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 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. ▇▇▇▇▇▇’s reimbursement to Landlord for ▇▇▇▇▇▇’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 construction within the Leased Premises prior to such opening, Landlord shall not provide a temporary barricade at the storefront lease line, except 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 ▇▇▇▇▇▇ 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.

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. 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 Landlord’s Work: Landlord agrees, to perform the work (the “Landlord’s Work” or ‘Tenant Improvements”) per the attached quotation prepared by ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ 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. Following execution of this Lease and prior to the Commencement Date, Landlord shall construct and install certain improvements within the Premises consisting of (i) new Building Standard carpet, and (ii) general smoothing of the finish of the walls of the Premises and repainting of the Premises with Building Standard paint, and (iii) installing the Server Room HVAC Unit consisting of a three (3) ton cooling capacity unit (collectively, the “Tenant Improvements”). Except as otherwise expressly provided in this Workletterherein, in the Lease or costs and expenses of the Tenant Improvements shall be borne solely by mutual written agreement of Landlord and TenantLandlord, (i) including, the cost to remove and reinstall the Furnishings in connection with installation of design and construction of Landlord’s TI Work the carpet within the Premises. Notwithstanding the foregoing, Tenant shall be responsible, 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 for (x) one half of the Tenant Improvement Allowance in accordance with costs and expenses of acquiring and installing the Server Room HVAC Unit and the separate meter or submeter related to Utilities serving the Server Room HVAC Unit (collectively referred to herein as the “Server Room HVAC Unit Costs”) (provided, that Tenant’s maximum liability under this Workletter; and item (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 timex) with respect to Landlordthe Server Room HVAC Unit Costs shall not exceed Three Thousand Dollars ($3,000.00)), together with (y) any increase (collectively referred to herein as the “Increased Construction Expenses”) in the costs and expenses of the Tenant Improvements resulting from any Tenant Delay (as defined below). Tenant’s TI Work exceeds share of the net Tenant Improvement Allowance available Server Room HVAC Unit Costs, determined pursuant to this Workletteritem (x) of the preceding sentence, together with any Increased Construction Expenses shall be reimbursable to Landlord within fifteen (15) days following demand therefore. For the purposes herein, the excess Cost of Improvements term “Building-Standard” shall mean the standards 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 particular item selected from time to time during by Landlord for the course Building, or such other standards of constructionequal quality as may be mutually agreed between Landlord and Tenant in writing. For the purposes herein, the remaining balance term “Tenant Delay” shall mean any delay in the construction of the final net Cost Tenant Improvements resulting from (A) any act or omission of, or breach by, Tenant or anyone performing services on behalf of Improvement Tenant, or (B) any work performed on the Premises by Tenant, its employees contractors or agents; (C) with the exception of the Server Room HVAC Unit, Tenant’s request for materials, finishes or installations other than Building-Standard materials, finishes or installations which require a longer time than the respective Building-Standard materials, finishes or installations, as applicable, to obtain, install or complete; (D) Tenant’s failure to comply with Landlord’s TI Work contractor’s or subcontractor’s schedule; (E) a Default (as defined in Paragraph 23 below) by Tenant under this Lease or the existence of any event or condition which, with the passage of time or the giving of notice or both would constitute a Default by Tenant; (F) Tenant’s failure to approve or disapprove any matter requiring Tenant’s approval within three (3) business days after the date such approval is sought; and/or (G) any other causes which are attributable in whole or in part to the action or inaction of Tenant or Tenant’s employees, agents or contractors. Tenant acknowledges that the length and/or impact of any Tenant Delay may exceed the duration or scope of such event or conduct due to the necessity of rescheduling work or other causes. Notwithstanding anything to the contrary contained herein, the obligation of Landlord to complete the Tenant Improvements shall be reimbursed by Tenant to Landlord in cash within thirty (30) days after final completion suspended without further act of Landlord’s TI Work (including the parties during any applicable Punch List Work)such time as there exists an event of Default under the Lease or any event or condition which, subject to with the provisions passage of subparagraph (c) belowtime or the giving of notice or both would constitute such an event of Default.

Landlord’s Work. Except as otherwise expressly provided (a) Landlord shall perform no work in this Workletter, in order to prepare the Lease or by mutual written agreement of Leased Premises for Tenant’s occupancy. Landlord and Tenant, (i) shall contribute a sum that does not exceed the cost of design $1,890,924.24 (the “Work Allowance”) on account of costs of labor, materials, architectural, design, engineering and construction space planning fees, licenses, permits, approvals, sign-offs, moving expenses and other “soft costs” to be incurred by Tenant in connection with Tenant’s initial alterations of Landlordthe Leased Premises to prepare the Leased Premises for Tenant’s TI occupancy thereof (the “Initial Work”). Other than the Work Allowance, Landlord shall have no obligation to expend any sums or take any actions to prepare the Leased Premises for Tenant’s occupancy, and all such actions deemed necessary or desirable by Tenant shall be performed by Tenant 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 and otherwise in accordance with the terms of this WorkletterLease. In the event the actual cost of completing the Initial Work is less than the full amount of the Work Allowance, and except as expressly otherwise provided herein, Tenant may, at Tenant’s election, credit the difference between the Work Allowance and the actual cost of completing the Initial Work against future payments of Base Rent and/or “soft” costs associated with Tenant’s relocation to the Leased Premises, but in no event shall the amount of such credit exceed the sum of $188,238.00. (b) The Work Allowance shall be payable to Tenant upon requisition, which shall be made by presentation of a completed American Institute of Architects (“AIA”) form G702-1992 (or, if such form is discontinued, any form issued by the AIA replacing it) to Landlord, which shall be accompanied by: (i) a certification from Tenant’s architect that the work described in the requisition has been completed in accordance with the plans and specifications approved by Landlord in connection with the Initial Work; and (iib) partial lien waivers in the cost of design form annexed hereto as Exhibit “B-1” from Tenant’s general contractor, and construction of Landlord’s Section 2.3 Work shall be at Landlord’s sole cost and expenseany subcontractors, 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) laborers and/or materialmen with respect to Landlord’s TI Work exceeds the net Tenant Improvement Allowance available pursuant work performed to this Workletterthe date of the requisition. Provided the foregoing items are delivered, Landlord will disburse the excess Cost of Improvements for Landlord’s TI Work, over and above the Tenant Improvement Allowance, shall be payable amount requested 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 receipt of those items, or the last of them, less ten (including any applicable Punch List Work), subject to the provisions of subparagraph 10%) retainage. (c) below.The final requisition shall be accompanied by: (i) a certification from Tenant’s architect that all work has been completed in accordance with the plans and specifications approved by Landlord in connection with the Initial Work; (b) final lien waivers in the form annexed hereto as Exhibit “B-2” from Tenant’s general contractor, and any subcontractors, laborers and/or materialmen with respect to the work performed to the date of the requisition; (c) inspection approvals and/or permit sign-offs from any appropriate Federal, state and/or local agencies and/or authorities, and/or any applicable master association having jurisdiction over Tenant’s Initial Work; and (d) complete as-built sepia and CAD drawings of Tenant’s Initial

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.