Common use of Expansion Allowance Clause in Contracts

Expansion Allowance. In connection with Tenant’s leasing of the First Expansion Space, Landlord shall provide to Tenant a tenant improvement allowance not to exceed Twenty-Five and 00/100ths Dollars ($25.00) per rentable square foot of the First Expansion Space (i.e., $155,450.00) (the “Expansion Allowance”), for (a) permanent tenant improvements performed in or to the First Expansion Space by Tenant (the “Hard Costs”), and architectural and engineering fees, if any, the construction contract oversight fee, permit costs, furniture, fixtures, equipment, related telephone and computer cabling costs and moving costs (the “Soft Costs”) (such work and tenant improvements being hereinafter collectively referred to as the “Renovation”). Notwithstanding the foregoing, no more than fifty percent (50%) of the Expansion Allowance may be use for Soft Costs (the “Soft Cost Cap”). The Renovation shall be deemed Alterations for all purposes hereunder. Without limiting the foregoing, Tenant must receive Landlord’s prior written consent (such consent shall not be unreasonably withheld, conditioned, or delayed) to the space plans and final working drawings for the Renovation before performing any work. Tenant shall pay to Landlord (or, at Landlord’s election, to its construction contract manager), a construction contract oversight fee equal to one percent (1%) of the Hard Costs. Tenant shall promptly submit to Landlord (but on a monthly basis only): (i) invoices for all Hard Costs and Soft Costs incurred by Tenant in performing the Renovation, together with a signed architect’s certificate of substantial completion of work performed in connection therewith, (ii) signed waivers and releases of mechanic’s liens executed by all contractors, subcontractors and suppliers performing the Renovation or providing materials in connection therewith, and (iii) such other information or documentation as Landlord or its lender may reasonably request or require, such as an estoppel certificate, occupancy permit and/or architect’s final certificate of substantial completion (and architect’s confirmation of completion in compliance with approved plans) upon completion of the Renovation. After inspection and approval of the portion(s) of the Renovation as reflected by such certificates and invoices and receipt and verification of the invoices and waivers submitted, Landlord shall promptly reimburse Tenant for appropriate amounts requested by the invoices. In no event 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 Expansion Allowance. Notwithstanding the foregoing, Landlord shall have no obligation to reimburse Tenant or to credit any portion of the Expansion 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 the Lease, after giving of notice and the expiration of any applicable grace or cure period, at the time Tenant makes a request for payment or reimbursement or at any time thereafter up to and including the date Landlord makes any such credit or reimbursement to Tenant. Tenant shall submit to Landlord all invoices and requests for reimbursement or payment of all Hard Costs and Soft Costs no later than December 31, 2022 (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. If Tenant fails to utilize the entire Expansion Allowance for the cost of the Renovations, Tenant shall not be entitled to any credit, cash or otherwise therefor; provided, however, that if the entire Expansion Allowance is not applied toward or reserved for the cost of the Renovations, then, so long as Tenant is not in default under the Lease, at Tenant’s written request (such request to be made on or before the Invoice Submission Deadline), Tenant shall receive a credit of such unused and unreserved portion of the Expansion Allowance (not to exceed in the aggregate, when taken together with the Soft Costs, the Soft Cost Cap) against Base Rent next coming due under the Lease (as amended hereby).

Expansion Allowance. Subject to the terms and provisions of this Work Letter, Landlord shall pay the cost of the Expansion Improvements up to the amount of the Expansion Allowance. If the amount of the best qualified bid to perform the Expansion Improvements exceeds the Expansion Allowance, Tenant shall bear the cost of such excess (“Excess Costs”) and shall pay the estimated cost of such excess to Landlord prior to commencement of construction of such Expansion Improvements and a final adjusting payment based upon the actual costs of the Expansion Improvements shall be made when the Expansion Improvements are completed. In other words, if the cost of the Expansion Improvements is less than the Expansion Allowance, then Tenant shall not receive any credit whatsoever for the difference between the actual cost of the Expansion Improvements and the Expansion Allowance. If the cost of the Expansion Improvements is greater than the Expansion Allowance, but less than the Excess Costs, then Landlord shall promptly refund to Tenant the remaining amount of the Excess Costs. Finally, if the cost of the Expansion Improvements is greater than the Expansion Allowance and the Excess Costs, then Tenant shall promptly pay to Landlord the extra costs of the Expansion Improvements in excess of the Expansion Allowance and the Excess Costs. The cost of the permits, working drawings, hard construction costs, fixtures and equipment that are attached to the Premises or Expansion Space in more than a de minimis manner, mechanical and electrical planning, fees, permits, general contract overhead, and a coordination fee payable to Landlord equal to five percent (5%) of the actual costs of construction and such costs or permits, fees, planning and contractor overhead shall be payable out of the Expansion Allowance and shall be included in the cost of the Expansion Improvements. The cost of the Expansion Improvements shall not include any other fees payable to Landlord. Notwithstanding the foregoing, Tenant shall have the right to have up to (but not to exceed) $183,270.00 ($5.00 per square foot) out of such Expansion Allowance disbursed to Tenant as a reimbursement of the actual out-of-pocket moving expenses paid by Tenant to third parties in connection with Tenant’s leasing of move to the First Premises or Expansion Space, Landlord shall provide to Tenant a tenant improvement allowance not to exceed Twenty-Five including Tenant’s actual moving expenses and 00/100ths Dollars ($25.00) per rentable square foot telephone, data and computer wiring and cabling in the Premises or Expansion Space, and purchase and installation of furniture, fixtures and equipment in the First Premises or Expansion Space (i.e., $155,450.00) (the “Expansion Allowance”), for (a) permanent tenant improvements performed in or to the First Expansion Space by Tenant (the “Hard Costs”), and architectural and engineering fees, if any, the construction contract oversight fee, permit costs, furniture, fixtures, equipment, related telephone and computer cabling costs and moving costs (the “Soft Costs”) (such work and tenant improvements being hereinafter collectively referred to as the “Renovation”). Notwithstanding In the foregoingevent Tenant desires any such reimbursement, no more than fifty percent Tenant shall notify Landlord of the amounts that Tenant wants reimbursed (50%and Tenant shall include actual copies of invoices reflecting amounts Tenant desires to have reimbursed) prior to the Construction Termination Date. From and after the Construction Termination Date, Landlord’s obligation to provide any portion of Expansion Allowance for Soft Costs shall terminate and become null and void, and Tenant shall be deemed to have waived its rights in and to reimbursement from the Expansion Allowance may be use for Soft Costs (the “Soft Cost Cap”). The Renovation shall be deemed Alterations for all purposes hereunder. Without limiting the foregoing, Tenant must receive Landlord’s prior written consent (such consent shall not be unreasonably withheld, conditioned, or delayed) to the space plans and final working drawings for the Renovation before performing any work. Tenant shall pay to Landlord (or, at Landlord’s election, to its construction contract manager), a construction contract oversight fee equal to one percent (1%) of the Hard Costs. Tenant shall promptly submit to Landlord (but on a monthly basis only): (i) invoices for all Hard Costs and Soft Costs incurred by Tenant in performing the Renovation, together with a signed architect’s certificate of substantial completion of work performed in connection therewith, (ii) signed waivers and releases of mechanic’s liens executed by all contractors, subcontractors and suppliers performing the Renovation or providing materials in connection therewith, and (iii) such other information or documentation as Landlord or its lender may reasonably request or require, such as an estoppel certificate, occupancy permit and/or architect’s final certificate of substantial completion (and architect’s confirmation of completion in compliance with approved plans) upon completion of the Renovation. After inspection and approval of the portion(s) of the Renovation as reflected by such certificates and invoices and receipt and verification of the invoices and waivers submitted, Landlord shall promptly reimburse Tenant for appropriate amounts requested by the invoices. In no event 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 Expansion Allowance. Notwithstanding the foregoing, Landlord shall have no obligation to reimburse Tenant or to credit any portion of the Expansion 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 the Lease, after giving of notice and the expiration of any applicable grace or cure period, at the time Tenant makes a request for payment or reimbursement or at any time thereafter up to and including the date Landlord makes any such credit or reimbursement to Tenant. Tenant shall submit to Landlord all invoices and requests for reimbursement or payment of all Hard Costs and Soft Costs no later than December 31, 2022 (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. If Tenant fails to utilize the entire Expansion Allowance for the cost of the Renovations, Tenant shall not be entitled to any credit, cash or otherwise therefor; provided, however, that if the entire Expansion Allowance is not applied toward or reserved for the cost of the Renovations, then, so long as Tenant is not in default under the Lease, at Tenant’s written request (such request to be made on or before the Invoice Submission Deadline), Tenant shall receive a credit of such unused and unreserved portion of the Expansion Allowance (not to exceed in the aggregate, when taken together with the Soft Costs, the Soft Cost Cap) against Base Rent next coming due under the Lease (as amended hereby).

Expansion Allowance. In connection with Tenant’s leasing of Notwithstanding any provision to the First Expansion Spacecontrary contained herein, Landlord Tenant shall provide be entitled to Tenant a one-time tenant improvement allowance not in an aggregate amount equal to exceed One Million Nine Hundred Eighty-Two Thousand Six Hundred Twenty-Five and 00/100ths No/100 Dollars ($25.001,982,625.00) (i.e., $75.00 per rentable square foot of the First Expansion Space (i.e., $155,450.00Premises) (the “"Expansion Allowance”"), for (a) permanent tenant improvements performed in or the costs relating to the First initial design and construction of Tenant's improvements that are permanently affixed to the Expansion Space by Tenant Premises (the “Hard Costs”"Expansion Improvements"), and architectural and engineering fees, if any, the construction contract oversight fee, permit costs, furniture, fixtures, equipment, related telephone and computer cabling costs and moving costs (the “Soft Costs”) (such work and tenant improvements being hereinafter collectively referred to as the “Renovation”). Notwithstanding the foregoing, no more than fifty percent (50%) of the Expansion Allowance may be use for Soft Costs (the “Soft Cost Cap”). The Renovation shall be deemed Alterations for all purposes hereunder. Without limiting the foregoing, Tenant must receive Landlord’s prior written consent (such consent shall not be unreasonably withheld, conditioned, or delayed) to the space plans and final working drawings for the Renovation before performing any work. Tenant shall pay to Landlord (or, at Landlord’s election, to its construction contract manager), a construction contract oversight fee equal to one percent (1%) of the Hard Costs. Tenant shall promptly submit to Landlord (but on a monthly basis only): (i) invoices for all Hard Costs and Soft Costs incurred by Tenant in performing the Renovation, together with a signed architect’s certificate of substantial completion of work performed in connection therewith, (ii) signed waivers and releases of mechanic’s liens executed by all contractors, subcontractors and suppliers performing the Renovation or providing materials in connection therewith, and (iii) such other information or documentation as Landlord or its lender may reasonably request or require, such as an estoppel certificate, occupancy permit and/or architect’s final certificate of substantial completion (and architect’s confirmation of completion in compliance with approved plans) upon completion of the Renovation. After inspection and approval of the portion(s) of the Renovation as reflected by such certificates and invoices and receipt and verification of the invoices and waivers submitted, Landlord shall promptly reimburse Tenant for appropriate amounts requested by the invoices. In no event shall Landlord be obligated to reimburse make disbursements from the Expansion Allowance for costs which are unrelated to the Expansion Improvements (or credit Tenant for any amount if it individually applicable pursuant to the last sentence of this Section 6, the Improvements in the Original Premises), or in the aggregate exceeds the a total amount of which exceeds the Expansion Allowance. Notwithstanding Subject to the foregoingConstructive Risk Alternatives (as defined in Section 4.2.1 of the Work Letter attached to the Lease as Exhibit B), Landlord shall have no obligation to reimburse Tenant or to credit any unused portion of the Expansion Allowance under this Section that is remaining as of the date which is six (6) months following the Suite 525 Commencement Date (subject to day-for-day extension to the extent of Landlord Delay, the "Expansion Allowance Deadline"), shall remain with Landlord and Tenant shall have no further right thereto. Except as set forth herein, Tenant shall perform the Expansion Improvements, at its sole cost and expense (except for Hard Costs or Soft Costs if Tenant fails to comply the Expansion Allowance), in accordance with the terms of the Work Letter attached to the Lease as Exhibit B, as if the Expansion Improvements are the "Improvements" under the Work Letter and conditions as if the Expansion Allowance is the "Improvement Allowance" under the Work Letter. The Expansion Improvements shall be treated the same as Improvements under the Lease. For the avoidance of this Sectiondoubt, or if Tenant is may apply the Expansion Allowance toward the costs incurred for reasonable moving expenses, the installation of exterior and interior signage in default of accordance with the Lease, after giving as hereby amended, the installation of notice and Lines in the expiration of any applicable grace or cure period, at the time Tenant makes a request for payment or reimbursement or at any time thereafter up to and including the date Landlord makes any such credit or reimbursement to Tenant. Tenant shall submit to Landlord all invoices and requests for reimbursement or payment of all Hard Costs and Soft Costs no later than December 31, 2022 (such day being hereinafter referred to as the “Invoice Submission Deadline”)Expansion Premises, and Landlord shall have no obligation to reimburse Tenant or pay any amounts for any invoices submitted after such Invoice Submission Deadlineother "soft costs" reasonably approved by Landlord, time being provided that the costs of the essence thereto. If Tenant fails to utilize the entire Expansion Allowance for the cost foregoing items shall not exceed an aggregate of $132,175.00 (i.e., $5.00 per rentable square foot of the Renovations, Tenant shall not be entitled Expansion Premises). Notwithstanding anything to any credit, cash the contrary herein or otherwise therefor; provided, however, that if the entire Expansion Allowance is not applied toward or reserved for the cost of the Renovations, then, so long as Tenant is not in default under the Lease, at Tenant’s written request (such request Tenant may apply up to be made on or before of the Invoice Submission Deadline), Tenant shall receive a credit of such unused and unreserved portion $264,350.00 of the Expansion Allowance (not towards the costs relating to exceed the construction of the Improvements in the aggregate, when taken together with the Soft Costs, the Soft Cost Cap) against Base Rent next coming due under the Lease (as amended hereby)Original Premises.

Expansion Allowance. In connection with Tenant’s leasing Subject to the terms of the First Expansion Spacethis Section 2(b), Landlord shall provide to will give Tenant a tenant improvement cash allowance not to exceed Twenty-Five and 00/100ths Dollars ($25.00) in the maximum amount of [***] per rentable square foot of the First Expansion Space (i.e., $155,450.00) (the “Expansion Allowance”), for (a) permanent tenant improvements performed in or as Landlord’s contribution to the First Expansion Space by Tenant (the “Hard Costs”), and architectural and engineering fees, if any, the construction contract oversight fee, permit costs, furniture, fixtures, equipment, related telephone and computer cabling costs and moving costs (the “Soft Costs”) (such work and tenant improvements being hereinafter collectively referred to as the “Renovation”). Notwithstanding the foregoing, no more than fifty percent (50%) Tenant’s upfit of the Expansion Allowance may be use for Soft Costs (the “Soft Cost Cap”)Improvements. The Renovation shall Expansion Allowance will be deemed Alterations for all purposes hereunder. Without limiting the foregoingpaid within thirty (30) days after Xxxxxx’s written request, Tenant must receive Landlord’s prior written consent (such consent shall which may not be unreasonably withheld, conditioned, or delayed) submitted until Tenant has delivered to Landlord all the following with respect to the space plans Expansion Space and final working drawings for the Renovation before performing any work. Tenant shall pay to Landlord Expansion Improvements, as applicable (orcollectively, at Landlord’s election, to its construction contract manager), a construction contract oversight fee equal to one percent (1%) of the Hard Costs. Tenant shall promptly submit to Landlord (but on a monthly basis only): “Supporting Documentation”): (i) invoices for all Hard Costs and Soft Costs incurred A copy of the final Certificate of Occupancy obtained by Tenant in performing the Renovation, together with a signed architect’s certificate of substantial completion of work performed in connection therewith, Xxxxxx; (ii) signed waivers A complete list, certified to be true and releases correct by Xxxxxx’s general contractor of mechanic’s liens executed by the names, addresses, telephone numbers, and contract amounts for all contractors, subcontractors subcontractors, vendors, and suppliers performing the Renovation or providing materials in connection therewith, and or labor; (iii) such other information Copies of all invoices from Tenant’s contractor, subcontractors, vendors, and suppliers of labor or materials; (iv) Xxxxxx’s general contractor’s sworn statement that all Expansion Improvements have been paid for in full; (v) Unconditional lien waivers or lien releases stating that all Expansion Improvements will be paid in full; (vi) Copies of Tenant’s final approved plans and specifications, and “as built” drawings depicting the Expansion Space and the Expansion Improvements; (vii) A final budget regarding the Expansion Improvements documenting the cost thereof; and (viii) Such additional documentation as Landlord or its lender may reasonably request or require, such as an estoppel certificate, occupancy permit and/or architect’s final certificate of substantial completion (and architect’s confirmation of completion in compliance with approved plans) upon completion of the Renovation. After inspection and approval of the portion(s) of the Renovation as reflected by such certificates and invoices and receipt and verification of the invoices and waivers submitted, Landlord shall promptly reimburse Tenant for appropriate amounts requested by the invoices. In no event 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 Expansion Allowance. Notwithstanding the foregoing, Landlord shall have no obligation to reimburse Tenant or to credit any portion of the Expansion 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 the Lease, after giving of notice and the expiration of any applicable grace or cure period, at the time Tenant makes a request for payment or reimbursement or at any time thereafter up to and including the date Landlord makes any such credit or reimbursement to Tenant. Tenant shall submit to Landlord all invoices and requests for reimbursement or payment of all Hard Costs and Soft Costs no later than December 31, 2022 (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. If Tenant fails to utilize the entire Expansion Allowance for the cost of the Renovations, Tenant shall not be entitled to any credit, cash or otherwise therefor; provided, however, that if the entire Expansion Allowance is not applied toward or reserved for the cost of the Renovations, then, so long as Tenant is not in default under the Lease, at Tenant’s written request (such request to be made on or before the Invoice Submission Deadline), Tenant shall receive a credit of such unused and unreserved portion of the Expansion Allowance (not to exceed in the aggregate, when taken together with the Soft Costs, the Soft Cost Cap) against Base Rent next coming due under the Lease (as amended hereby)request.