Common use of Landlord’s Work Clause in Contracts

Landlord’s Work. Except as otherwise expressly provided in this Workletter, in the Lease or by mutual written agreement of Landlord and Tenant, (i) the cost of design and construction of Landlord’s TI Work shall be at Tenant’s sole cost and expense, including any costs or cost increases incurred as a result of Unavoidable Delays, governmental requirements or unanticipated conditions, subject to application of the Tenant Improvement Allowance in accordance with this Workletter; and (ii) the cost of design and construction of Landlord’s Section 2.3 Work shall be at Landlord’s sole cost and expense, including any costs or cost increases incurred as a result of Unavoidable Delays, governmental requirements or unanticipated conditions. To the extent the estimated entire amount that Landlord is committed to pay (under contracts and obligations in effect from time to time) with respect to Landlord’s TI Work exceeds the net Tenant Improvement Allowance available pursuant to this Workletter, the excess Cost of Improvements for Landlord’s TI Work, over and above the Tenant Improvement Allowance, shall be payable by Tenant on a pro rata basis as illustrated in the diagram attached hereto as Schedule B-4 and incorporated herein by this reference (the “TI Allowance Disbursement Diagram”). To the extent the final net Cost of Improvement with respect to Landlord’s TI Work is not covered by the Tenant Improvement Allowance plus any payments made by Tenant from time to time during the course of construction, the remaining balance of the final net Cost of Improvement of Landlord’s TI Work shall be reimbursed by Tenant to Landlord in cash within thirty (30) days after final completion of Landlord’s TI Work (including any applicable Punch List Work), subject to the provisions of subparagraph (c) below.

Landlord’s Work. Except The Landlord represents and warrants that it will complete the following work at its sole cost and in a good and workmanlike manner (the "Landlord's Work") on or before the Commencement date or provide the Tenant with a schedule as otherwise expressly provided in this Workletter, to when the work will be completed in the Lease or by mutual written agreement event the Commencement Date has already occurred: (a) Renovate the lobby and elevators to the Landlord's standard finishes; and (b) Retrofit the washrooms on the Tenant's floor with hands free devices for the men's urinals, to the Landlord's standard finishes. The Landlord will substantially complete the re-cladding of Landlord the exterior of the building within one (1) year from the date of execution of this Lease. The Landlord's Work, as set out above is inclusive of all reasonable costs associated with providing the Tenant with quality office premises, and Tenantshall include, but not be limited to, costs associated with management fees (inot to exceed ten percent (10%) of the cost of Leasehold Improvements), design and construction of consulting fees, permits, demolition, necessary materials or substitutions, HVAC balancing, plumbing, hoisting, overtime or other increases in labour costs, cleanup, insurance, overhead, supervision. All costs relating to the Landlord’s TI 's Work shall be at Tenant’s sole cost and expense, including any costs or cost increases incurred as a result of Unavoidable Delays, governmental requirements or unanticipated conditions, subject to application of deducted from the Tenant Improvement Allowance in accordance with this Workletter; and (ii) the cost of design and construction of Landlord’s Section 2.3 Work shall be at Landlord’s sole cost and expense, including any costs or cost increases incurred as a result of Unavoidable Delays, governmental requirements or unanticipated conditions. To the extent the estimated entire amount that Landlord is committed to pay (under contracts and obligations in effect from time to time) with respect to Landlord’s TI Work exceeds the net Tenant Improvement Allowance available pursuant to this Workletter, the excess Cost of Improvements for Landlord’s TI Work, over and above the Tenant Leasehold Improvement Allowance, shall be payable by Tenant on a pro rata basis as illustrated in the diagram attached hereto as Schedule B-4 and incorporated herein by this reference (the “TI Allowance Disbursement Diagram”). To the extent the final net Cost of Improvement with respect to Landlord’s TI Work is not covered by the Tenant Improvement Allowance plus any payments made by Tenant from time to time during the course of construction, the remaining balance of the final net Cost of Improvement of Landlord’s TI Work shall be reimbursed by Tenant to Landlord in cash within thirty (30) days after final completion of Landlord’s TI Work (including any applicable Punch List Work), subject to the provisions Tenant's prior written approval, which approval shall not be unreasonably withheld or delayed. The Tenant shall be responsible for any costs in excess of subparagraph (c) belowthe Leasehold Improvement Allowance, subject to the Tenant's prior approval of such costs. Any unused portion of the Leasehold Improvement Allowance shall be applied as a basic rent credit to the Tenant's account from the Commencement Date. The Landlord covenants to provide a summary to the Tenant of all Leasehold Improvement costs upon completion of the project.

Landlord’s Work. (a) Landlord, through its independent designated contractor, shall install in the Premises those improvements specified in the Approved Tenant Space Plan and Final Construction Drawings (collectively with any subsequent modifications or additions, hereinafter referred to as the “Landlord’s Work”). All Landlord’s Work shall be subject to a competitive bid process and fully transparent to Tenant and Tenant’s Representative. Prior to Landlord’s engagement of a General Contractor, Landlord and Tenant shall mutually agree on a final approved construction budget and key delivery dates. Except as otherwise expressly provided set forth in this WorkletterExhibit “C”, Landlord shall not have any obligation whatsoever with respect to the finishing of the Premises for Tenant’s use and occupancy, and the Premises shall be delivered containing no improvements or property of any kind; provided, however, Landlord shall deliver possession of the Premises to Tenant on the Lease Commencement Date with all mechanical, electrical and plumbing systems serving the Premises in good working order and condition. Tenant shall pay all costs and expenses (including a construction management fee in the Lease or amount of two percent (2%) of the total cost of the initial buildout less any costs that Tenant has contracted directly for such as project management, design, furniture, wiring and cabling, etc.), incurred in connection with the Leasehold Improvements to the extent such costs and expenses (including, without limitation, all soft costs of the improvements, such as architects’ and consultants’ fees, voice and cabling costs) exceed an allowance (the “Allowance”) equal to the product of (a) Forty and 00/100 Dollars ($40.00), multiplied by mutual written agreement of Landlord and Tenant, (ib) the number of square feet of rentable area in the Premises. After the Allowance has been expended towards the Landlord’s Work, Tenant shall reimburse Landlord on a monthly basis, as work is completed in conformity with Landlord’s contract with the general contractor. Landlord agrees to provide Tenant with monthly anticipated cost of design reports which shall include trade schedules. Tenant shall pay all such costs and construction expenses within ten (10) days after receipt of Landlord’s TI Work shall be at Tenant’s sole cost and expense, including any costs or cost increases incurred as a result of Unavoidable Delays, governmental requirements or unanticipated conditions, subject to application of the Tenant Improvement Allowance in accordance with this Workletter; and (ii) the cost of design and construction of Landlord’s Section 2.3 Work shall be at Landlord’s sole cost and expense, including any costs or cost increases incurred as a result of Unavoidable Delays, governmental requirements or unanticipated conditionsinvoice therefore. To the extent the estimated entire amount that Landlord is committed to pay (under contracts and obligations in effect from time to time) with respect to Landlord’s TI Work exceeds the net Tenant Improvement Allowance available All amounts payable pursuant to this Workletter, the excess Cost of Improvements for Landlord’s TI Work, over and above the Exhibit by Tenant Improvement Allowance, shall be payable by Tenant on a pro rata basis as illustrated in the diagram attached hereto as Schedule B-4 considered additional rent and incorporated herein by this reference (the “TI Allowance Disbursement Diagram”). To the extent the final net Cost of Improvement with respect to Landlord’s TI Work is not covered by the Tenant Improvement Allowance plus any payments made by Tenant from time to time during the course of construction, the remaining balance of the final net Cost of Improvement of Landlord’s TI Work shall be reimbursed by Tenant to Landlord in cash within thirty (30) days after final completion of Landlord’s TI Work (including any applicable Punch List Work), are subject to the provisions of subparagraph the Lease. Tenant shall not receive any credit, cash or otherwise, for any portion of the Allowance that is not used by the Lease Commencement Date. (cb) belowIn addition to the Allowance, Landlord shall provide Tenant with a “Test-Fit Allowance” of up to Three Thousand Nine Hundred Ninety-Three and 70/100 Dollars ($3,993.70), to be applied toward the cost of the initial test-fitting of the Premises.

Landlord’s Work. Except as otherwise expressly provided in this WorkletterLandlord shall, in the Lease or by mutual written agreement of Landlord and Tenant, (i) the cost of design and construction of Landlord’s TI Work shall be at Tenant’s sole cost and expense, including any costs or cost increases incurred as a result of Unavoidable Delays, governmental requirements or unanticipated conditions, subject to application of the Tenant Improvement Allowance in accordance with this Workletter; and (ii) the cost of design and construction of Landlord’s Section 2.3 Work shall be at Landlord’s sole cost and expenseexpense (without application of Landlord’s Allowance, including as defined below) perform the work set forth on attached Exhibit D (“Landlord’s Work”). As provided in Paragraph 4.a. above, the portion of Landlord’s Work identified on Exhibit D as the “Pre-Delivery Work” shall be performed by Landlord prior to Delivery. The portion of Landlord’s Work that is not included in the “Pre-Delivery Work” is either “Overlap Work” (as defined in Exhibit D) which shall be performed by Landlord concurrently with the construction of the Tenant Improvements by Tenant’s Contractor (as defined below) or is “Post-Occupancy Work” (as defined in Exhibit D) which will be completed by Landlord at a later date in accordance with Exhibit D. The general contractor performing Landlord’s Work is referred to hereinafter as “Landlord’s Contractor.” The period during which the Pre-Delivery Work and the Overlap Work are being performed, which period expires upon the substantial completion of the Overlap Work, is referred to herein as the “Construction Period”. If substantial completion of the Overlap Work is delayed beyond May 1, 2012, due to delays resulting from the act or failure to act of Tenant or Tenant’s Contractor (a “Tenant Caused Overlap Work Delay”) then, for each day beyond May 1, 2012, that the Overlap Work is not substantially completed due to the Tenant Caused Overlap Work Delay, Tenant shall pay to Landlord a penalty equal to one (1) day of Monthly Rent at the rate in effect under Paragraph 2.c. above for the Third Lease Year. Notwithstanding the foregoing, in the event any costs act or omission of Tenant or Tenant’s Contractor, in Landlord’s reasonable determination, constitutes a Tenant Caused Overlap Work Delay, Landlord will, promptly after determining that the act or omission will create a Tenant Caused Overlap Work Delay, deliver notice to Tenant specifying the action or omission in question, and if Tenant cures such action or omission within five (5) Business Days following a receipt of such notice, no Tenant Caused Overlap Work Delay shall be deemed to have occurred. Further, in any event, Landlord will use reasonable efforts, without additional cost increases incurred as a result to Landlord unless Tenant agrees in writing to reimburse Landlord for such costs, to mitigate the effects of Unavoidable Delays, governmental requirements or unanticipated conditionsany Tenant Caused Overlap Work Delay. To If and to the extent the estimated entire amount that Landlord is committed to pay reasonably incurs a net increased cost (under contracts and obligations in effect from time to timetaking into account any cost saving Tenant might have facilitated by its actions) with respect to Landlord’s TI Work exceeds the net Tenant Improvement Allowance available pursuant to this Workletter, the excess Cost of Improvements for Landlord’s TI Work, over and above the Tenant Improvement Allowance, shall be payable by Tenant on a pro rata basis as illustrated in the diagram attached hereto as Schedule B-4 and incorporated herein by this reference (the “TI Allowance Disbursement Diagram”). To the extent the final net Cost of Improvement with respect to Landlord’s TI Work is not covered by the Tenant Improvement Allowance plus any payments made by Tenant from time to time during the course of construction, the remaining balance of the final net Cost of Improvement performance of Landlord’s TI Work shall as a direct result of any Tenant Caused Overlap Work Delay (as reasonably evidenced by Landlord, with supporting documentation), Tenant will be reimbursed by Tenant to Landlord in cash within thirty (30) days after final completion of responsible for such reasonable increased costs and Landlord’s TI Work (including any applicable Punch List Work), subject to Allowance will be decreased by the provisions amount of subparagraph (c) belowsuch reasonable increased cost.

Landlord’s Work. Except as otherwise expressly provided in this Workletter(a) Landlord's Work includes all of the improvements to the Premises which Landlord has agreed to make or perform, and Landlord has not agreed to make or perform any other improvements or work to or on the Premises. Landlord will demolish and remove the leasehold improvements currently located in the Lease or by mutual written agreement Premises at its cost without reimbursement from Tenant and not to be paid for out of Landlord and Tenantthe Tenant Improvement Allowance, except that the Tenant Improvement Allowance will be applied to pay the applicable remodeling tax. (ib) the cost of design and construction of It is agreed that Landlord’s TI 's Work shall be at limited to contracting for and coordinating the "build-out" of the Premises in accord with the plans and specifications prepared by the space planner and/or architect engaged and paid for by Tenant’s sole cost . Tenant shall cause its space planner/architect to prepare detailed space plans for the Premises and expenseprovide same for review by Landlord not later than five (5) business days after full execution and delivery of the lease by Tenant and Landlord. Landlord shall have five (5) business days after receipt of the plans to approve or disapprove them which approval shall not be unreasonably withheld or delayed. At such time as the space plans are approved by Landlord, Tenant's architect and engineer shall prepare final working drawings for Landlord's Work. Tenant shall within five (5) days business after receipt of Landlord's comments, submit such working drawing to Landlord for review, and Landlord shall approve or disapprove such drawings within five (5) business days after receipt. The working drawings shall include architectural, mechanical and electrical drawings for all work shown on the approved space plan. Tenant shall be solely responsible for assuring that the plans and working drawings call for building work and materials which are fully in compliance with all federal, state and local building requirements, including but not limited to American Disabilities Act and building code requirements. Tenant shall defend, save and hold Landlord harmless from any claims or causes of action of whatsoever nature arising from the failure of the plans and working drawings to meet such standards. Tenant shall have the right to select any architect, space planner, and engineer it desires subject to Landlord's approval, which shall not be unreasonably withheld. Landlord shall pay, without reimbursement from Tenant, the costs incurred by it to review and approve plans and specifications. Tenant shall not be in default thereunder if Landlord and Tenant fail to agree upon such working drawings and no Tenant Delay shall result from any such failure. However, if Landlord and Tenant do not agree upon such working drawings by August 20, 1995, either Landlord or cost increases incurred Tenant shall have the right to terminate this Lease. (c) After approval by Landlord of the working drawings for the Landlord's Work, Landlord shall submit the drawings to the appropriate governmental body for plan checking and a building permit. Landlord, with Tenant's cooperation, shall cause to be made any change in the working drawings necessary to obtain the building permit. After final approval of the working drawings, no further changes thereto may be made without the prior written approval of both Landlord and Tenant which approval shall not be unreasonably withheld or delayed. (d) Landlord shall perform Landlord's Work without any construction management fees, in accordance with the Plans and Specifications, in a good and workmanlike manner, and in compliance with all applicable laws, statutes, ordinances, codes, rules and regulations, including without limitation zoning and building ordinances and codes. Such work shall be completed as a result of Unavoidable Delays, governmental requirements or unanticipated conditionssoon as reasonably possible, subject to application Force Xxxxxx. Tenant shall have the right to approve all contractors, which approval shall not be unreasonably withheld, under the following conditions: (1) Tenant must exercise such approval rights within two (2) business days of Landlord's notice to Tenant of the proposed contractors and (2) if Tenant fails to act on Landlord's notice of proposed contractors within two (2) business days, the contractors shall thereby be approved. (e) Landlord shall pay the amount of the Tenant Improvement Allowance in accordance with this Workletter; and toward the total cost (iithe "Construction Cost") of performing Landlord's Work. In the cost event the Construction Cost shall exceed the amount of design and construction of Landlord’s Section 2.3 Work shall be at Landlord’s sole cost and expense, including any costs or cost increases incurred as a result of Unavoidable Delays, governmental requirements or unanticipated conditions. To the extent the estimated entire amount that Landlord is committed to pay (under contracts and obligations in effect from time to time) with respect to Landlord’s TI Work exceeds the net Tenant Improvement Allowance available pursuant to this Workletter, the excess Cost of Improvements for Landlord’s TI Work, over and above the Tenant Improvement Allowance, such excess shall be payable paid by Tenant. Prior to commencement of construction and installation of the Landlord's Work, Landlord shall provide Tenant on with an estimate of the Construction Cost. If such estimate exceeds the Tenant Improvement Allowance, Tenant shall pay such excess to Landlord in advance and such advance payment shall be used first in paying the Construction Cost. Upon Substantial Completion, and provided that Landlord has provided Tenant with a pro rata basis as illustrated certificate for payment and a statement of the actual Construction Cost, Tenant, within ten (10) days after its receipt of said certificate for payment and statement of the actual Construction Cost, shall pay Landlord any remaining portion of the Construction Cost to be paid by Tenant. (f) If any change in the diagram attached hereto Plans and Specifications, other than a change required by Landlord unrelated to building code or other governmental standards, or Tenant's request for any such change or the work required in processing such request, causes a delay in Substantial Completion of Landlord's Work, then notwithstanding anything to the contrary contained in this Lease, a Tenant Delay shall be deemed to have occurred. Any such change shall be evidenced by a written change order to be executed by Landlord and Tenant, which shall indicate the work required, the cost thereof to Tenant, if any (which shall include a $250 change order fee for each change order), and the Tenant Delay, if any, which it is anticipated will be caused by such change or the request for such change or the processing of such request. If any such change results in an increase in the Construction Cost, and as Schedule B-4 and incorporated herein by this reference (the “TI Allowance Disbursement Diagram”). To the extent the final net Cost of Improvement with respect to Landlord’s TI Work is not covered by a result thereof the Tenant Improvement Allowance plus any payments made is or will be exceeded, or the amount by which the Tenant from time Improvement Allowance is already estimated to time during the course of constructionbe exceeded shall be increased, the remaining balance amount of such excess or increase in estimated excess, as the final net Cost of Improvement of Landlord’s TI Work case may be, shall be reimbursed paid by Tenant to Landlord in cash within thirty advance. Landlord shall have three (303) business days after final completion its receipt of a change order request within which to approve or disapprove the same. If any change order is disapproved a specific reason shall be given. If Tenant elects to submit a revision to a change order request which was not approved by Landlord’s TI Work , Landlord shall have three (including any applicable Punch List Work), subject 3) business days after its receipt of such revision within which to approve or disapprove the provisions of subparagraph (c) belowsame.

Landlord’s Work. Except Landlord’s Work: Landlord agrees, to perform the work (the “Landlord’s Work” or ‘Tenant Improvements”) per the attached quotation prepared by Xxxxxx X. Xxxxxxx Construction Inc (“Construction Contractor”), hereinafter referred to as otherwise expressly provided in this Workletter, the “Final Plan”. Landlord will engage the Construction Contractor and oversee the construction of the improvements described in the Lease or by mutual written agreement Final Plan (the “Tenant Improvements”), Landlord shall be financially responsible for the first $69,727.50 (“TI Allowance”) of Landlord and Tenant, (i) the cost of design the Tenant Improvements and shall use commercially reasonable efforts to manage the construction of Landlord’s TI Work shall be at Tenant’s sole cost and expense, including any costs or cost increases incurred as a result of Unavoidable Delays, governmental requirements or unanticipated conditions, subject to application installation of the Tenant Improvement Allowance in accordance with this Workletter; and (ii) Improvements such that the cost of design and construction of Landlord’s Section 2.3 Work the same will not exceed the amount quoted by the Construction Contractor as depicted in the Final Plan. Tenant shall be at Landlord’s sole responsible for the cost of the Tenant Improvements in excess of the TI Allowance, and expenseTenant shall reimburse Landlord for any excess upon receipt of the Final Invoice from the Construction Contractor. If Tenant makes any changes to the approved space plan, including any the costs or of such changes will be the responsibility of the Tenant but not in excess of the amount by which the final cost increases incurred as a result of Unavoidable Delays, governmental requirements or unanticipated conditions. To the extent the estimated entire amount that Landlord is committed to pay (under contracts and obligations in effect from time to time) with respect to Landlord’s TI Work exceeds the net Tenant Improvement Allowance available pursuant TI Allowance. Notwithstanding anything to this Workletterthe contrary, the excess Cost TI Allowance may be applied to construction costs, permits, Washington State sales tax, architectural fees, telecommunications and data equipment, cabling, security systems, moving costs and a construction management fee to be charged by Landlord and which shall not exceed two percent (2%) of Improvements for Landlord’s TI Work, over and above the cost of the Tenant Improvement Allowance, Improvements. Landlord shall pay the Construction Contractor directly and any other costs payable out of the TI Allowance shall be payable paid by Tenant on a pro rata basis as illustrated in the diagram attached hereto as Schedule B-4 and incorporated herein by this reference (the “TI Allowance Disbursement Diagram”). To the extent the final net Cost of Improvement with respect to Landlord’s TI Work is not covered by the Tenant Improvement Allowance plus any payments made by Tenant from time to time during the course of construction, the remaining balance of the final net Cost of Improvement of Landlord’s TI Work shall be reimbursed by Tenant to Landlord in cash within thirty (30) days after final completion of receipt of written invoice or the date all costs to be paid from the TI Allowance have been submitted to Landlord’s TI Work (including any applicable Punch List Work), subject to the provisions of subparagraph (c) belowwhichever is later.

Landlord’s Work. Except as otherwise expressly provided in this Workletter, in the Lease or by mutual written agreement of Landlord and Tenant, (i) the cost of design and construction of Landlord’s TI Work shall be at Tenant’s sole cost and expense, including any costs or cost increases incurred as a result of Unavoidable Delays, governmental requirements or unanticipated conditions, subject to application of the Tenant Improvement Allowance in accordance with this Workletter; and (ii) the cost of design and construction of Landlord’s Section 2.3 Work shall be at Landlord’s sole cost and expense, including any costs or cost increases incurred as a result of Unavoidable Delays, governmental requirements or unanticipated conditions. To the extent the estimated entire amount that Landlord is committed to pay (under contracts and obligations in effect from time to time) with respect to Landlord’s TI Work exceeds the net Tenant Improvement Allowance available pursuant to this Workletter, the excess Cost of Improvements for Landlord’s TI Work, over and above the Tenant Improvement Allowance, shall be payable by Tenant on a pro rata basis as illustrated in the diagram attached hereto as Schedule B-4 and incorporated herein by this reference (the “TI Allowance Disbursement Diagram”). To the extent the final net Cost of Improvement with respect to Landlord’s TI Work is not covered by the Tenant Improvement Allowance plus any payments made by Tenant from time to time during the course of construction, the remaining balance of the final net Cost of Improvement of Landlord’s TI Work shall be reimbursed by Tenant to Landlord in cash within thirty (30) days after final completion of Landlord’s TI Work (including any applicable Punch List Work), subject to the provisions of subparagraph (ce) below.

Landlord’s Work. Except as otherwise expressly provided in Following execution of this Workletter, in the Lease or by mutual written agreement of Landlord and Tenant, Landlord shall cause the Premises to be built-out and delivered to Tenant in accordance with Landlord’s standard tenant finish for the Building and the working drawings, plans, and specifications for the Premises prepared by Landlord’s Designer and described below as the Approved Plans (i) such work is referred to herein as the cost “Landlord’s Work”). 2.1. The working drawings, plans, and specifications for the build-out of design and construction the tenant improvements to the Premises included as part of Landlord’s TI Work will be based on information supplied by Tenant prior to its execution of this Lease and Landlord’s Project standard build-out practices. Such working drawings, plans, and specifications, once prepared and approved by Landlord, will be provided to Tenant for approval; which approval will not unreasonably be withheld and any disapproval must be in writing and must include the specific reasons for such disapproval. In no event may Tenant disapprove any element of the quality of the Landlord’s Work shown on the working drawings, plans, and specifications if such quality is consistent with Landlord’s standard tenant finish for the Building. Any failure by Tenant to provide its written approval or disapproval within five business days of receipt of such working drawings, plans, and specifications will constitute Tenant’s deemed approval thereof. Once approved by both Landlord and Tenant, such working drawings, plans, and specifications will be referred to herein as the “Approved Plans.” If Landlord and Tenant are unable to agree upon the Approved Plans within 30 days of the date of this Lease, then Landlord or Tenant may, upon ten days written notice to the other (during which time such working drawings, plans, and specifications remain unapproved), terminate this Lease, whereupon neither Landlord or Tenant shall have any further rights or obligations under this Lease. 2.2. The Landlord’s Work shall be at completed by Landlord’s Contractor in a first class and workmanlike manner in accordance with the Approved Plans. Subcontracting work of the major trades shall be competitively bid consistent with Landlord’s standard practice. Tenant shall have the ability to recommend subcontractors, and Landlord shall not unreasonably withhold its consent to requesting bids from such recommended subcontractors. The cost of Landlord’s Work shall be Tenant’s sole cost and expense, including any costs or cost increases incurred as a result of Unavoidable Delays, governmental requirements or unanticipated conditionsresponsibility, subject to application of the Tenant Improvement Allowance in accordance with this Workletter; and (ii) the cost of design and construction of Allowance, as provided below. 2.3. Landlord’s Section 2.3 Work shall be at Landlord’s sole cost completed in compliance with all applicable laws, codes, ordinances, and expense, including any costs or cost increases incurred as a result of Unavoidable Delays, other governmental requirements or unanticipated conditions. To then applicable to the extent Premises and the estimated entire amount that Landlord is committed to pay (under contracts Building, and obligations in effect from time to time) with respect to Landlord’s TI Work exceeds the net Tenant Improvement Allowance available shall be undertaken pursuant to this Workletter, the excess Cost of Improvements for Landlord’s TI Work, over and above the Tenant Improvement Allowance, shall be payable by Tenant on either a pro rata basis as illustrated in the diagram attached hereto as Schedule B-4 and incorporated herein by this reference (the “TI Allowance Disbursement Diagram”). To the extent the final net Cost of Improvement with respect to Landlord’s TI Work is not covered by the Tenant Improvement Allowance fixed-price construction contract or a cost plus any payments made by Tenant from time to time during the course of construction, the remaining balance of the final net Cost of Improvement of Landlord’s TI Work shall be reimbursed by Tenant to Landlord in cash within thirty (30) days after final completion of Landlord’s TI Work (including any applicable Punch List Work), fee construction contract subject to the provisions of subparagraph (c) below.a guaranteed maximum price. /s/ JC /s/ RCB

Landlord’s Work. Except as otherwise expressly provided in this Workletter, Tenant desires to modify and/or improve the Premises and Expansion Premises with certain tenant improvements (the “Tenant Improvements”) generally set forth in the Lease plan or by mutual written agreement description attached hereto as Schedule “One”. Schedule One may or may not consist of finalized construction drawings, and if Schedule One does not consist of finalized construction drawings, Landlord and Tenant, in conjunction with Landlord’s interior design architects, will prepare plans and schedules and finalize construction drawings (collectively “Plans and Specifications”) depicting the desired Tenant Improvements. The Plans and Specifications shall contain sufficient detail and specificity to allow the planned Tenant Improvements to be bid by applicable contractors. Landlord shall have approval rights of all Plans and Specifications, not to be unreasonably withheld. Subject to the conditions set forth below, Landlord will provide Tenant with an allowance up to but not exceeding $20,000 for improvements to the Premises and Expansion Premises requested by Tenant (the "Tenant Improvement Allowance"). The Tenant Improvement Allowance is meant to be comprehensive to include but not be limited to all of Landlord’s costs and expenses associated with the Tenant Improvements, including but not limited to preparation of the Plans and Specifications, permitting fees, actual construction material and labor, wiring and cabling in and between the Premises and Expansion Premises (hereinafter collectively “Total Construction Costs”). The Tenant Improvement Allowance is an agreed upon maximum reimbursement from Landlord to Tenant of a portion of the Total Construction Costs, and Landlord does not represent or insure that the Tenant Improvement Allowance will cover the Total Construction Costs for the Tenant Improvements. Any portion of the Total Construction Costs that exceed the Tenant Improvement Allowance will be, at the election of Landlord, paid by Tenant either to (i) Landlord, to the cost extent Landlord has paid or is obligated to pay any portion of design such amount, or (ii) to the provider of the goods or services. Tenant hereby agrees to save and construction hold Landlord harmless from any portion of the Total Construction Cost that exceeds the Tenant Improvement Allowance. In the event Landlord is required to pay any portion of the Total Construction Costs that exceed the Tenant Improvement Allowance, as and for additional Rent, Tenant shall reimburse Landlord therefore no later than five (5) days after receipt of an itemized invoice therefore. All Tenant Improvements shall be made and constructed in accordance with all laws and applicable codes, and shall be constructed by Landlord’s contractors (minimum of three contractor bids unless otherwise agreed to by Tenant and Landlord) using materials supplied by suppliers of Landlord’s TI Work choice but commercially competitive. No construction shall commence until all required building permits have been obtained from applicable governmental agencies and until Landlord has reasonably approved the Plans and Specifications. No construction shall commence until Tenant has paid to Landlord (and such funds have cleared), any amount required under any applicable construction contract calling for deposit, progress, performance or similar payments (the “Required Payments”), to the extent the Required Payments exceed any unapplied Tenant Improvement Allowance. Following the commencement of construction of the Tenant Improvements, to the extent Tenant is required to pay any portion of the Required Payments and fails to do so, and notwithstanding Tenant’s obligations to reimburse Landlord for a portion of the Total Constructions Costs as set forth in the prior paragraph, Landlord may in its sole discretion stop construction of the Tenant Improvements, and Landlord’s directions to the applicable contractors to stop construction (i) shall not give Tenant any action or claim against Landlord, nor (ii) shall same cause any delay in the anticipated delivery or commencement date under the Lease, and (iii) if the delivery or commencement date under the Lease is determined by the completion of construction of the Tenant Improvements, then the delivery date or commencement date under the Lease shall be at Tenant’s sole cost deemed the date that the Tenant Improvements are substantially completed and expensea certificate of occupancy by the governing authority has been issued (if required) as otherwise set forth under the Lease, including less the number of days that Tenant failed to pay any costs or cost Required Payments as set forth in this paragraph. Any changes to the Plans and Specifications shall only be made pursuant to written change orders signed by Tenant and Landlord. To the extent any such change order increases incurred as a result the Total Construction Costs beyond the Tenant Improvement Allowance, Tenant shall pay same in accordance with the terms and conditions set forth in the change order. Tenant and Landlord shall diligently deliver to the other copies of Unavoidable Delaysall invoices pertaining to the Tenant Improvements, governmental requirements or unanticipated conditions, subject and shall each pay all invoices required to application be paid per this Amendment. To the extent any unapplied portion of the Tenant Improvement Allowance in accordance with this Workletter; and is not, within one (ii1) month following the cost substantial completion of design and construction the Tenant Improvements, utilized by Tenant or required to be paid by Landlord as set forth above, such portion of Landlord’s Section 2.3 Work shall be at Landlord’s sole cost and expense, including any costs or cost increases incurred as a result of Unavoidable Delays, governmental requirements or unanticipated conditions. To the extent the estimated entire amount that Landlord is committed to pay (under contracts and obligations in effect from time to time) with respect to Landlord’s TI Work exceeds the net Tenant Improvement Allowance shall be forfeited and shall not be further available pursuant from Landlord to this WorkletterTenant. Tenant may utilize the Tenant Improvement Allowance for the remainder of 2006, at such time, any remaining unused amount of the excess Cost Tenant Improvement Allowance shall be forfeited to Landlord. Tenant Improvements shall not include, and the Tenant Improvement Allowance shall not be applied to, any costs associated with Tenant’s moving costs, relocation related expenses, telephone and data communications cabling, movable furniture, works of Improvements art, or other items that are not affixed to the leased Premises and Expansion Premises. All Tenant Improvements, and any other physical alterations and permanent improvements to the Premises and Expansion Premises shall remain the property of Landlord, except for Landlord’s TI Workthose Tenant Improvements, over physical alterations and above permanent improvements that (i) are solely paid for by Tenant and not reimbursed by any portion of the Tenant Improvement Allowance, shall and (ii) consist of furniture, fixtures and equipment and (iii) can be payable by Tenant on a pro rata basis as illustrated in removed from the diagram attached hereto as Schedule B-4 Premises and incorporated herein by this reference (Expansion Premises without damage to the “TI Allowance Disbursement Diagram”). To the extent the final net Cost of Improvement with respect Premises and Expansion Premises that can be repaired at no cost to Landlord’s TI Work is not covered by the Tenant Improvement Allowance plus any payments made by Tenant from time to time during the course of construction, the remaining balance of the final net Cost of Improvement of Landlord’s TI Work shall be reimbursed by Tenant to Landlord in cash within thirty (30) days after final completion of Landlord’s TI Work (including any applicable Punch List Work), subject to the provisions of subparagraph (c) below.

Landlord’s Work. Except A. A complex of building shells and Common Area improvements of exterior and interior design and materials as otherwise expressly provided determined by Landlord substantially as shown in this WorkletterExhibit A. B. If any partitions are required to separate the Leased Premises from adjacent spaces, in Landlord shall install metal stud framing only, after Tenant has performed any demolition necessary to accommodate installation of said framing. Such stud framing shall extend from the Lease floor slab of the Leased Premises to the underside of the floor or by mutual written agreement roof structure. Xxxxxx’s reimbursement to Landlord for Xxxxxx’s share of Landlord and Tenant, (i) the cost of design such work is included in the fee identified in Exhibit B-1 for Landlord provided facilities. Tenant shall install gypsum board on Tenant’s side of stud framing to underside of structure as required for a one-hour fire resistant separation. C. In the event that the Leased Premises are located in a retail development, or in an expansion wing of a retail development, which development or expansion wing shall not yet have opened for business to the public, and Tenant shall be able to complete its construc ion within the Leased Premises prior to such opening, Landlord shall not provide a temporary bar icade at t e storefront lease ine, e cept to the extent that Landlord shall determine that such barricade is necessary or desirable. If the Leased Premises are not located in such a development or in such an expansion wing, or if Tenant shall be unable to complete the construction of the Leased Premises and to open for business at the time that such development or expansion wing, as applicable, first opens for business to the public, Landlord shall provide, for Tenant’s use during construction and demolition, a temporary barricade at the storefront lease line. Tenant shall reimburse Landlord $45.00 per lineal foot of storefront lease line for any such temporary barricade provided by Landlord. Landlord shall remove the storefront barricade upon completion of Tenant’s TI Work and when Xxxxxx is prepared to open for business as determined by Landlord. Landlord shall have the option, by written notice to Tenant, to require Tenant to remove the storefront barricade and to store the same at a location specified by Landlord within the regional retail development. In the event of such removal by Tenant, Tenant shall be at Tenant’s sole cost responsible for any damage caused to the barricade by such removal and expensestorage. In either case, including Tenant shall immediately repair any costs or cost increases incurred as a result of Unavoidable Delays, governmental requirements or unanticipated conditions, subject damage caused to application the Leased Premises by the removal of the Tenant Improvement Allowance in accordance with this Workletter; and (ii) barricade. D. If the cost entire Leased Premises shall not have been previously occupied by another tenant or occupant, the provision of design and construction of Landlord’s Section 2.3 Work utility connections by Landlord shall be as set forth under Section II of Exhibit B-1. If the entire Leased Premises shall have been previously occupied, and the following utilities or utility stubs are not contained within the Leased Premises, Landlord shall cause said utilities to be extended to within the Leased Premises at Landlord’s sole cost and expense, including any costs or cost increases incurred as a result of Unavoidable Delays, governmental requirements or unanticipated conditions. To the extent the estimated entire amount that Landlord point which is committed to pay (under contracts and obligations in effect from time to time) with respect closest to Landlord’s TI Work exceeds the net Tenant Improvement Allowance available pursuant pickup point. Such utilities shall include: sanitary, domestic cold water, plumbing vent (where applicable), fire protection, and air conditioning supply duct stub (where applicable). Refer to Exhibit B-1 (and/or to other construction exhibits, if any, attached to this Workletter, the excess Cost of Improvements Lease) for Landlord’s TI Work, over and above the Tenant Improvement Allowance, shall be payable by Tenant additional information on a pro rata basis as illustrated in the diagram attached hereto as Schedule B-4 and incorporated herein by this reference (the “TI Allowance Disbursement Diagram”). To the extent the final net Cost of Improvement with respect to Landlord’s TI Work is not covered by the Tenant Improvement Allowance plus any payments made by Tenant from time to time during the course of construction, the remaining balance of the final net Cost of Improvement of Landlord’s TI Work shall be reimbursed by Tenant to Landlord in cash within thirty (30) days after final completion of Landlord’s TI Work (including any applicable Punch List Work), subject to the provisions of subparagraph (c) belowcertain utilities.