be paid by Tenant to Landlord in monthly installments, based upon requests for payment submitted by Landlord not more than monthly. Each request for payment shall be accompanied by a copy of the documentation submitted or to be submitted by Landlord to its construction lender as an application for draws under Landlord’s construction loan (including, without limitation, a certification by the Architect that all work up to the date of the request for payment has been substantially completed, along with any partial releases of lien and/or contractor affidavits based on partial payment). Tenant shall pay to Landlord, within ten (10) days after submission of such items, an amount equal to Tenant’s pro-rata share of the cost of the Tenant Improvements. In the event the Landlord fails to pay to Tenant disputes any payment required the Tenant Construction Allowance within five (5) business days of the satisfaction by Tenant of the conditions set forth in 4. l0(a)-(d) above, (i) the Tenant Construction Allowance will accrue interest at the rate per annum equal to be made, the approval lesser of a draw request by Landlord’s construction lender shall be evidence that (A) the payment is properly due from Tenant; provided, however, that if Tenant has a bona fide, good faith dispute as to whether a payment is properly due, highest lawful rate and (B) 10% and (ii) Tenant may elect to pay deduct such amount “under protest,” so that Tenant may reserve its rights with respect to such payments. unpaid amounts (iiiplus interest thereon) After Substantial Completion of each Phase, Landlord shall submit to Tenant a final accounting of Tenant’s Costs together with reasonable supporting documentation (including, without limitation, invoices from those to whom remaining amounts are due, to the extent available). Within thirty (30) days thereafter, Tenant shall pay Landlord the then remaining balance of Tenant’s Costs, or Landlord shall reimburse Tenant as to any excess amounts previously paid, as the case may be. Tenant’s Costs represent a reimbursement of monies expended by Landlord on Tenant’s behalf. Payment when due shall be a condition to Landlord’s continued performance under this Workletter. Any delay in construction of the Tenant Improvements or in Tenant taking occupancy of the Premises resulting from Tenant’s failure to make any Tenant’s Costs payments when due shall be Tenant’s responsibility. Tenant’s failure to pay any portion of Tenant’s Costs when due shall constitute a default under the Lease (subject to any applicable notice requirements or grace periods), entitling Landlord to all of its remedies thereunder. (b) The Tenant Allowance shall be used for the cost of the construction of the Tenant Improvements (including, without limitation, reasonable architectural rent and engineering fees (subject to the limitation in Section 3(d), above) and permitting fees to the extent applicable to the Tenant Improvements only). Tenant shall receive a credit against the Base Rent to become other sums due under the Lease for any unused portion of the Tenant Allowance, but in no event shall such credit exceed $50,000.00. (c) In addition without further notice to the Tenant Allowance, Landlord will make available to Tenant an additional allowance of up to One Hundred Fifty Thousand and No/100 ($150,000.00) Dollars for each of Phase 1 and Phase 2 to be used to fund the increased capacity of the HVAC system over the HVAC system being provided as part of the Shell Improvements, as described in Exhibit D (the “Additional Allowance”)Landlord. Tenant shall repay the Additional Allowance (plus simple interest at the rate of nine (9%) percent per annum), plus sales tax, to Landlord as follows: Commencing on the Commencement Date of each Phase and continuing on the first THIS DECLARATION made this 1st day of each month thereafter throughout the fifteen (15) year Term of each PhaseJanuary, Tenant shall pay to Landlord (along with Tenant’s regular monthly payments of Base Rent1985 by ▇▇▇▇▇▇ ▇▇▇ Industrial Joint Venture No. 5, with the same provisions for late charges and defaults as applicable to Base Rent payments) an amount sufficient to fully amortize the Additional Allowance (plus interest as set forth above), over such period, plus sales tax. Any default by Tenant with respect to the Additional Allowance shall also be deemed to be a default under the Lease. Any costs for such increased HVAC capacity as described in Exhibit D in excess of the Additional Allowance shall be paid to Landlord as part of Tenant’s Costsherein called “Developer”.

Allowance. (a) Landlord will provide shall pay for the costs of the Tenant an Improvements for the Allowance Premises, provided such costs shall not exceed the Tenant Improvement allowance (the “Tenant Allowance”"ALLOWANCE") equal to Fifteen and No/100 ($15.00) Dollars per square foot of Rentable Area set forth in each Phase of the Premises, which equals a, total amount of Four Hundred Eighty-Five Thousand Two Hundred Thirty-Five and No/100 ($485,235.00) Dollars for Phase 1, and Four Hundred Fourteen Thousand Nine Hundred Ninety and No/100 ($414,990.00) Dollars for Phase 2 (subject to adjustment as provided chart in Section paragraph 1 of this Work Letter and more particularly described in EXHIBIT D-1 attached hereto. The Allowance shall be applied toward the Lease). To the extent that the total cost of the purchase and construction of the Tenant Improvements to for the Premises exceeds Allowance Premises, including without limitation the Tenant Improvement Allowance based on the Construction Budget, Tenant shall pay the full amount of such excess (“Tenant’s Costs”) as followsfollowing: (i) Prior to commencement of construction Construction work for completion of the Tenant Improvements, Tenant shall pay Landlord an amount equal to twenty-five (25%) percent of Improvements for the Tenant’s Costs, Allowance Premises as such amount is then determined by reference to reflected in the Construction Budget. Such twenty-five (25%) percent shall be maintained in an interest-bearing escrow account non-commingled with the Landlord’s other funds until such time as Tenant has paid to Landlord the remaining seventy-five (75%) percent of the Tenant’s Costs, at which time Landlord; will utilize such twenty-five (25%) percent (plus accrued interest) for the monthly payments of Tenant’s Costs, as described below.Contract; (ii) The remaining seventy-five (75%) percent of Tenant’s Costs shall be paid by Tenant to Landlord in monthly installmentsAll contractors' charges, based upon requests for payment submitted by Landlord not more than monthly. Each request for payment shall be accompanied by a copy of the documentation submitted or to be submitted by Landlord to its general condition, performance bond premiums and construction lender as an application for draws under Landlord’s construction loan (including, without limitation, a certification by the Architect that all work up fees relating to the date of the request for payment has been substantially completed, along with any partial releases of lien and/or contractor affidavits based on partial payment). Tenant shall pay to Landlord, within ten (10) days after submission of such items, an amount equal to Tenant’s pro-rata share of the cost of the Tenant Improvements. In the event Tenant disputes any payment required to be made, the approval of a draw request by Landlord’s construction lender shall be evidence that the payment is properly due from Tenant; provided, however, that if Tenant has a bona fide, good faith dispute as to whether a payment is properly due, Tenant may elect to pay such amount “under protest,” so that Tenant may reserve its rights with respect to such payments.Allowance Premises; (iii) After Substantial Completion Tenant Improvements as shown on the approved Working Drawings for the Allowance Premises; (iv) Any modifications, alterations or changes to the Tenant Improvements from the Working Drawings for the Allowance Premises or for the remainder of each Phasethe Premises, Landlord shall submit to Tenant a final accounting of Tenant’s Costs together with reasonable supporting documentation (including, without limitation, invoices from those to whom remaining amounts are due, to limitation any elevator that may be required by Tenant or by applicable law for the extent available). Within thirty mezzanine; (30v) days thereafter, Tenant shall pay Landlord the then remaining balance of Tenant’s Costs, or Landlord shall reimburse Tenant as to any excess amounts previously paid, as the case may be. Tenant’s Costs represent a reimbursement of monies expended by Landlord on Tenant’s behalf. Payment when due shall be a condition to Landlord’s continued performance under this Workletter. Any delay in construction of the Tenant Improvements or in Tenant taking occupancy of the Premises costs resulting from Tenant’s failure to make a Tenant Delay for any Tenant’s Costs payments when due shall be Tenant’s responsibility. Tenant’s failure to pay any portion of Tenant’s Costs when due shall constitute a default under the Lease (subject to any applicable notice requirements or grace periods), entitling Landlord to all of its remedies thereunder. (b) The Tenant Allowance shall be used for the cost of the construction of the Tenant Improvements (includingincluding without limitation the Warehouse Premises); (vi) Construction management fee for Landlord's construction manager not to exceed 5%, without limitationif any, reasonable architectural and engineering fees (subject payable in connection with the work for the Allowance Premises or for any changes to the limitation work for the Warehouse Premises (it being agreed that the Contractor may also charge a commercially reasonable construction management fee that will be included in Section 3(d)the Allowance; and (vii) Any design, above) engineering and permitting consulting fees payable in connection with the work for the Allowance Premises or for any changes to the extent applicable to work for the Tenant Improvements only). Tenant shall receive a credit against the Base Rent to become due under the Lease for any unused portion of the Tenant Allowance, but in no event shall such credit exceed $50,000.00Warehouse Premises. (c) In addition to the Tenant Allowance, Landlord will make available to Tenant an additional allowance of up to One Hundred Fifty Thousand and No/100 ($150,000.00) Dollars for each of Phase 1 and Phase 2 to be used to fund the increased capacity of the HVAC system over the HVAC system being provided as part of the Shell Improvements, as described in Exhibit D (the “Additional Allowance”). Tenant shall repay the Additional Allowance (plus simple interest at the rate of nine (9%) percent per annum), plus sales tax, to Landlord as follows: Commencing on the Commencement Date of each Phase and continuing on the first day of each month thereafter throughout the fifteen (15) year Term of each Phase, Tenant shall pay to Landlord (along with Tenant’s regular monthly payments of Base Rent, with the same provisions for late charges and defaults as applicable to Base Rent payments) an amount sufficient to fully amortize the Additional Allowance (plus interest as set forth above), over such period, plus sales tax. Any default by Tenant with respect to the Additional Allowance shall also be deemed to be a default under the Lease. Any costs for such increased HVAC capacity as described in Exhibit D in excess of the Additional Allowance shall be paid to Landlord as part of Tenant’s Costs.

Allowance. As an inducement to Tenant’s entering this Second Amendment, Landlord shall, subject to Sections 4(b) through 4(e) of the First Amendment and the last sentence of this Section 5, provide to Tenant a tenant improvement allowance equal to Four Hundred Fifty Five Thousand and Seventy Dollars (a$455,070.00) Landlord will provide Tenant an allowance (the “Tenant Allowance”) equal to Fifteen and No/100 ($15.00) Dollars per square foot of Rentable Area in each Phase be used by Tenant after the commencement of the Premises, which equals a, total amount of Four Hundred Eighty-Five Thousand Two Hundred Thirty-Five and No/100 ($485,235.00) Dollars for Phase 1Extended Term, and Four Hundred Fourteen Thousand Nine Hundred Ninety and No/100 if not otherwise utilized by Tenant pursuant to its Right of First Offer ($414,990.00as defined below) Dollars prior to commencement of the Extended Term, solely for Phase 2 (subject costs incurred by Tenant for Alterations to adjustment as provided the Premises performed in Section 1 accordance with Article 11 of the Lease). To Notwithstanding anything to the extent that contrary, the total cost Allowance shall not be applied to any of the construction of the Tenant Improvements to the Premises exceeds the Tenant Improvement Allowance based on the Construction Budget, Tenant shall pay the full amount of such excess (“Tenant’s Costs”) as follows: following: (i) Prior to commencement the cost of construction of the Tenant Improvements, Tenant shall pay Landlord an amount equal to twenty-five (25%) percent of the Tenant’s Costs, as such amount is then determined by reference to the Construction Budget. Such twenty-five (25%) percent shall be maintained in an interest-bearing escrow account non-commingled with the Landlord’s other funds until such time as Tenant has paid to Landlord the remaining seventy-five (75%) percent of the Tenant’s Costs, at which time Landlord; will utilize such twenty-five (25%) percent (plus accrued interest) for the monthly payments any of Tenant’s CostsProperty including without limitation telecommunications and computer equipment and all associated wiring and cabling, as described below. any de-mountable decorations, artwork and partitions, signs, and trade fixtures, (ii) The remaining seventy-five (75%) percent of Tenant’s Costs shall be paid by Tenant to Landlord in monthly installments, based upon requests for payment submitted by Landlord not more than monthly. Each request for payment shall be accompanied by a copy of the documentation submitted or to be submitted by Landlord to its construction lender as an application for draws under Landlord’s construction loan (including, without limitation, a certification by the Architect that all work up to the date of the request for payment has been substantially completed, along with any partial releases of lien and/or contractor affidavits based on partial payment). Tenant shall pay to Landlord, within ten (10) days after submission of such items, an amount equal to Tenant’s pro-rata share of the cost of any fixtures or Alterations that will be removed at the Tenant Improvements. In end of the event Tenant disputes any payment required to be madeTerm, the approval of a draw request by Landlord’s construction lender shall be evidence that the payment is properly due from Tenant; provided, however, that if Tenant has a bona fide, good faith dispute as to whether a payment is properly due, Tenant may elect to pay such amount “under protest,” so that Tenant may reserve its rights with respect to such payments. or (iii) After Substantial Completion more than Forty Five Thousand Five Hundred and Seven Dollars ($45,507.00) of each Phase“soft costs” including architectural, engineering, design, and project management fees. For purposes of this Second Amendment and the Allowance being provided to Tenant hereunder, (y) the term “Allowance” as used in Sections 4(b) through 4(e) of the First Amendment shall mean the Allowance provided under this Section 5, and (z) the term “First Amendment” as used in Section 4(c) of the First Amendment shall be substituted with “Second Amendment”. For purposes of clarity, Landlord shall submit to and Tenant a final accounting of Tenant’s Costs together with reasonable supporting documentation (including, without limitation, invoices from those to whom remaining amounts are due, to hereby acknowledge and agree that the extent available). Within thirty (30) days thereafter, Tenant shall pay Landlord the then remaining balance of Tenant’s Costs, or Landlord shall reimburse Tenant as to any excess amounts previously paid, as the case may be. Tenant’s Costs represent a reimbursement of monies expended by Landlord on Tenant’s behalf. Payment when due Allowance set forth in this Section 5 shall be a condition to Landlord’s continued performance under this Workletter. Any delay in construction of the Tenant Improvements or in Tenant taking occupancy of the Premises resulting from Tenant’s failure to make any Tenant’s Costs payments when due shall be Tenant’s responsibility. Tenant’s failure to pay any portion of Tenant’s Costs when due shall constitute a default under the Lease (subject to any applicable notice requirements or grace periods), entitling Landlord to all of its remedies thereunder. (b) The Tenant Allowance shall be used for the cost of the construction of the Tenant Improvements (including, without limitation, reasonable architectural and engineering fees (subject to the limitation in Section 3(d), above) and permitting fees to the extent applicable to the Tenant Improvements only). Tenant shall receive a credit against the Base Rent to become due under the Lease for any unused portion of the Tenant Allowance, but in no event shall such credit exceed $50,000.00. (c) In addition to the Tenant Allowance, Landlord will make available to Tenant an additional allowance of up to One Hundred Fifty Thousand and No/100 ($150,000.00) Dollars for each of Phase 1 and Phase 2 to be used to fund the increased capacity Allowance set forth in Section 4 of the HVAC system over the HVAC system being provided as part of the Shell Improvements, as described in Exhibit D (the “Additional Allowance”). Tenant shall repay the Additional Allowance (plus simple interest at the rate of nine (9%) percent per annum), plus sales tax, to Landlord as follows: Commencing on the Commencement Date of each Phase and continuing on the first day of each month thereafter throughout the fifteen (15) year Term of each Phase, Tenant shall pay to Landlord (along with Tenant’s regular monthly payments of Base Rent, with the same provisions for late charges and defaults as applicable to Base Rent payments) an amount sufficient to fully amortize the Additional Allowance (plus interest as set forth above), over such period, plus sales tax. Any default by Tenant with respect to the Additional Allowance shall also be deemed to be a default under the Lease. Any costs for such increased HVAC capacity as described in Exhibit D in excess of the Additional Allowance shall be paid to Landlord as part of Tenant’s CostsFirst Amendment.

Allowance. (a) Landlord will Subject to the terms and conditions hereinafter set forth, Sublessor agrees to provide Tenant an a construction allowance (the “Tenant AllowanceSublessor’s Contribution”) equal to Fifteen and No/100 reimburse Sublessee for a portion of the cost expended by Sublessee to perform Sublessee’s Initial Work to prepare the Subleased Premises for its occupancy, in an aggregate amount of One Million Seven Hundred Fifty-eight Thousand Three Hundred Seventy-five ($15.001,758,375.00) Dollars per square foot of Rentable Area DOLLARS. Sublessee shall have the right to use Sublessor’s Contribution either in each Phase part or in its entirety for any portion of the Subleased Premises. Sublessor shall fund Sublessor’s Contribution requisitioned in the manner set forth in Subsections 21(b) and 21(c) below, which equals a, total amount of Four Hundred Eighty-Five Thousand Two Hundred Thirty-Five and No/100 ($485,235.00) Dollars for Phase 1, and Four Hundred Fourteen Thousand Nine Hundred Ninety and No/100 ($414,990.00) Dollars for Phase 2 (subject to adjustment as provided in Section 1 but only if all of the Lease). To the extent that the total cost following conditions shall have been satisfied in all material respects: (i) An Event of Default shall not have occurred as of the date of Sublessee’s request for payment; and (ii) Sublessee shall have delivered to Sublessor a completed requisition for payment certified by Sublessee or Sublessee’s architect stating or accompanied by: (a) the amount being requested, (b) either (x) invoices then due and payable in connection with the design and construction of the Tenant Improvements Subleased Premises as part of Sublessee’s Initial Work that relate to such requisition, or (y) a statement from Sublessee that Sublessee has paid such invoices, (c) that the work to which such requisition relates has been performed in good and workmanlike manner substantially in accordance with the plans and specifications therefore and in compliance with all Legal Requirements, and (d) with respect to all requisitions made by Sublessee subsequent to the Premises exceeds first requisition made by Sublessee pursuant to this subdivision 21(a)(ii), either (1) receipted invoices for all labor and materials that were the Tenant Improvement Allowance based on subject of the Construction Budgetimmediately preceding requisition, Tenant or (2) a statement from Sublessee that such invoices were paid. (b) Sublessee shall pay to Sublessor Sublessor’s actual reasonable out-of-pocket costs associated with the full review and approval of any plans or construction documents for Sublessee’s Initial Work and Sublessor may deduct from any pay-out amount of Sublessor’s Contribution showing reasonable evidence of such excess (“Tenant’s Costs”) as follows:costs. (i) Prior to commencement of construction Provided that Sublessee shall have complied with all of the Tenant Improvementsconditions set forth in the foregoing Subsection 21(a), Tenant Sublessor shall pay Landlord an amount equal in accordance with the provisions of subsection 21(b)(ii) below, either (a) within ten (10) Business Days deliver to twenty-five (25%) percent Sublessee a written notice that Sublessor disputes Sublessee’s right to be paid all or a portion of the Tenantrequisitioned amount (“Sublessor’s CostsRequisition Dispute Notice”), as which Sublessor’s Requisition Dispute Notice shall set forth in reasonable detail the reasons for such dispute and the amount is then determined by reference in dispute, or (b) pay to Sublessee (or, at Sublessee’s express written direction, but subject to the Construction Budget. Such twenty-five provisions of Subsection 21(d) below, directly to Sublessee’s general contractor) the requisitioned amount (25%or the undisputed portion of the requisitioned amount), provided, however, that (x) percent the aggregate of all such payments by Sublessor shall not exceed the amount of Sublessor’s Contribution, and (y) Sublessor shall not be required to make more than one (1) payment per calendar month and (z) if Sublessor shall reasonably so require, the disbursements required to be made by Sublessor pursuant to this Section 21 shall be maintained in an interest-bearing escrow account non-commingled with the Landlord’s other funds until such time as Tenant has paid subject to Landlord the remaining seventy-five a retention ten (75%) percent of the Tenant’s Costs, at which time Landlord; will utilize such twenty-five (2510%) percent (plus accrued interestbut in no event an amount greater than $100,000) for the monthly payments of Tenantuntil Sublessee’s Costs, as described below. Initial Work shall have been finally and fully completed and lien waivers delivered. (ii) The remaining seventy-five (75%) percent of Tenant’s Costs If Sublessee shall be paid by Tenant to Landlord in monthly installments, based upon requests deliver the requisition for payment submitted required by Landlord not more than monthly. Each request for payment shall be accompanied by a copy of the documentation submitted or to be submitted by Landlord to its construction lender as an application for draws under Landlord’s construction loan (includingsubdivision 21(a)(ii) above, without limitationthen, a certification by the Architect that all work up to the date of the request for payment has been substantially completed, along with any partial releases of lien and/or contractor affidavits based on partial payment). Tenant shall pay to Landlordunless, within ten (10) days after submission thereafter, Sublessor shall have delivered a Sublessor’s Requisition Dispute Notice to Sublessee, Sublessor shall pay to Sublessee the requisitioned amount (or undisputed portion thereof) not more than thirty (30) days immediately following Sublessee’s delivery of such itemsrequisition for payment to Sublessor. (c) Sublessee shall have the right to use Sublessor’s Contribution, an amount equal to Tenant’s pro-rata share in such manner as Sublessee shall solely determine, for the design and construction of the cost Subleased Premises including, without limitation, demolition, cabling and wiring work, and the purchase and installation of the Tenant Improvements. In the event Tenant disputes any payment required to be madefurnishings, the approval of a draw request by Landlord’s construction lender shall be evidence that the payment is properly due from Tenantfixtures and equipment; provided, however, that if Tenant any portion of Sublessor’s Contribution that is not used for reimbursement of Sublessee’s actually incurred costs in connection with Sublessee’s Initial Work or any of the other foregoing costs may be applied toward Base Rent or Additional Rent under this Sublease, in Sublessee’s discretion, once the Initial Work has been completed and lien waivers delivered. (d) At the written direction of Sublessee and provided that Sublessee shall have complied with all of the provisions of this Section 21 related to a bona fiderequest for payment of a portion or portions of Sublessor’s Contribution, good faith dispute Sublessor shall pay such portion or portions of Sublessor’s Contribution directly to Sublessee’s general contractor, provided that: (i) such contractor acknowledges in writing to Sublessor in advance of such payment that (x) such contractor has no agreement or privity of contract with Sublessor, (y) Sublessor’s only obligation for payment of Sublessor’s Contribution is to Sublessee, and that such contractor is not a third party beneficiary under this Lease, and (z) such contractor provides Sublessor with a general release and waiver of liability in connection with such payment, in a form reasonably satisfactory to Sublessor; and (ii) Sublessee indemnifies and holds Sublessor harmless from and against any claims, losses, damages, costs and expenses (including reasonable attorneys’ fees and disbursements) incurred by Sublessor as to whether a payment is properly due, Tenant may elect result of such general contractor or any other subcontractors making a claim against Sublessor because Sublessor has agreed to pay a portion or portions of Sublessor’s Contribution directly to such amount “under protest,” so that Tenant may reserve its rights general contractor. (e) If Sublessor shall deliver to Sublessee a Sublessor’s Requisition Dispute Notice, then Sublessee shall have the right to submit such dispute to expedited arbitration, in accordance with the provisions of this Lease, to determine whether Sublessee’s claim of an alleged Sublessor default in connection with the payment of such portion of Sublessor’s Contribution is valid. If Sublessee shall prevail in such arbitration proceeding, or if Sublessor shall fail to timely deliver a Sublessor’s Requisition Dispute Notice with respect to such payments. (iii) After Substantial Completion of each Phase, Landlord shall submit to Tenant a final accounting of Tenant’s Costs together with reasonable supporting documentation (including, without limitation, invoices from those to whom remaining amounts are due, to the extent available). Within thirty (30) days thereafter, Tenant shall pay Landlord the then remaining balance of Tenant’s Costs, all or Landlord shall reimburse Tenant as to any excess amounts previously paid, as the case may be. Tenant’s Costs represent a reimbursement of monies expended by Landlord on Tenant’s behalf. Payment when due shall be a condition to Landlord’s continued performance under this Workletter. Any delay in construction of the Tenant Improvements or in Tenant taking occupancy of the Premises resulting from Tenant’s failure to make any Tenant’s Costs payments when due shall be Tenant’s responsibility. Tenant’s failure to pay any portion of Tenantthe installment of Sublessor’s Costs when due shall constitute a default under the Lease (subject Contribution requested and fail to timely pay to Sublessee all or any applicable notice requirements or grace periods), entitling Landlord to all of its remedies thereunder. (b) The Tenant Allowance shall be used for the cost of the construction of the Tenant Improvements (including, without limitation, reasonable architectural and engineering fees (subject to the limitation in Section 3(d), above) and permitting fees to the extent applicable to the Tenant Improvements only). Tenant shall receive a credit against the Base Rent to become due under the Lease for any unused portion of the Tenant Allowanceinstallment of Sublessor’s Contribution then due, but then Sublessee shall have the right to offset against the next installment of Base Rent and Additional Rent an amount equal to such portion of Sublessor’s Contribution which Sublessor failed to pay to Sublessee, together with interest thereon at the Interest Rate from the date that Sublessor was first obligated to disburse said portion of Sublessor’s Contribution until the date that the same shall be fully paid or offset; provided, however, that, in the case of all disputed amounts, Sublessee shall in no event have the right to apply such offset during the first ten (10) Business Days following the rendering of the arbitrator’s decision, and such offset right shall such credit exceed $50,000.00. (c) In addition only be available to Sublessee if Sublessor shall not have made the required payment to Sublessee prior to the Tenant Allowanceexpiration of said ten (10) Business Day period, Landlord will make available to Tenant an additional allowance of up to One Hundred Fifty Thousand and No/100 ($150,000.00) Dollars for each of Phase 1 and Phase 2 to be used to fund the increased capacity of the HVAC system over the HVAC system being provided as part of the Shell Improvements, as described in Exhibit D (the “Additional Allowance”). Tenant shall repay the Additional Allowance (plus simple together with interest thereon at the rate of nine (9%) percent per annum), plus sales tax, to Landlord as follows: Commencing on Interest Rate from the Commencement Date of each Phase and continuing on date that said installment first came due until the first day of each month thereafter throughout the fifteen (15) year Term of each Phase, Tenant shall pay to Landlord (along with Tenant’s regular monthly payments of Base Rent, with date that the same provisions for late charges and defaults as applicable to Base Rent payments) an amount sufficient to is fully amortize the Additional Allowance (plus interest as set forth above), over such period, plus sales tax. Any default by Tenant with respect to the Additional Allowance shall also be deemed to be a default under the Lease. Any costs for such increased HVAC capacity as described in Exhibit D in excess of the Additional Allowance shall be paid to Landlord as part of Tenant’s Costspaid.

Allowance. (aA) Landlord will provide Tenant an allowance shall make a contribution (the “Tenant Allowance”) equal to Fifteen and No/100 ($15.00) Dollars per square foot of Rentable Area in each Phase of towards the Premises, which equals a, total amount of Four Hundred Eighty-Five Thousand Two Hundred Thirty-Five and No/100 ($485,235.00) Dollars for Phase 1, and Four Hundred Fourteen Thousand Nine Hundred Ninety and No/100 ($414,990.00) Dollars for Phase 2 (subject to adjustment as provided in Section 1 of the Lease). To the extent that the total cost of the construction of the Tenant Improvements to the Premises exceeds the Tenant Improvement Allowance based on the Construction Budget, Tenant shall pay the full amount of such excess (“Tenant’s Costs”) as follows: (i) Prior to commencement of construction of the Tenant Improvements, Tenant shall pay Landlord an amount equal to twenty-five (25%) percent of the Tenant’s Costs, as such amount is then determined by reference to the Construction Budget. Such twenty-five (25%) percent shall be maintained in an interest-bearing escrow account non-commingled with the Landlord’s other funds until such time as Tenant has paid to Landlord the remaining seventy-five (75%) percent of the Tenant’s Costs, at which time Landlord; will utilize such twenty-five (25%) percent (plus accrued interest) for the monthly payments of Tenant’s Costs, as described below. (ii) The remaining seventy-five (75%) percent of Tenant’s Costs shall be paid by Tenant to Landlord in monthly installments, based upon requests for payment submitted by Landlord not more than monthly. Each request for payment shall be accompanied by a copy of the documentation submitted or to be submitted by Landlord to its construction lender as an application for draws under Landlord’s construction loan Work (including, without limitation, the costs of construction, permits and inspections, design drawings, architectural drawings, mechanical, electrical and plumbing drawings) in the amount of Five Hundred Forty-Nine Thousand Six Hundred Fifty and No/100 Dollars ($549,650.00) (which is Fifty Dollars ($50.00) per square foot in the Square Footage), on the terms and conditions hereinafter set forth. The cost of Tenant’s bathroom facilities, as shown on Tenant’s approved space plan, shall be borne by Landlord and shall be in addition to the Allowance. The cost of Tenant’s restroom facilities including any design and planning cost, as shown on Tenant’s approved space plan, shall be borne by Landlord and shall be in addition to the Allowance. Further, Landlord agrees, in addition to the Allowance, to cover the cost of a certification by the Architect that all work test fit, with up to one revision, at a cost not to exceed One Thousand Ninety-Nine and 30/100 Dollars ($1,099.30) (which is ten cents ($0.10) per square foot in the date of Square Footage) (i) Landlord shall disburse the Allowance in monthly progress payments, upon Tenant’s request for payment and certification that the work for which disbursement is sought has been substantially completedperformed and that the amounts for which payment is requested are due and owing, along with any which disbursement shall be made to Tenant (or, at Landlord’s option, by check payable jointly to Tenant and to Tenant’s materialmen and contractors) within fifteen (15) business days after presentation by Tenant to Landlord of request for payment and appropriate, complete contractor’s affidavits and partial releases waivers of lien and/or showing that the work covered thereby has been performed in the Demised Premises. Before final payment, Tenant’s general contractor affidavits based on partial payment)shall submit final as-built plans. Tenant shall pay to Landlord, within ten (10) days after submission be responsible for the appropriateness and completeness of such items, an amount equal to contractors’ affidavits and waivers of lien and approval of any of such work; Landlord shall have no responsibility for any of the foregoing. Disbursement of the Allowance shall not be deemed a waiver of Tenant’s pro-rata share obligation to comply with such provisions. Landlord has no obligation to disburse any portion of the Allowance if Tenant is in default under the Lease or this Work Letter. (ii) In the event that the cost of Tenant’s Work and such other items for which the Allowance may be applied should for any reason be less than the full amount of the Allowance, Tenant Improvementsshall be entitled to use up to Forty Three Thousand Nine Hundred Seventy-Two and No/100 Dollars ($43,972.00) (which is Four Dollars ($4.00) per square foot in the Square Footage of such unused amounts) to pay for telephone installation, computer cabling, moving costs and furniture and equipment installed in the Demised Premises, or, at Tenant’s discretion, for any other hard and soft costs associated with Tenant’s Work. In the event Tenant disputes Landlord determines, at any payment required time, that the cost of Tenant’s Work and such other items for which the Allowance may be applied is or is likely to be madein excess of the amount of the then undisbursed portion of the Allowance, the approval of a draw request by Landlord’s construction lender then Tenant shall be evidence that the solely responsible for payment is properly due from Tenant; provided, however, that if Tenant has a bona fide, good faith dispute as to whether a payment is properly due, Tenant may elect to pay of such amount “under protest,” so that Tenant may reserve its rights with respect to such paymentsexcess. (iii) After Substantial Completion of each PhaseIn the event that the Allowance is not fully disbursed, Landlord shall submit to Tenant a final accounting of in accordance with this Paragraph 9, by the date which is twelve (12) calendar months following the Lease Commencement Date, then Tenant’s Costs together with reasonable supporting documentation (including, without limitation, invoices from those rights in and to whom remaining amounts are due, to the extent available). Within thirty (30) days thereafter, Tenant shall pay Landlord the then remaining balance of Tenant’s Costs, or Landlord shall reimburse Tenant as to any excess amounts previously paid, as the case may be. Tenant’s Costs represent a reimbursement of monies expended by Landlord on Tenant’s behalf. Payment when due shall be a condition to Landlord’s continued performance under this Workletter. Any delay in construction such remainder of the Tenant Improvements or in Tenant taking occupancy of the Premises resulting from Tenant’s failure to make any Tenant’s Costs payments when due shall be Tenant’s responsibility. Tenant’s failure to pay any portion of Tenant’s Costs when due shall constitute a default under the Lease (subject to any applicable notice requirements or grace periods), entitling Landlord to all of its remedies thereunder. (b) The Tenant Allowance shall cease and be used for the cost of the construction of the Tenant Improvements (including, without limitation, reasonable architectural and engineering fees (subject to the limitation in Section 3(d), above) and permitting fees to the extent applicable to the Tenant Improvements only). Tenant shall receive a credit against the Base Rent to become due under the Lease for any unused portion of the Tenant Allowance, but in no event shall such credit exceed $50,000.00terminated. (c) In addition to the Tenant Allowance, Landlord will make available to Tenant an additional allowance of up to One Hundred Fifty Thousand and No/100 ($150,000.00) Dollars for each of Phase 1 and Phase 2 to be used to fund the increased capacity of the HVAC system over the HVAC system being provided as part of the Shell Improvements, as described in Exhibit D (the “Additional Allowance”). Tenant shall repay the Additional Allowance (plus simple interest at the rate of nine (9%) percent per annum), plus sales tax, to Landlord as follows: Commencing on the Commencement Date of each Phase and continuing on the first day of each month thereafter throughout the fifteen (15) year Term of each Phase, Tenant shall pay to Landlord (along with Tenant’s regular monthly payments of Base Rent, with the same provisions for late charges and defaults as applicable to Base Rent payments) an amount sufficient to fully amortize the Additional Allowance (plus interest as set forth above), over such period, plus sales tax. Any default by Tenant with respect to the Additional Allowance shall also be deemed to be a default under the Lease. Any costs for such increased HVAC capacity as described in Exhibit D in excess of the Additional Allowance shall be paid to Landlord as part of Tenant’s Costs.

Allowance. (a) Landlord will provide In accordance with the terms of Exhibit B, Tenant an shall be entitled to a one-time tenant improvement allowance (the “Tenant Improvement Allowance”) equal to Fifteen and No/100 ($15.00) Dollars per square foot of Rentable Area in each Phase of the Premises, which equals a, total maximum amount of Four One Million Six Hundred Eighty-Three Thousand Eight Hundred Twenty-Five Thousand Two Hundred Dollars ($1,683,825) for all hard and soft costs incurred by Tenant relating to the design and construction of Tenant’s improvements at the Premises (“Tenant Improvement Work”), provided that Thirty-Five and No/100 Three Thousand Dollars ($485,235.0033,000) Dollars for Phase 1, and Four Hundred Fourteen Thousand Nine Hundred Ninety and No/100 ($414,990.00) Dollars for Phase 2 (subject to adjustment as provided in Section 1 of the Lease). To the extent that the total cost of the construction of the Tenant Improvements to the Premises exceeds the Tenant Improvement Allowance based on the Construction Budget, Tenant shall pay the full amount of such excess (“Tenant’s Costs”) as follows: (i) Prior be credited to commencement of construction of Landlord and deducted from the Tenant Improvements, Tenant shall pay Landlord an amount equal to twenty-five (25%) percent of the Tenant’s Costs, as such amount is then determined by reference to the Construction Budget. Such twenty-five (25%) percent shall be maintained in an interest-bearing escrow account non-commingled with the Landlord’s other funds until such time as Tenant has paid to Landlord the remaining seventy-five (75%) percent of the Tenant’s Costs, at which time Landlord; will utilize such twenty-five (25%) percent (plus accrued interest) Improvement Allowance for a construction management fee for the monthly payments of Tenant’s Costs, as described below. (ii) The remaining seventy-five (75%) percent of Tenant’s Costs shall be paid by Tenant to Landlord in monthly installments, based upon requests for payment submitted by Landlord not more than monthly. Each request for payment shall be accompanied by a copy of the documentation submitted or to be submitted by Landlord to its construction lender as an application for draws under Landlord’s construction loan (including, without limitation, a certification by the Architect that all work up to the date of the request for payment has been substantially completed, along with any partial releases of lien and/or contractor affidavits based on partial payment). Tenant shall pay to Landlord, within ten (10) days after submission of such items, an amount equal to Tenant’s pro-rata share of the cost of the Tenant Improvements. In the event Tenant disputes any payment required to be made, the approval of a draw request by Landlord’s construction lender shall be evidence that the payment is properly due from Tenant; provided, however, that if Tenant has a bona fide, good faith dispute as to whether a payment is properly due, Tenant may elect to pay such amount “under protest,” so that Tenant may reserve its rights with respect to such payments. (iii) After Substantial Completion of each Phase, Landlord shall submit to Tenant a final accounting of Tenant’s Costs together with reasonable supporting documentation (including, without limitation, invoices from those to whom remaining amounts are due, to the extent available). Within thirty (30) days thereafter, Tenant shall pay Landlord the then remaining balance of Tenant’s Costs, or Landlord shall reimburse Tenant as to any excess amounts previously paid, as the case may be. Tenant’s Costs represent a reimbursement of monies expended by Landlord on Tenant’s behalf. Payment when due shall be a condition to Landlord’s continued performance under this Workletter. Any delay in construction of the Tenant Improvements or in Tenant taking occupancy of the Premises resulting from Tenant’s failure to make any Tenant’s Costs payments when due shall be Tenant’s responsibility. Tenant’s failure to pay any portion of Tenant’s Costs when due shall constitute a default under the Lease (subject to any applicable notice requirements or grace periods), entitling Landlord to all of its remedies thereunder. (b) The Tenant Allowance shall be used for the cost of the construction of the Tenant Improvements (including, without limitation, reasonable architectural and engineering fees (subject to the limitation in Section 3(d), above) and permitting fees to the extent applicable to the Tenant Improvements only). Tenant shall receive a credit against the Base Rent to become due under the Lease for any unused portion of the Tenant Allowance, but in no event shall such credit exceed $50,000.00. (c) In addition to the Tenant Allowance, Landlord will make available to Tenant an additional allowance of up to One Hundred Fifty Thousand and No/100 ($150,000.00) Dollars for each of Phase 1 and Phase 2 to be used to fund the increased capacity of the HVAC system over the HVAC system being provided as part of the Shell Improvements, as described in Exhibit D Improvement Work (the “Additional AllowanceManagement Fee”). For avoidance of doubt, the Tenant shall repay the Additional Improvement Allowance (plus simple interest at the rate of nine (9%) percent per annum), plus sales tax, to Landlord as follows: Commencing on the Commencement Date of each Phase and continuing on the first day of each month thereafter throughout the fifteen (15) year Term of each Phase, Tenant shall pay to Landlord (along with Tenant’s regular monthly payments of Base Rent, with the same provisions for late charges and defaults as is not applicable to Base Rent payments) an amount sufficient to fully amortize the Additional Allowance (plus interest as set forth above), over such period, plus sales tax. Any default and shall not be used by Tenant with respect to the Additional Roof Deck (as hereinafter defined). Tenant may utilize up to a maximum amount of Five Hundred Eighteen Thousand One Hundred Dollars ($518,100) of the Tenant Improvement Allowance shall also towards the cost of furniture, fixtures, moving costs and applied towards future payments of Base Rent; provided, however, (i) any costs related to furniture, fixtures and moving must be deemed utilized within six (6) months after the Commencement Date, otherwise such right to be a default under use this specific portion of the Lease. Any costs Tenant Improvement Allowance for such increased HVAC capacity as described in Exhibit D in excess items is waived, and (ii) any amounts of this specific portion of the Additional Tenant Improvement Allowance may be applied towards future payments of Base Rent up and until the first anniversary of the Rent Commencement Date, otherwise such right to apply to future payments of Base Rent shall be paid waived. In addition to the Tenant Improvement Allowance, Landlord as part has previously disbursed to Tenant the amount of Tenant’s CostsSeven Thousand Seven Hundred Seventy-One Dollars and Fifty Cents ($7,771.50) towards the payment of the plans for the Tenant Improvement Work (“Plans Allowance”).

Allowance. (a) Landlord will provide Tenant an allowance shall contribute $1,578,775 (the “"ALLOWANCE") toward the costs and expenses incurred in connection with the performance of Tenant's Work, of which no more than $172,230 may be payable to Tenant's architects and engineers. Upon request by Tenant Allowance”) equal to Fifteen and No/100 ($15.00) Dollars per square foot of Rentable Area in each Phase of the Premises, which equals a, total amount of Four Hundred Eighty-Five Thousand Two Hundred Thirty-Five and No/100 ($485,235.00) Dollars for Phase 1, and Four Hundred Fourteen Thousand Nine Hundred Ninety and No/100 ($414,990.00) Dollars for Phase 2 (subject to adjustment as provided in Section 1 of the Lease). To the extent that the total cost of the construction of the Tenant Improvements to the Premises exceeds the Tenant Improvement Allowance based on the Construction Budget, Tenant shall pay the full amount of such excess (“Tenant’s Costs”) as follows: (i) Prior to commencement of construction of the Tenant Improvements, Tenant shall pay Landlord may be increased by an amount equal up to twenty-five (25%) percent of $4,592,800. In the Tenant’s Costsevent that Tenant requests such an increase, as such amount is then determined by reference to the Construction Budget. Such twenty-five (25%) percent Basic Annual Rent shall be maintained in an interest-bearing escrow account non-commingled with the Landlord’s other funds until such time as increased by $0.14 per annum for each additional $1.00 advanced by Landlord to Tenant has paid pursuant to Tenant's request. Landlord the remaining seventy-five (75%) percent of the Tenant’s Costs, at which time Landlord; will utilize such twenty-five (25%) percent (plus accrued interest) for the monthly payments of Tenant’s Costs, as described below. (ii) The remaining seventy-five (75%) percent of Tenant’s Costs shall be paid by Tenant the sum of $51,205 for monitoring and inspecting Tenant's Work, which sum shall be deducted from the Allowance. If the entire Allowance is not applied toward or reserved for the costs of Tenant's Work, Tenant shall receive a credit of such unused portion of the Allowance (the "UNUSED ALLOWANCE"), provided, however, the Unused Allowance shall not exceed $82,500 with respect to Phase 1, and shall not exceed $75,377.50 with respect to Phase 2. Upon submission by Tenant to Landlord in monthly installments, based upon requests for payment submitted by of a statement ("ADVANCE REQUEST") setting forth the amount requested and a reasonably detailed summary of the Tenant's Work and Tenant Performed Landlord not more than monthly. Each request for payment Work performed (which shall be accompanied satisfied by a copy of an AIA standard form Application for Payment (G 702) executed by the documentation submitted or general contractor and by the architect) accompanied by lien releases from the general contractor and the subcontractors in respect of the prior advance. Landlord, within five (5) business days following receipt by Landlord of the Advance Request and the accompanying materials, shall advance to Tenant such amounts of the Allowance and the Landlord Payment as Landlord shall reasonably determine to be submitted by due in accordance with the Advance Request and the accompanying statements. The Allowance and the Landlord to its Payment may be used for the payment of applicable construction lender as an application for draws under Landlord’s construction loan (and other applicable costs including, without limitation, a certification by the Architect that all work up to the date of the request for payment has been substantially completedlaboratory improvements, along with any partial releases of lien and/or contractor affidavits based on partial payment)finishes, Building fixtures, building permits and fees, architectural, engineering, design and consulting fees. Tenant shall pay have the right to retain its own specialty contractors (subject to approval by Landlord, within ten (10) days after submission of such items, an amount equal to Tenant’s pro-rata share of the cost of the Tenant Improvements. In the event Tenant disputes any payment required approval not to be madeunreasonably withheld, the approval of a draw request by Landlord’s construction lender shall be evidence that the payment is properly due from Tenant; provided, however, that if Tenant has a bona fide, good faith dispute as conditioned or delayed) to whether a payment is properly due, Tenant may elect to pay such amount “under protest,” so that Tenant may reserve its rights with respect to such payments. (iii) After Substantial Completion of each Phase, Landlord shall submit to Tenant a final accounting of Tenant’s Costs together with reasonable supporting documentation (including, without limitation, invoices from those to whom remaining amounts are due, to the extent available). Within thirty (30) days thereafter, Tenant shall pay Landlord the then remaining balance of Tenant’s Costs, or Landlord shall reimburse Tenant as to any excess amounts previously paid, as the case may be. Tenant’s Costs represent a reimbursement of monies expended by Landlord on Tenant’s behalf. Payment when due shall be a condition to Landlord’s continued performance under this Workletter. Any delay in construction of the Tenant Improvements or in Tenant taking occupancy of the Premises resulting from Tenant’s failure to make any Tenant’s Costs payments when due shall be Tenant’s responsibility. Tenant’s failure to pay perform any portion of Tenant’s Costs when due the work necessary to construct and outfit the Demised Premises which work shall constitute a default under the Lease (subject to any applicable notice requirements or grace periods), entitling Landlord to all of its remedies thereunder. (b) The Tenant Allowance shall not be used for the cost payable out of the construction of the Tenant Improvements (including, without limitation, reasonable architectural and engineering fees (subject to the limitation in Section 3(d), above) and permitting fees to the extent applicable to the Tenant Improvements only). Tenant shall receive a credit against the Base Rent to become due under the Lease for any unused portion of the Tenant Allowance, but in no event shall such credit exceed $50,000.00. (c) In addition to the Tenant Allowance, Landlord will make available to Tenant an additional allowance of up to One Hundred Fifty Thousand and No/100 ($150,000.00) Dollars for each of Phase 1 and Phase 2 to be used to fund the increased capacity of the HVAC system over the HVAC system being provided as part of the Shell Improvements, as described in Exhibit D (the “Additional Allowance”). Tenant shall repay the Additional Allowance (plus simple interest at the rate of nine (9%) percent per annum), plus sales tax, to Landlord as follows: Commencing on the Commencement Date of each Phase and continuing on the first day of each month thereafter throughout the fifteen (15) year Term of each Phase, Tenant shall pay to Landlord (along with Tenant’s regular monthly payments of Base Rent, with the same provisions for late charges and defaults as applicable to Base Rent payments) an amount sufficient to fully amortize the Additional Allowance (plus interest as set forth above), over such period, plus sales tax. Any default by Tenant with respect to the Additional Allowance shall also be deemed to be a default under the Lease. Any costs for such increased HVAC capacity as described in Exhibit D in excess of the Additional Allowance shall be paid to Landlord as part of Tenant’s Costs.unless

Allowance. Landlord hereby grants to Tenant an allowance of up to $50.00 per rentable square foot of the Premises (i.e. $2,412,000.00 based on the Premises consisting of approximately 48,240 rentable square feet) (the “Allowance”). Tenant shall have the right to elect to have Landlord provide Tenant an additional allowance up to an amount not to exceed $10.00 per rentable square foot (i.e., up to $482,400.00, based upon the Premises containing 48,240 rentable square feet ) (the “Additional Allowance”) to cover the actual costs of construction which exceed the Allowance, which Additional Allowance shall be (a) disbursed to Tenant when Landlord will provide Tenant an allowance shall have received “Evidence of Completion and Payment” as to one hundred percent (the “Tenant Allowance”) equal to Fifteen and No/100 ($15.00) Dollars per square foot of Rentable Area in each Phase of the Premises, which equals a, total amount of Four Hundred Eighty-Five Thousand Two Hundred Thirty-Five and No/100 ($485,235.00) Dollars for Phase 1, and Four Hundred Fourteen Thousand Nine Hundred Ninety and No/100 ($414,990.00) Dollars for Phase 2 (subject to adjustment as provided in Section 1 of the Lease). To the extent that the total cost of the construction of the Tenant Improvements to the Premises exceeds the Tenant Improvement Allowance based on the Construction Budget, Tenant shall pay the full amount of such excess (“Tenant’s Costs”) as follows: (i) Prior to commencement of construction of the Tenant Improvements, Tenant shall pay Landlord an amount equal to twenty-five (25100%) percent of the Tenant’s Costs, as such amount is then determined by reference to the Construction Budget. Such twenty-five (25%) percent shall be maintained in an interest-bearing escrow account non-commingled with the Landlord’s other funds until such time as Tenant has paid to Landlord the remaining seventy-five (75%) percent of the Tenant’s Costs, at which time Landlord; will utilize such twenty-five (25%) percent (plus accrued interest) for the monthly payments of Tenant’s Costs, Work having been completed and paid for by Tenant as described in subparagraph 5(f) below and satisfaction of the items described in subparagraph 5(f)(vi) below. , and (iib) The remaining seventy-five amortized over the Term with interest at seven and one half (757.5%) percent of Tenant’s Costs shall be per annum, and paid by Tenant to Landlord in as Additional Rent monthly installments, based upon requests during the initial Term together with Tenant’s scheduled payments of Monthly Base Rent. If Tenant shall elect for payment submitted by Landlord not more than monthly. Each request for payment shall be accompanied by a copy of the documentation submitted or to be submitted by Landlord to its construction lender as an application for draws under Landlord’s construction loan (including, without limitation, a certification by provide the Architect that all work up to the date of the request for payment has been substantially completed, along with any partial releases of lien and/or contractor affidavits based on partial payment). Tenant shall pay to LandlordAdditional Allowance, within ten (10) days after submission of such itemsrequest by Landlord, the parties shall execute an amount equal amendment to Tenant’s pro-rata share the Lease acknowledging the Additional Allowance and the Additional Rent related thereto to be paid by Tenant to Landlord on a monthly basis together with the Monthly Base Rent, based on amortization of the Additional Allowance as provided in this Section 5(a). The Allowance and Additional Allowance are to be used only for construction of the Tenant Improvements including, not by way of limitation but by way of illustration: (i) Payment of the cost of preparing the Space Plans and the Final Plans, including mechanical, electrical, plumbing and structural drawings and of all other aspects necessary to complete the Final Plans. The Allowance and Additional Allowance will not be used for the payment of extraordinary design work not consistent with the scope of the Standards (i.e., above-standard design work) or for payments to any other consultants, designers or architects other than Landlord’s Architect and/or Tenant’s Architect. (ii) The payment of plan check, permit and license fees relating to construction of the Tenant Improvements. In the event Tenant disputes any payment required to be made, the approval of a draw request by Landlord’s construction lender shall be evidence that the payment is properly due from Tenant; provided, however, that if Tenant has a bona fide, good faith dispute as to whether a payment is properly due, Tenant may elect to pay such amount “under protest,” so that Tenant may reserve its rights with respect to such payments. (iii) After Substantial Completion of each Phase, Landlord shall submit to Tenant a final accounting of Tenant’s Costs together with reasonable supporting documentation (including, without limitation, invoices from those to whom remaining amounts are due, to the extent available). Within thirty (30) days thereafter, Tenant shall pay Landlord the then remaining balance of Tenant’s Costs, or Landlord shall reimburse Tenant as to any excess amounts previously paid, as the case may be. Tenant’s Costs represent a reimbursement of monies expended by Landlord on Tenant’s behalf. Payment when due shall be a condition to Landlord’s continued performance under this Workletter. Any delay in construction Construction of the Tenant Improvements or in Tenant taking occupancy of the Premises resulting from Tenant’s failure to make any Tenant’s Costs payments when due shall be Tenant’s responsibility. Tenant’s failure to pay any portion of Tenant’s Costs when due shall constitute a default under the Lease (subject to any applicable notice requirements or grace periods)Improvements, entitling Landlord to all of its remedies thereunder. (b) The Tenant Allowance shall be used for the cost of the construction of the Tenant Improvements (including, without limitationnot by way of limitation but by way of illustration, reasonable architectural and engineering fees (subject to the limitation in Section 3(d), above) and permitting fees to the extent applicable to the Tenant Improvements only). Tenant shall receive a credit against the Base Rent to become due under the Lease for any unused portion of the Tenant Allowance, but in no event shall such credit exceed $50,000.00. (c) In addition to the Tenant Allowance, Landlord will make available to Tenant an additional allowance of up to One Hundred Fifty Thousand and No/100 ($150,000.00) Dollars for each of Phase 1 and Phase 2 to be used to fund the increased capacity of the HVAC system over the HVAC system being provided as part of the Shell Improvements, as described in Exhibit D (the “Additional Allowance”). Tenant shall repay the Additional Allowance (plus simple interest at the rate of nine (9%) percent per annum), plus sales tax, to Landlord as follows: Commencing on the Commencement Date of each Phase and continuing on the first day of each month thereafter throughout the fifteen (15) year Term of each Phase, Tenant shall pay to Landlord (along with Tenant’s regular monthly payments of Base Rent, with the same provisions for late charges and defaults as applicable to Base Rent payments) an amount sufficient to fully amortize the Additional Allowance (plus interest as set forth above), over such period, plus sales tax. Any default by Tenant with respect to the Additional Allowance shall also be deemed to be a default under the Lease. Any costs for such increased HVAC capacity as described in Exhibit D in excess of the Additional Allowance shall be paid to Landlord as part of Tenant’s Costs.following:

Allowance. Lessor shall provide an allowance not to exceed Three Hundred Sixty Thousand Four Hundred Eighty and no/100 Dollars ($360,480.00) for all third party costs related to the design, permitting and construction of the Initial Lessee Improvements, as described above and other Alterations to the Existing Premises as approved by Lessor (which approval will not be unreasonably withheld, conditioned or delayed) pursuant to the terms of the Lease (the “Allowance”), including, but not limited to, the following costs: (a) Landlord will provide Tenant payments to Lessee’s contractors for labor, material, equipment, and fixtures; (b) fees paid to Lessee’s designers, architects and other consultants; (c) taxes, fees, charges, and levies by governmental and quasi-governmental agencies for permits or for inspections; (d) utilities incurred in the course of construction (but not to exceed 5% of the Allowance); (e) premiums for builder’s risk insurance; (f) costs incurred for the management and administration of construction; and (g) costs to correct any defect in the existing improvements. Any portion of the Allowance not used by Lessee by February 1, 2020 shall revert to the Lessor. The Allowance shall be paid in progress payments on a monthly basis as the Initial Lessee Improvement Work and other Alterations progresses in an allowance amount not to exceed ninety percent (90%) of the “Tenant Allowance”) . The progress payments shall be paid to Lessee on a reimbursement basis within 20 days after Lessee presents draw requests or invoices that detail the work performed and showing that Lessee has incurred design, permitting and/or construction costs in an amount at least equal to Fifteen and No/100 ($15.00) Dollars per square foot of Rentable Area in each Phase the requested progress payment, subject to Lessor’s inspection to confirm that such work has been performed. The remaining balance of the PremisesAllowance shall be payable to Lessee after Substantial Completion of all work, which equals a, total amount of Four Hundred Eighty-Five Thousand Two Hundred Thirty-Five and No/100 ($485,235.00) Dollars for Phase 1, and Four Hundred Fourteen Thousand Nine Hundred Ninety and No/100 ($414,990.00) Dollars for Phase 2 (subject to adjustment as provided in Section 1 conditioned upon receipt of the Lease). To the extent that the total cost of the construction of the Tenant Improvements to the Premises exceeds the Tenant Improvement Allowance based on the Construction Budget, Tenant shall pay the full amount of such excess (“Tenant’s Costs”) as followsfollowing: (i) Prior to commencement of construction Lessor’s inspection and approval of the Tenant ImprovementsInitial Lessee Improvements and other Alterations, Tenant including (if applicable), a written certification from Lessor’s original roofing contractor stating that all roof penetrations have been properly sealed and the roof warranty shall pay Landlord an amount equal to twenty-five (25%) percent of the Tenant’s Costs, as such amount is then determined by reference to the Construction Budget. Such twenty-five (25%) percent shall be maintained continue in an interest-bearing escrow account non-commingled with the Landlord’s other funds until such time as Tenant has paid to Landlord the remaining seventy-five (75%) percent of the Tenant’s Costs, at which time Landlord; will utilize such twenty-five (25%) percent (plus accrued interest) for the monthly payments of Tenant’s Costs, as described below.full force and effect; (ii) The remaining seventy-five (75%) percent Copies of Tenant’s Costs shall be all paid by Tenant to Landlord in monthly installmentsinvoices, based upon requests including a final summary of all costs for payment submitted by Landlord not more than monthly. Each request for payment shall be accompanied by the Initial Lessee Improvements and other Alterations, and a copy of a full set of plans and details for the documentation submitted or to be submitted Initial Lessee Improvements and other Alterations as approved by Landlord to its construction lender as an application for draws under Landlord’s construction loan (including, without limitation, a certification by the Architect that all work up to the date of the request for payment has been substantially completed, along with any partial releases of lien and/or contractor affidavits based on partial payment). Tenant shall pay to Landlord, within ten (10) days after submission of such items, an amount equal to Tenant’s pro-rata share of the cost of the Tenant Improvements. In the event Tenant disputes any payment required to be made, the approval of a draw request by Landlord’s construction lender shall be evidence that the payment is properly due from Tenant; provided, however, that if Tenant has a bona fide, good faith dispute as to whether a payment is properly due, Tenant may elect to pay such amount “under protest,” so that Tenant may reserve its rights with respect to such payments.Lessor; (iii) After Substantial Completion An “unconditional waiver and release upon final payment” covering work completed; and (iv) Copies of each Phasecertificates of occupancy, Landlord shall submit to Tenant a final accounting of Tenant’s Costs together with signed inspection cards, permits and/or clearances required by all governing agencies, and reasonable supporting documentation (including, without limitation, invoices from those to whom remaining amounts are due, written proof that all fees relating to the extent available)Initial Lessee Improvements and other Alterations have been paid by Lessee. Within thirty (30) days thereafter, Tenant shall pay Landlord the then remaining balance of Tenant’s Costs, or Landlord shall reimburse Tenant as to any excess amounts previously paid, as the case may be. Tenant’s Costs represent a reimbursement of monies expended by Landlord on Tenant’s behalf. Payment when due shall be a condition to Landlord’s continued performance under this Workletter. Any delay in construction of the Tenant Improvements or in Tenant taking occupancy of the Premises resulting from Tenant’s failure to make any Tenant’s Costs payments when due shall be Tenant’s responsibility. Tenant’s failure to pay any portion of Tenant’s Costs when due shall constitute a default under the Lease (subject to any applicable notice requirements or grace periods), entitling Landlord to all of its remedies thereunder. (b) The Tenant Allowance shall be used for the cost of the construction of the Tenant Improvements (including, without limitation, reasonable architectural and engineering fees (considered an Inducement Provision subject to the limitation in Section 3(d), above) and permitting fees to the extent applicable to the Tenant Improvements only). Tenant shall receive a credit against the Base Rent to become due under the Lease for any unused portion provisions of the Tenant Allowance, but in no event shall such credit exceed $50,000.00Paragraph 13.3 of this Lease. (c) In addition to the Tenant Allowance, Landlord will make available to Tenant an additional allowance of up to One Hundred Fifty Thousand and No/100 ($150,000.00) Dollars for each of Phase 1 and Phase 2 to be used to fund the increased capacity of the HVAC system over the HVAC system being provided as part of the Shell Improvements, as described in Exhibit D (the “Additional Allowance”). Tenant shall repay the Additional Allowance (plus simple interest at the rate of nine (9%) percent per annum), plus sales tax, to Landlord as follows: Commencing on the Commencement Date of each Phase and continuing on the first day of each month thereafter throughout the fifteen (15) year Term of each Phase, Tenant shall pay to Landlord (along with Tenant’s regular monthly payments of Base Rent, with the same provisions for late charges and defaults as applicable to Base Rent payments) an amount sufficient to fully amortize the Additional Allowance (plus interest as set forth above), over such period, plus sales tax. Any default by Tenant with respect to the Additional Allowance shall also be deemed to be a default under the Lease. Any costs for such increased HVAC capacity as described in Exhibit D in excess of the Additional Allowance shall be paid to Landlord as part of Tenant’s Costs.

Allowance. (a) Landlord will shall provide Tenant an a construction allowance (the “Tenant "Allowance”') equal to Fifteen as set forth in Section I above. Landlord shall make the Allowance available towards: (1) costs of permanent leasehold improvements included in the Work, including labor, hardware, equipment and No/100 materials, contractors' charges for overhead and fees, and general conditions, (2) costs of the Space Plan and Construction Drawings, provided such costs, as a share of the Allowance, shall not exceed Two and 50/100 Dollars ($15.002.50) Dollars per rentable square foot feet of Rentable Area space in the Premises (i.e., $34,550.00 for each Phase the 7th Floor Premises and the 10th Floor Premises, and $10,110 for the 9th Floor Premises) (and which shall exclude planning for furniture, fixtures and equipment), (3) costs incurred by Tenant for real estate consulting fees payable to Tenant's broker identified in the Basic Lease Information ("TENANT'S BROKER") in connection with the Lease, provided such costs, as a share of the PremisesAllowance, which equals ashall not exceed, total amount of in the aggregate, Four Hundred Eighty-Five Thousand Two Hundred Thirty-Five and No/100 Dollars ($485,235.004.00) Dollars for Phase 1per rentable square feet of space in the 7th Floor Premises (i.e., $55,280.00) (the "PERMITTED REAL ESTATE CONSULTING FEE"), and Four Hundred Fourteen Thousand Nine Hundred Ninety (4) Landlord's costs and No/100 ($414,990.00) Dollars for Phase 2 (subject to adjustment administrative fee, as provided in Section 1 of the Lease)described above. To the extent that the total cost of the construction of the Tenant Improvements to the Premises exceeds the Tenant Improvement Allowance based on the Construction Budget, Tenant Landlord shall pay the full amount Permitted Real Estate Consulting Fee directly to Tenant's Broker upon receipt of such excess (“an invoice from Tenant’s Costs”) as follows: (i) Prior to commencement of construction of the Tenant Improvements, Tenant shall pay Landlord an amount equal to twenty-five (25%) percent of the Tenant’s Costs, as such amount is then determined by reference to the Construction Budget. Such twenty-five (25%) percent shall be maintained 's Broker setting forth in an interest-bearing escrow account non-commingled with the Landlord’s other funds until such time as Tenant has paid detail reasonably satisfactory to Landlord the remaining seventy-five (75%) percent amount of the Tenant’s Costs, at which time Landlord; will utilize such twenty-five (25%) percent (plus accrued interest) for the monthly payments of Tenant’s Costs, as described below. (ii) The remaining seventy-five (75%) percent of Tenant’s Costs shall be paid real estate consulting fees owed by Tenant to Landlord in monthly installmentsTenant's Broker, based upon requests for payment submitted by Landlord not more than monthly. Each request for payment which invoice shall be accompanied by a copy written authorization from Tenant to remit the Permitted Real Estate Consulting Fee to Tenant's Broker. If all or any portion of the documentation submitted or to Allowance shall not be submitted by Landlord to its construction lender as an application for draws under Landlord’s construction loan (including, without limitation, a certification by the Architect that all work up to the date of the request for payment has been substantially completed, along with any partial releases of lien and/or contractor affidavits based on partial payment). Tenant shall pay to Landlord, within ten (10) days after submission of such items, an amount equal to Tenant’s pro-rata share of the cost of the Tenant Improvements. In the event Tenant disputes any payment required to be made, the approval of a draw request by Landlord’s construction lender shall be evidence that the payment is properly due from Tenant; provided, however, that if Tenant has a bona fide, good faith dispute as to whether a payment is properly due, Tenant may elect to pay such amount “under protest,” so that Tenant may reserve its rights with respect to such payments. (iii) After Substantial Completion of each Phaseused, Landlord shall submit to Tenant a final accounting of Tenant’s Costs together with reasonable supporting documentation (including, without limitation, invoices from those to whom remaining amounts are due, be entitled to the extent available). Within thirty (30) days thereafter, Tenant shall pay Landlord the then remaining balance of Tenant’s Costs, or Landlord shall reimburse Tenant as to any excess amounts previously paid, as the case may be. Tenant’s Costs represent a reimbursement of monies expended by Landlord on Tenant’s behalf. Payment when due shall be a condition to Landlord’s continued performance under this Workletter. Any delay in construction of the Tenant Improvements or in Tenant taking occupancy of the Premises resulting from Tenant’s failure to make any Tenant’s Costs payments when due shall be Tenant’s responsibility. Tenant’s failure to pay any portion of Tenant’s Costs when due shall constitute a default under the Lease (subject to any applicable notice requirements or grace periods), entitling Landlord to all of its remedies thereunder. (b) The Tenant Allowance shall be used for the cost of the construction of the Tenant Improvements (including, without limitation, reasonable architectural savings and engineering fees (subject to the limitation in Section 3(d), above) and permitting fees to the extent applicable to the Tenant Improvements only). Tenant shall receive a no credit against the Base Rent to become due under the Lease for any unused portion of the Tenant Allowance, but in no event shall such credit exceed $50,000.00therefor. (c) In addition to the Tenant Allowance, Landlord will make available to Tenant an additional allowance of up to One Hundred Fifty Thousand and No/100 ($150,000.00) Dollars for each of Phase 1 and Phase 2 to be used to fund the increased capacity of the HVAC system over the HVAC system being provided as part of the Shell Improvements, as described in Exhibit D (the “Additional Allowance”). Tenant shall repay the Additional Allowance (plus simple interest at the rate of nine (9%) percent per annum), plus sales tax, to Landlord as follows: Commencing on the Commencement Date of each Phase and continuing on the first day of each month thereafter throughout the fifteen (15) year Term of each Phase, Tenant shall pay to Landlord (along with Tenant’s regular monthly payments of Base Rent, with the same provisions for late charges and defaults as applicable to Base Rent payments) an amount sufficient to fully amortize the Additional Allowance (plus interest as set forth above), over such period, plus sales tax. Any default by Tenant with respect to the Additional Allowance shall also be deemed to be a default under the Lease. Any costs for such increased HVAC capacity as described in Exhibit D in excess of the Additional Allowance shall be paid to Landlord as part of Tenant’s Costs.

Allowance. In connection with Tenant’s leasing of the Premises and the initial renovation thereof, Landlord shall provide to Tenant a tenant. improvement allowance not to exceed Eight Million Nine Hundred Twelve Thousand Five Hundred Fifty and zero/100 Dollars ($8,912,550) (i.e., $75.00 per rentable square foot of the Premises) (the “Allowance for (a) Landlord will provide tenant improvements performed in or to the Premises by Tenant an allowance following the date of this Lease, inclusive of all costs for plans and specifications therefor, and all costs incurred to design, engineer, construct and install the same (the “Tenant AllowanceHard Costs”), and (b) Landlord’s construction oversight, Tenant’s Project Management, permit costs, and related telephone and computer cabling and wiring costs (the “Soft Costs”) equal (such work and tenant improvements being hereinafter collectively referred to Fifteen and No/100 ($15.00) Dollars per square foot of Rentable Area in each Phase of as the Premises, which equals a, total amount of Four Hundred Eighty-Five Thousand Two Hundred Thirty-Five and No/100 ($485,235.00) Dollars for Phase 1, and Four Hundred Fourteen Thousand Nine Hundred Ninety and No/100 ($414,990.00) Dollars for Phase 2 (subject to adjustment as provided in Section 1 of the Lease“Tenant Work”). To the extent that the total cost of the construction Tenant shall, in connection with its performance of the Tenant Improvements Work, be solely responsible to obtain a certificate of occupancy or non-residential use permit for the Premises exceeds the Premises. The Tenant Improvement Allowance based on the Construction BudgetWork shall be deemed an Alteration for all purposes hereunder and shall be performed in accordance with Exhibit A-I attached hereto. Subject to Landlord’s prior written approval thereto, which shall not be unreasonably withheld, delayed or conditioned, Tenant shall pay have the full amount of such excess (“Tenant’s Costs”right to hire its own architect, project manager, and contractor(s) as follows: (i) Prior to commencement of for the design, engineering, and construction of the Tenant Improvements, Tenant shall pay Landlord an amount equal to twenty-five (25%) percent although it is the preference of the Tenant’s Costs, as such amount is then determined by reference to the Construction Budget. Such twenty-five (25%) percent shall be maintained in an interest-bearing escrow account non-commingled with the Landlord’s other funds until such time as Tenant has paid to Landlord the remaining seventy-five (75%) percent of the Tenant’s Costs, at which time Landlord; will utilize such twenty-five (25%) percent (plus accrued interest) for the monthly payments of Tenant’s Costs, as described below. (ii) The remaining seventy-five (75%) percent of Tenant’s Costs shall be paid by Tenant to Landlord in monthly installments, based upon requests for payment submitted by Landlord not and more than monthly. Each request for payment shall be accompanied by a copy of the documentation submitted or to be submitted by Landlord to its construction lender as an application for draws under Landlord’s construction loan (including, without limitation, a certification by the Architect that all work up to the date of the request for payment has been substantially completed, along with any partial releases of lien and/or contractor affidavits based on partial payment). Tenant shall pay to Landlord, within ten (10) days after submission of such items, an amount equal to Tenant’s pro-rata share of the cost of the Tenant Improvements. In the event Tenant disputes any payment required to be made, the approval of a draw request by Landlord’s construction lender shall be evidence that the payment is properly due from Tenant; provided, however, that if Tenant has a bona fide, good faith dispute as to whether a payment is properly due, Tenant may elect to pay such amount “under protest,” so that Tenant may reserve its rights with respect to such payments. (iii) After Substantial Completion of each Phase, Landlord shall submit to Tenant a final accounting of Tenant’s Costs together with reasonable supporting documentation (including, without limitation, invoices from those to whom remaining amounts are dueefficient overall, to the extent available). Within thirty (30) days thereafter, Tenant shall pay Landlord the then remaining balance of Tenant’s Costs, or Landlord shall reimburse Tenant as to any excess amounts previously paid, as the case may be. Tenant’s Costs represent a reimbursement of monies expended by Landlord on Tenant’s behalf. Payment when due shall be a condition to Landlord’s continued performance under this Workletter. Any delay in construction of the Tenant Improvements or in Tenant taking occupancy of the Premises resulting from Tenant’s failure to make any Tenant’s Costs payments when due shall be Tenant’s responsibility. Tenant’s failure to pay any portion of Tenant’s Costs when due shall constitute a default under the Lease (subject to any applicable notice requirements or grace periods), entitling Landlord to use one General Contractor for all of its remedies thereunder. (b) The Tenant Allowance shall be used for the cost of the construction of the Tenant Improvements (including, without limitation, reasonable architectural and engineering fees (subject to the limitation in Section 3(d), above) and permitting fees to the extent applicable to the Tenant Improvements only). Tenant shall receive a credit against the Base Rent to become due under the Lease for any unused portion of the Tenant Allowance, but in no event shall such credit exceed $50,000.00. (c) In addition to the Tenant Allowance, Landlord will make available to Tenant an additional allowance of up to One Hundred Fifty Thousand and No/100 ($150,000.00) Dollars for each of Phase 1 and Phase 2 to be used to fund the increased capacity of the HVAC system over the HVAC system being provided as part of the Shell Improvements, as described in Exhibit D (the “Additional Allowance”). Tenant shall repay the Additional Allowance (plus simple interest work at the rate of nine (9%) percent per annum), plus sales tax, to Landlord as follows: Commencing on the Commencement Date of each Phase and continuing on the first day of each month thereafter throughout the fifteen (15) year Term of each Phase, Building. Tenant shall pay to Landlord (along with Tenantor, at Landlord’s regular monthly payments election, to its construction contract manager), a construction contract oversight fee equal to one percent (1%) of Base Rent, with the same provisions for late charges and defaults as applicable to Base Rent payments) an amount sufficient to fully amortize the Additional Allowance (plus interest as set forth above), over such period, plus sales tax. Any default by Tenant with respect fee not to the Additional Allowance shall also be deemed to be a default under the Lease. Any costs for such increased HVAC capacity as described in Exhibit D in excess exceed $.75 per rentable square foot of the Additional Allowance Premises) advanced, which shall be paid to Landlord from the Allowance. Tenant shall promptly submit to Landlord (but no more frequently than monthly), (1) invoices for all Hard Costs and Soft Costs incurred by Tenant in performing the Tenant Work, together with a signed architect’s certificate of substantial completion of work performed in connection therewith, (2) signed waivers and releases of mechanic’s liens executed by all the general contractor contractors, subcontractors and suppliers performing the Tenant Work or providing materials in connection therewith conditioned only upon payment (as part to funds being requested), and (3) such other information or documentation as Landlord or its lender may reasonably request or require, such as an estoppel certificate, or upon substantial completion of the Tenant Work, an occupancy permit and/or architect’s final certificate of substantial completion (and architect’s confirmation of completion in compliance with approved plans). Landlord shall, directly pay Tenant’s Costscontractors, including general contractor, architect, engineer, project manager, owner’s suppliers, vendors, and consultants for appropriate amounts requested by the invoices, within forty-five (45) days of receipt of a request from Tenant. In addition to the foregoing, Tenant shall provide Landlord with final lien waivers from the general contractor, conditioned upon payment, subcontractors and suppliers as a condition of the final payment of amounts owed for the Tenant Work. In no event, however, shall Landlord be obligated to reimburse or credit Tenant for any amount if it individually or in the aggregate exceeds the total amount of the Allowance. Notwithstanding the foregoing, Landlord shall have no obligation to reimburse Tenant or to credit any portion of the Allowance under this Section for Hard Costs or Soft Costs if Tenant fails to comply with the terms and conditions of this Section, or if Tenant is in default of this Lease beyond applicable notice and cure periods at the time Tenant makes a request for payment or reimbursement. Tenant shall submit to Landlord all invoices and requests for reimbursement or payment of all Hard Costs and Soft Costs no later than the twelve (12) months following the Lease Commencement Date (such day being hereinafter referred to as the “Invoice Submission Deadline”); and Landlord shall have no obligation to reimburse Tenant or pay any amounts for any invoices submitted after such Invoice Submission Deadline, time being of the essence thereto. Any unapplied or unused portion of the Allowance shall be deemed forfeited by Tenant and retained by Landlord; with the exception that up to $10.00 per rentable square foot of the Premises may be converted from the Allowance, if Tenant shall fail to use all of the Allowance, and not be in default under this Lease, towards the payment of Base Rent provided Tenant notifies Landlord in writing of such conversion no later than twelve (12) months following the Lease Commencement Date.

Allowance. (a) Provided that there is no uncured Event of Default by Tenant under the Existing Lease and subject to the other terms and conditions of this Subsection, Landlord will provide Tenant an shall make available the tenant improvement allowance (the “Tenant Allowance”) equal in an amount up to Fifteen and No/100 ($15.00) Dollars per square foot a maximum of Rentable Area in each Phase of the Premises, which equals a, total amount of Four One Hundred Eighty-Five Thousand Two Hundred Thirty-Five and No/100 Dollars ($485,235.00185,000.00) consisting of the following: (i) up to Eighty-five Thousand Dollars ($85,000.00) shall be available solely to reimburse Tenant for Phase 1fifty percent (50%) of the actual cost of that portion of Tenant Work consisting of replacing the existing chillers serving the Existing Premises, and Four (ii) up to One Hundred Fourteen Thousand Nine Hundred Ninety and No/100 Dollars ($414,990.00100,000.00) Dollars shall be available solely to reimburse Tenant for Phase 2 (subject to adjustment as provided in Section 1 the actual costs of the Lease). To the extent that the total cost of the construction portion of the Tenant Improvements Work consisting of repairing and/or replacing any HVAC units or air air-handlers serving the Existing Premises. In no event shall the Allowance be used to reimburse any costs of designing, procuring or installing in the Premises exceeds the Tenant Improvement Allowance based on the Construction Budgetany trade fixtures, Tenant shall pay the full amount of such excess (“Tenant’s Costs”) as follows: (i) Prior to commencement of construction movable equipment, furniture, furnishings, telephone equipment, computer equipment, cabling or wiring for any of the Tenant Improvementsforegoing, Tenant shall pay Landlord an amount equal to twenty-five or other personal property (25%) percent collectively “Personal Property” for purposes of this Amendment), and the Tenant’s Costs, as cost of any such amount is then determined by reference to the Construction Budget. Such twenty-five (25%) percent shall be maintained in an interest-bearing escrow account non-commingled with the Landlord’s other funds until such time as Tenant has paid to Landlord the remaining seventy-five (75%) percent of the Tenant’s Costs, at which time Landlord; will utilize such twenty-five (25%) percent (plus accrued interest) for the monthly payments of Tenant’s Costs, as described below. (ii) The remaining seventy-five (75%) percent of Tenant’s Costs Personal Property shall be paid by Tenant to Landlord in monthly installments, based upon requests for payment submitted by Landlord not more than monthlyTenant. Each request for payment shall be accompanied by a copy of the documentation submitted or to be submitted by Landlord to its construction lender as an application for draws under Landlord’s construction loan (including, without limitation, a certification by the Architect that all work up to the date of the request for payment has been substantially completed, along with any partial releases of lien and/or contractor affidavits based on partial payment). Tenant shall pay to Landlord, within ten (10) days after submission of such items, an amount equal to Tenant’s pro-rata share of the cost of the Tenant Improvements. In the event Tenant disputes any payment required to be made, the approval of a draw request by Landlord’s construction lender shall be evidence that the payment is properly due from Tenant; provided, however, that if Tenant has a bona fide, good faith dispute as to whether a payment is properly due, Tenant may elect by written notice to pay such amount “under protest,” so that Tenant may reserve its rights with respect to such payments. (iii) After Substantial Completion of each Phase, Landlord shall submit to Tenant a final accounting of Tenant’s Costs together with reasonable supporting documentation (including, without limitation, invoices from those to whom remaining amounts are due, to the extent available). Within thirty (30) days thereafter, Tenant shall pay Landlord the then remaining balance of Tenant’s Costs, or Landlord shall reimburse Tenant as to any excess amounts previously paid, as the case may be. Tenant’s Costs represent a reimbursement of monies expended by Landlord on Tenant’s behalf. Payment when due shall be a condition to Landlord’s continued performance under this Workletter. Any delay in construction of the Tenant Improvements or in Tenant taking occupancy of the Premises resulting from Tenant’s failure to make any Tenant’s Costs payments when due shall be Tenant’s responsibility. Tenant’s failure to pay any portion of Tenant’s Costs when due shall constitute a default under the Lease (subject to any applicable notice requirements or grace periods), entitling Landlord to all increase the Allowance up to a maximum of its remedies thereunder. (b) The Tenant Allowance shall be used for the cost of the construction of the Tenant Improvements (including, without limitation, reasonable architectural and engineering fees (subject to the limitation in Section 3(d), above) and permitting fees to the extent applicable to the Tenant Improvements only). Tenant shall receive a credit against the Base Rent to become due under the Lease for any unused portion of the Tenant Allowance, but in no event shall such credit exceed $50,000.00. (c) In addition to the Tenant Allowance, Landlord will make available to Tenant an additional allowance of up to One Hundred Fifty Thousand and No/100 Dollars ($150,000.00100,000.00) Dollars for each of Phase 1 and Phase 2 to be used to fund the increased capacity of the HVAC system over the HVAC system being provided as part of the Shell Improvements, as described in Exhibit D (the “Additional Allowance”). ) to pay allowable Tenant Work, subject to the limitations herein, and in the event Tenant elects to do so, the Monthly Installment of rent for the Existing Premises during the Fourth Extended Term shall repay increase by Twelve Dollars ($12.00) per month for every One Thousand Dollars ($1,000.00) of the Additional Allowance used by Tenant. In addition, Tenant may elect by written notice to Landlord to increase the Allowance up to a maximum of an additional One Hundred Thousand Dollars (plus simple interest at $100,000.00) (the rate “Additional HVAC Allowance”) to reimburse Tenant for the actual costs of nine repairing and/or replacing additional HVAC units or air air-handlers serving any portion of the Premise (9%) percent per annumthe “Additional HVAC Work”), plus sales taxand in the event Tenant elects to do so, to Landlord as follows: Commencing on the Commencement Date Monthly Installment of each Phase and continuing rent for the Existing Premises commencing on the first day of each the month thereafter throughout the fifteen (15) year Term of each Phase, Tenant shall pay to Landlord (along with Tenant’s regular monthly payments of Base Rent, with the same provisions for late charges and defaults as applicable to Base Rent payments) an amount sufficient to fully amortize after the Additional HVAC Allowance (plus interest as set forth above)or any portion thereof) is paid, over such period, plus sales tax. Any default shall increase by Tenant with respect to the Additional Allowance shall also be deemed to be a default under the Lease. Any costs Nine and 50/100 Dollars ($9.50) per month for such increased HVAC capacity as described in Exhibit D in excess every One Thousand Dollars ($1,000.00) of the Additional HVAC Allowance shall be paid to Landlord as part of used by Tenant’s Costs.

Allowance. (aA) Landlord will shall provide Tenant with an allowance (the “Tenant Allowance”) of $30.00 per rentable square foot for the Initial Premises. (B) The Allowance shall be used by Tenant for hard and soft construction costs in connection with Tenant’s Work, including architectural, engineering and permitting fees, moving costs, cabling, telephone systems, any partitioning needed to complete the furniture systems utilized by Tenant in the Initial Premises pursuant to Section 2.1.1 above, and Tenant’s Exterior Signage (defined in Section 6.2.7). ▇▇▇▇▇▇▇▇ Management Company shall, as compensation for its review of Tenant’s plans, receive from Tenant a fee equal to Fifteen and No/100 one percent ($15.001%) Dollars per square foot of Rentable Area in each Phase of the Premises, which equals a, total amount of Four Hundred Eighty-Five Thousand Two Hundred Thirty-Five and No/100 ($485,235.00) Dollars for Phase 1, and Four Hundred Fourteen Thousand Nine Hundred Ninety and No/100 ($414,990.00) Dollars for Phase 2 (subject to adjustment as provided in Section 1 of the Lease). To the extent that the total cost of the construction Tenant’s work, which fee may be paid out of the Tenant Improvements to the Premises exceeds the Tenant Improvement Allowance. The Allowance based on the Construction Budget, Tenant shall pay the full amount of such excess (“Tenant’s Costs”) be payable as follows: (i) Prior to commencement of construction Forty percent (40%) of the Allowance shall be paid to Tenant Improvementswithin thirty (30) days following the last to occur of: (i) Tenant providing an affidavit from Tenant’s architect certifying that fifty percent (50%) of Tenant’s Work has been completed in accordance with the Final Plans, and (ii) Tenant’s request for such portion of the allowance. (ii) Forty percent (40%) of the allowance shall be paid to Tenant within thirty (30) days following the last to occur of: (i) Tenant’s delivery to Landlord of a copy of the certificate of occupancy (or temporary certificate of occupancy) issued in connection with Tenant’s Work, and (ii) Tenant’s request for such portion of the allowance. (iii) The final twenty percent (20%) of the allowance shall be paid to Tenant within thirty (30) days following the last to occur of: (i) delivery of Tenant’s architect’s affidavit that all of Tenant’s Work has been completed in accordance with the Final Plans and a final certificate of occupancy has been issued; (ii) Tenant has caused to be delivered to Landlord all final invoices from contractors, subcontractors and suppliers evidencing the total cost of Tenant’s Work, together with lien waivers from general contractors; (iii) Tenant has paid for the cost of Tenant’s Work, and has caused to be delivered to Landlord written evidence of such payment; and (iv) Tenant’s request for such portion of the Allowance. (C) With respect only to the Allowance for the Initial Premises, if there is any portion of such Allowance not utilized and requested by Tenant by April 1, 2009, Landlord shall be entitled to fifty (50%) percent and Tenant shall pay Landlord an be entitled to fifty (50%) percent of such unused portion of the Allowance, except that the sum of $30,000.00 shall be reserved until June 1, 2009, to apply to the cost of Tenant’s Exterior Signage (the reserved amount equal is called the “Signage Allowance”). After June 1, 2009, if any of the Signage Allowance is unused, it shall be equally split between to twenty-five the parties as hereinafter set forth. Fifty (2550%) percent of the Tenant’s Costs, as such amount is then determined by reference to unused portion of the Construction Budget. Such twenty-five (25%) percent Allowance and the unused Signage Allowance shall be maintained allocated to Tenant in an interest-bearing escrow account non-commingled with the Landlord’s other funds form of a monthly credit against the Fixed Rent owing under this Lease until such time as Tenant unused portion has paid to Landlord the been credited. The remaining seventy-five fifty (7550%) percent of the Tenant’s Costs, at which time Landlord; will utilize such twenty-five (25%) percent (plus accrued interest) for the monthly payments of Tenant’s Costs, as described below. (ii) The remaining seventy-five (75%) percent of Tenant’s Costs unused Allowance and Siguage Allowance shall be paid by Tenant to Landlord in monthly installments, based upon requests for payment submitted by Landlord not more than monthly. Each request for payment shall be accompanied by a copy of the documentation submitted or to be submitted by Landlord to its construction lender as an application for draws under Landlord’s construction loan (including, without limitation, a certification by the Architect that all work up to the date of the request for payment has been substantially completed, along with any partial releases of lien and/or contractor affidavits based on partial payment). Tenant shall pay accrue to Landlord, within ten (10) days after submission of such items, an amount equal to Tenant’s pro-rata share of the cost of the Tenant Improvements. In the event Tenant disputes any payment required to be made, the approval of a draw request by Landlord’s construction lender shall be evidence that the payment is properly due from Tenant; provided, however, that if Tenant has a bona fide, good faith dispute as to whether a payment is properly due, Tenant may elect to pay such amount “under protest,” so that Tenant may reserve its rights with respect to such payments. (iii) After Substantial Completion of each Phase, Landlord shall submit to Tenant a final accounting of Tenant’s Costs together with reasonable supporting documentation (including, without limitation, invoices from those to whom remaining amounts are due, to the extent available). Within thirty (30) days thereafterHowever, Tenant shall pay not be entitled to accrue any rent credit with regard to the Initial Premises after March 31, 2010, and all of remaining unused portions of the Allowance, including the Signage Allowance, shall accrue solely to the benefit of Landlord. If Tenant leases any expansion space pursuant to Sections 2.4, 2.5 and 2.6, and fails to submit a request to Landlord to distribute the then remaining balance entire allowance in connection with such expansion space in accordance with the provisions contained in this Section 3.3 on or before the date that is than one hundred and eighty (180) days following the commencement date for such expansion space, any unused amount shall accrue to the sole benefit of Tenant’s CostsLandlord, or Landlord it being understood that Tenant shall reimburse Tenant as not be entitled to any excess amounts previously paid, as the case may berent credit or abatement in connection therewith. Tenant’s Costs represent a reimbursement of monies expended by Landlord on Tenant’s behalf. Payment when due shall be a condition to Landlord’s continued performance under this Workletter. Any delay in construction of the Tenant Improvements or in Tenant taking occupancy of the Premises resulting from Tenant’s failure to make any Tenant’s Costs payments when due shall be Tenant’s responsibility. Tenant’s failure to pay any portion of Tenant’s Costs when due shall constitute a default under the Lease (subject to any applicable notice requirements or grace periods), entitling Landlord to all of its remedies thereunder. (b) The Tenant Allowance shall be used for the cost of the construction of the Tenant Improvements (including, without limitation, reasonable architectural and engineering fees (subject to the limitation in Section 3(d), above) and permitting fees to the extent applicable to the Tenant Improvements only). Tenant shall receive a credit against the Base Rent to become due under the Lease for any unused portion of the Tenant Allowance, but in no event shall such credit exceed $50,000.00. (c) In addition to the Allowance and to assist Tenant Allowance, Landlord will make available to Tenant an additional allowance of up to One Hundred Fifty Thousand and No/100 ($150,000.00) Dollars for each of Phase 1 and Phase 2 to be used to fund the increased capacity in completing its build-out of the HVAC system over the HVAC system being provided as part of the Shell Improvements, as described in Exhibit D (the “Additional Allowance”). Tenant shall repay the Additional Allowance (plus simple interest at the rate of nine (9%) percent per annum), plus sales tax, to Landlord as follows: Commencing on the Commencement Date of each Phase and continuing on the first day of each month thereafter throughout the fifteen (15) year Term of each PhaseInitial Premises, Tenant shall pay have the right to Landlord (along with Tenant’s regular monthly payments use all existing building materials and equipment currently on-site within the Premises, elsewhere within the Building, and within other buildings in the Park, provided that in the case of Base Rentmaterials and equipment located outside of the Premises, with the same provisions for late charges are not built-in items or otherwise attached or installed (rolls of carpeting, and defaults as applicable to Base Rent payments) an amount sufficient to fully amortize the Additional Allowance (plus interest as set forth aboveunattached hvac equipment being examples of permissible items), over such period, plus sales tax. Any default by Tenant with respect to the Additional Allowance shall also be deemed to be a default under the Lease. Any costs for such increased HVAC capacity as described in Exhibit D in excess of the Additional Allowance shall be paid to Landlord as part of Tenant’s Costs.

Allowance. (a) Landlord will shall provide Tenant with an allowance of up to $200,000.00 (the “Tenant Allowance”) equal to Fifteen be used towards the cost of Tenant’s Work (including the design fees of Tenant’s architects and No/100 ($15.00) Dollars per square foot of Rentable Area in each Phase of the Premises, which equals a, total amount of Four Hundred Eighty-Five Thousand Two Hundred Thirty-Five and No/100 ($485,235.00) Dollars for Phase 1, and Four Hundred Fourteen Thousand Nine Hundred Ninety and No/100 ($414,990.00) Dollars for Phase 2 (subject to adjustment as provided in Section 1 of the Leaseengineers). To When Tenant has incurred costs for the extent that the total cost of the construction of the Tenant Improvements to the Premises exceeds the Tenant Improvement Allowance based on the Construction BudgetTenant’s Work, Tenant shall pay the full amount of such excess submit to Landlord from time to time (“but no more frequently than monthly) requisitions for payment setting forth any costs incurred for Tenant’s Costs”Work, together with waivers of lien from all contractors and subcontractors, invoices from contractors, subcontractors and suppliers, and other reasonable documentation evidencing the costs, including fees of architects and engineers, incurred by Tenant for Tenant’s Work, to the reasonable satisfaction of Landlord. Landlord shall, within thirty (30) as follows: days following Landlord’s receipt thereof, pay to Tenant ninety (i) Prior to commencement of construction of the Tenant Improvements, Tenant shall pay Landlord an amount equal to twenty-five (2590%) percent of the Tenant’s Costs, amount of each such requisition (or of such lesser amount as such amount is then determined approved by reference to the Construction Budget. Such twenty-five Landlord) with ten (2510%) percent to be retained. Such payments, in the aggregate, shall be maintained in not exceed an interest-bearing escrow account non-commingled with the Landlord’s other funds until such time as Tenant has paid amount equal to Landlord the remaining seventy-five ninety (7590%) percent of the Tenant’s Costs, at which time Landlord; will utilize such twenty-five Allowance. Landlord shall pay to Tenant the ten (2510%) percent (plus accrued interest) for the monthly payments of Tenant’s Costs, retained as described below. (ii) The remaining seventy-five (75%) percent of Tenant’s Costs shall be paid by Tenant to Landlord in monthly installments, based upon requests for payment submitted by Landlord not more than monthly. Each request for payment shall be accompanied by a copy of the documentation submitted or to be submitted by Landlord to its construction lender as an application for draws under Landlord’s construction loan (including, without limitation, a certification by the Architect that all work up to the date of the request for payment has been substantially completed, along with any partial releases of lien and/or contractor affidavits based on partial payment). Tenant shall pay to Landlord, aforesaid within ten (10) days after submission of such items, an amount equal to Tenant’s pro-rata share of the cost of the Tenant Improvements. In the event Tenant disputes any payment required to be made, the approval of a draw request by Landlord’s construction lender shall be evidence that the payment is properly due from Tenant; provided, however, that if Tenant has a bona fide, good faith dispute as to whether a payment is properly due, Tenant may elect to pay such amount “under protest,” so that Tenant may reserve its rights with respect to such payments. (iii) After Substantial Completion of each Phase, Landlord shall submit to Tenant a final accounting of Tenant’s Costs together with reasonable supporting documentation (including, without limitation, invoices from those to whom remaining amounts are due, to the extent available). Within thirty (30) days thereafterfollowing the submission by Tenant of a written statement from ▇▇▇▇▇▇’s architect or engineer that ▇▇▇▇▇▇’s Work has been completed in accordance with the approved construction plans, Tenant shall pay Landlord the then remaining balance a final lien waiver executed by ▇▇▇▇▇▇’s general contractor, and a final certificate of occupancy for, and any other required governmental approvals of, ▇▇▇▇▇▇’s Work. The costs of Tenant’s CostsWork shall include all costs incurred by Tenant for construction and installation of improvements (but excluding any trade fixtures or personal property), or Landlord shall reimburse including the costs of all labor and materials, and all contractor’s fees. Tenant as to any excess amounts previously paid, as the case may be. Tenant’s Costs represent a reimbursement of monies expended by Landlord on Tenant’s behalf. Payment when due shall be a condition to Landlord’s continued performance under this Workletter. Any delay in construction of the Tenant Improvements or in Tenant taking occupancy of the Premises resulting from Tenant’s failure to make any Tenant’s Costs payments when due shall be Tenant’s responsibility. Tenant’s failure to pay any portion responsible for paying for all costs of Tenant’s Costs when due shall constitute a default under Work not included in the Lease (subject to any applicable notice requirements or grace periods), entitling Landlord to Allowance and for all of its remedies thereunder. (b) The Tenant Allowance shall be used for the cost costs in excess of the construction of the Tenant Improvements (including, without limitation, reasonable architectural and engineering fees (subject to the limitation in Section 3(d), above) and permitting fees to the extent applicable to the Tenant Improvements only)Allowance. Tenant shall receive a not be entitled to any rent credit against the Base Rent to become due under the Lease or refund for any unused portion of the Tenant Allowance, but in no event shall such credit exceed $50,000.00. (c) In addition to the Tenant Allowance, Landlord will make available to Tenant an additional allowance of up to One Hundred Fifty Thousand and No/100 ($150,000.00) Dollars for each of Phase 1 and Phase 2 to be used to fund the increased capacity of the HVAC system over the HVAC system being provided as part of the Shell Improvements, as described in Exhibit D (the “Additional Allowance”). Tenant shall repay the Additional Allowance (plus simple interest at the rate of nine (9%) percent per annum), plus sales tax, to Landlord as follows: Commencing on the Commencement Date of each Phase and continuing on the first day of each month thereafter throughout the fifteen (15) year Term of each Phase, Tenant shall pay to Landlord (along with Tenant’s regular monthly payments of Base Rent, with the same provisions for late charges and defaults as applicable to Base Rent payments) an amount sufficient to fully amortize the Additional Allowance (plus interest as set forth above), over such period, plus sales tax. Any default by Tenant with respect to the Additional Allowance shall also be deemed to be a default under the Lease. Any costs for such increased HVAC capacity as described in Exhibit D in excess of the Additional Allowance shall be paid to Landlord as part of Tenant’s Costs.

Allowance. (a) Landlord will provide Tenant an allowance (the “Tenant Allowance”) equal amount up to Fifteen and No/100 ($15.00) Dollars 25.00 per leasable square foot of Rentable Area in each Phase of the Premises, which equals a, total amount of Four Hundred Eighty-Five Thousand Two Hundred Thirty-Five Existing Premises and No/100 the Expansion Premises ($485,235.00provided neither the Expansion Rescission occurs nor the Expansion Termination Option is exercised) Dollars for Phase 1, and Four Hundred Fourteen Thousand Nine Hundred Ninety and No/100 ($414,990.00) Dollars for Phase 2 (subject to adjustment as provided in Section 1 of the Lease). To the extent that the total cost of the construction of the Tenant Improvements to the Premises exceeds the Tenant Improvement Allowance based on the Construction Budget, Tenant shall pay the full amount of such excess (“Tenant’s Costs”) as follows: (i) Prior to commencement of construction of the Tenant Improvements, Tenant shall pay Landlord an amount equal to twenty-five (25%) percent of the Tenant’s Costs, as such amount is then determined by reference to the Construction Budget. Such twenty-five (25%) percent shall be maintained in an interest-bearing escrow account non-commingled with the Landlord’s other funds until such time as Tenant has paid to Landlord the remaining seventy-five (75%) percent of the Tenant’s Costs, at which time Landlord; will utilize such twenty-five (25%) percent (plus accrued interest) for the monthly payments of Tenant’s Costs, as described below. (ii) The remaining seventy-five (75%) percent of Tenant’s Costs shall be paid by Tenant to Landlord in monthly installments, based upon requests for payment submitted by Landlord not more than monthly. Each request for payment shall be accompanied by a copy of the documentation submitted or to be submitted by Landlord to its construction lender as an application for draws under Landlord’s construction loan (including, without limitation, a certification by the Architect that all work up to the date of the request for payment has been substantially completed, along with any partial releases of lien and/or contractor affidavits based on partial payment). Tenant shall pay to Landlord, within ten (10) days after submission of such items, an amount equal to Tenant’s pro-rata share of the cost of the Tenant Improvements. In the event Tenant disputes any payment required to be made, the approval of a draw request by Landlord’s construction lender shall be evidence that the payment is properly due from Tenant; provided, however, that if Tenant has a bona fide, good faith dispute as to whether a payment is properly due, Tenant may elect to pay such amount “under protest,” so that Tenant may reserve its rights with respect to such payments. (iii) After Substantial Completion of each Phase, Landlord shall submit to Tenant a final accounting of Tenant’s Costs together with reasonable supporting documentation (including, without limitation, invoices from those to whom remaining amounts are due, to the extent available). Within thirty (30) days thereafter, Tenant shall pay Landlord the then remaining balance of Tenant’s Costs, or Landlord shall reimburse Tenant as to any excess amounts previously paid, as the case may be. Tenant’s Costs represent a reimbursement of monies expended by Landlord on Tenant’s behalf. Payment when due shall be a condition to Landlord’s continued performance under this Workletter. Any delay in construction of the Tenant Improvements or in Tenant taking occupancy of the Premises resulting from Tenant’s failure to make any Tenant’s Costs payments when due shall be Tenant’s responsibility. Tenant’s failure to pay any portion of Tenant’s Costs when due shall constitute a default under the Lease (subject to any applicable notice requirements or grace periods), entitling Landlord to all of its remedies thereunder. (b) The Tenant Allowance shall be used for the cost of the construction of the Tenant Improvements (including, without limitation, reasonable architectural and engineering fees (subject to the limitation in Section 3(d), above) and permitting fees to the extent applicable to the Tenant Improvements only). Tenant shall receive a credit against the Base Rent to become due under the Lease for any unused portion of the Tenant Allowance, but in no event shall such credit exceed $50,000.00. (c) In addition to the Tenant Allowance, Landlord will make available to Tenant an additional allowance of up to One Hundred Fifty Thousand and No/100 ($150,000.00) Dollars for each of Phase 1 and Phase 2 to be used to fund the increased capacity of the HVAC system over the HVAC system being provided as part of the Shell Improvements, as described in Exhibit D (the “Additional Allowance”) to or for the benefit of Tenant to pay or reimburse Tenant for costs of designing and constructing alterations and improvements to either the Existing Premises and/or the Expansion Premises (provided neither the Expansion Rescission occurs nor the Expansion Termination Option is exercised), including permits, architectural and engineering costs (but excluding costs for Tenant’s equipment, furniture, trade fixtures and personal property) performed by or on behalf of Tenant from and after the date 80333389_1 of this Amendment (the “Additional Tenant Improvements”). Tenant shall repay the Additional Allowance (plus simple interest at the rate of nine (9%) percent per annum), plus sales tax, to Landlord as follows: Commencing on the Commencement Date of each Phase and continuing on the first day of each month thereafter throughout the fifteen (15) year Term of each Phase, Tenant shall pay to Landlord (along with Tenant’s regular monthly payments of Base Rent, with the same provisions for late charges and defaults as applicable to Base Rent payments) an amount sufficient to fully amortize the Additional Allowance (plus interest as set forth above), over such period, plus sales tax. Any default by Tenant with respect to the The Additional Allowance shall also be deemed to be a default under $1,152,700 ($25.00 X 46,108), provided, however; that (i) if either the Lease. Any costs for such increased HVAC capacity as described in Exhibit D in excess of Expansion Rescission occurs or the Expansion Termination Option is exercised, the Additional Allowance shall be paid $591,650.00 ($25.00 X 23,666), and (ii) until the Expansion Date occurs, the Additional Allowance shall not exceed $591,650.00 ($25.00 X 23,666). Tenant shall have the right to Landlord as part of allocate the Additional Allowance to either the Expansion Premises (provided neither the Expansion Rescission occurs nor the Expansion Termination Option is exercised) or the Existing Premises, or both. Tenant’s Costsconstruction of the Additional Tenant improvements will be performed by contractors approved by Landlord, and pursuant to plans and specifications approved by Landlord in accordance with and otherwise, subject to the provisions of Section 7.5 of the Lease; provided, also, that within thirty (30) days of being invoiced therefor, Tenant will reimburse Landlord for the costs incurred by Landlord to review, inspect and/or approve, as applicable, any such plans or specifications or construction. Disbursement of the Additional Allowance to or at the direction of Tenant shall be conditioned on the subject Additional Tenant Improvements having been performed in accordance with the provisions of this Amendment and the Lease, and shall be subject to Landlord’s receipt of a request for payment in form and with backup reasonably satisfactory to Landlord, including but not limited to such certifications, lien waivers and other documents from Tenant, Tenant’s contractor and Tenant’s architect as Landlord may reasonably require. Landlord may inspect the subject Additional Tenant Improvements as a condition to making any requested disbursement of the Additional Allowance to confirm the status of such Additional Tenant improvements and that such Additional Tenant Improvements have been performed in accordance with the provisions of this Amendment and the Lease, in the event that the cost of any such Additional Tenant Improvements exceeds the amount of the Additional Allowance, Tenant shall be entirely responsible for such excess. Any portion of the Additional Allowance for which Tenant has not qualified for disbursement within twelve (12) months after the first to occur of (i) the Expansion Rescission, or (ii) the Expansion Date for work related to the Expansion Premises, shall be forfeited by Tenant.