Common use of Performance of Work and Approval of Landlord’s Work Clause in Contracts

Performance of Work and Approval of Landlord’s Work. Landlord shall cause to be performed the work substantially as shown on the fit plan prepared by Xxxxxx Architects, attached hereto as Exhibit A-l, and the approved final construction plans and specifications (the “Landlord’s Work”). The final construction plans for the Landlord’s Work have not been prepared as of the date of this Lease, but shall emanate from and be consistent with the fit plan attached hereto as Exhibit A-l. The Allowance stated in Section 1.1 shall be utilized to pay for the Total Costs of Landlord’s Work. Landlord shall provide, initially, $150,000.00 (the “Initial Allowance”) toward the Total Costs of the Landlord’s Work and any Additional Costs. All Total Costs of Landlord’s Work in excess of the Initial Allowance shall be paid by Tenant as set forth below. Any unused portion of the Allowance may be utilized for Tenant’s Additional Costs, which shall mean telephone and data wiring costs, additional renovation costs, moving costs, electric power distribution costs, and other out-of-pocket expenses of Tenant to prepare the Premises for occupancy (but none of Tenant’s Additional Costs shall include costs of purchasing and installing Tenant’s furniture and equipment). All Landlord’s Work shall be done in a good and workmanlike manner employing good materials and so as to conform to all applicable building codes and laws. Tenant agrees that Landlord may make any changes in such work which may become reasonably necessary or advisable, other than, substantial changes, without approval of Tenant, provided written notice is promptly given to Tenant; and Landlord may make substantial changes in such work, with the written approval of Tenant, which shall not be unreasonably withheld or delayed. Landlord shall use diligence to cause Landlord’s Work to be substantially completed by the Delivery Date, subject to the provisions of Section 10.5 hereof, and any delays caused by (i) the action or inaction of Tenant, and/or (ii) any long lead-time items. Landlord agrees that Tenant may make changes in such work with the approval of Landlord and the execution by Landlord and Tenant of a Work Change Order, in the form attached hereto as Exhibit B. In addition to Landlord’s Work, Landlord shall, at its sole cost and expense, cause all capital, structural and mechanical elements of the Premises to be in working order and in proper serviceable condition on the Commencement Date. Tenant acknowledges that Landlord’s application of the Initial Allowance towards the Total Costs of Landlord’s Work is conditioned upon Tenant raising $15,000,000.00 of new capital financing on or before the Commencement Date. As of the date of this Lease, Tenant has not raised the total amount of such financing. As such, Landlord shall only apply $10,000.00 of the Initial Allowance for each $1,000,000.00 of capital financing that Tenant proves, by evidence reasonably acceptable to Landlord, has been funded. As Tenant receives additional financing, whether prior to, on, or after the Commencement Date, and delivers reasonable evidence of the same to Landlord, Landlord shall release such additional sums of the Initial Allowance up to the full amount of the Initial Allowance and in accordance with the ratio set forth in the preceding sentence. If by the Commencement Date, the Initial Allowance has not been fully applied towards Landlord’s Work due to Tenant’s inability to obtain the entire $15,000,000.00 of financing, then the difference between the original amount of the Initial Allowance and the actual funds disbursed and applied by Landlord as aforesaid shall be deemed Excess Amounts to be paid by Tenant as set forth in the next paragraph below. Tenant shall pay directly to Landlord the amount by which the Total Costs of the Landlord’s Work exceeds the Initial Allowance (such amount being referred to as the “Excess Amount”), as hereinafter set forth: (a) 50% of the estimated Excess Amount shall be paid upon Tenant’s receipt of Landlord’s submission of a xxxx for the estimated Excess Amount; (b) 40% of the anticipated Excess Amount shall be paid upon the Commencement Date; and (c) the remaining balance shall be paid within twenty days following Landlord’s submission of a final xxxx to Tenant. The “Total Costs” of the Landlord’s Work shall mean all hard construction costs, all architectural and engineering fees, and a construction management fee to Nordblom Management Company, Inc. equal to 4% of the hard construction costs.

Performance of Work and Approval of Landlord’s Work. Landlord shall cause to be performed the work substantially as shown on required by Exhibit C, the fit plan prepared by Xxxxxx Architects, attached hereto as Exhibit A-lWork Letter, and the approved final construction plans and specifications (the “Landlord’s Work”). The final construction plans for the Landlord’s Work have not been prepared as of the date of this Lease, but shall emanate from and be consistent with the fit space plan attached hereto as Exhibit A-l. The Allowance stated in Section 1.1 shall be utilized to pay for the Total Costs of Landlord’s Work. Landlord shall provide, initially, $150,000.00 (the “Initial Allowance”) toward the Total Costs of the Landlord’s Work and any Additional CostsC-1. All Total Costs of Landlord’s Work in excess of the Initial Allowance shall be paid by Tenant as set forth below. Any unused portion of the Allowance may be utilized for Tenant’s Additional Costs, which shall mean telephone and data wiring costs, additional renovation costs, moving costs, electric power distribution costs, and other out-of-pocket expenses of Tenant to prepare the Premises for occupancy (but none of Tenant’s Additional Costs shall include costs of purchasing and installing Tenant’s furniture and equipment). All Landlord’s Work such work shall be done in a good and workmanlike manner employing good Building-standard materials and finishes and so as to conform to all applicable building laws and codes (as such laws and lawscodes, including but not limited to all Federal and State laws and codes, are enforced by the Town of Burlington, Massachusetts). Tenant agrees that Landlord may make any changes in such work which may become reasonably necessary or advisable, other than, than substantial changes, without approval of Tenant, provided written notice is promptly given to Tenant; , and Landlord may make substantial provided such changes do not result in such worka quality or finish below Building-standard materials and finishes. Provided the Lease is fully executed on or before October 5, with the written approval of Tenant2016, which shall not be unreasonably withheld or delayed. then Landlord shall use diligence to cause Landlord’s Work work to be substantially completed by the Target Delivery Date, subject to the provisions of Section 10.5 hereof, hereof and any delays caused by (i) the action or inaction of Tenant, and/or (ii) any long lead-time itemsTenant Delay. Landlord agrees that Tenant may make changes in such work with the approval of Landlord and the execution by Landlord and Tenant of a Work Change Order, in the form attached hereto as Exhibit B. In addition D. If, for any reason other than a Tenant Delay or a delay attributable to Force Majeure, Landlord’s Work has not been Substantially Completed on or before February 1, 2017 (the “Outside Delivery Date”), then Tenant shall accrue one (1) day of free Fixed Rent for each day of delay after the Outside Delivery Date until the date Landlord has done so. Further, if, for any reason other than a Tenant Delay or a delay attributable to Force Majeure, Landlord’s Work has not been Substantially Completed on or before April 1, 2017, then Tenant shall have the right to terminate this Lease by giving written notice of such termination to Landlord, with such written notice to be given by Tenant no later than April 6, 2017 and such termination to be effective at the expiration of thirty (30) days from the giving of such notice; provided however, that such termination will be rendered ineffective if, prior to the expiration of said 30-day period, Landlord shall have Substantially Completed Landlord’s Work, Landlord shall, . The foregoing shall be Tenant’s sole remedies at its sole cost and expense, cause all capital, structural and mechanical elements of the Premises to be law or in working order and in proper serviceable condition on the Commencement Date. Tenant acknowledges that equity for Landlord’s application of the Initial Allowance towards the Total Costs of failure to Substantially Complete Landlord’s Work is conditioned upon Tenant raising $15,000,000.00 of new capital financing on or before the Commencement Date. As of the date of this Lease, Tenant has not raised the total amount of such financing. As such, Landlord shall only apply $10,000.00 of the Initial Allowance for each $1,000,000.00 of capital financing that Tenant proves, by evidence reasonably acceptable to Landlord, has been funded. As Tenant receives additional financing, whether prior to, on, or after the Commencement Date, and delivers reasonable evidence of the same to Landlord, Landlord shall release such additional sums of the Initial Allowance up to the full amount of the Initial Allowance and in accordance with the ratio set forth in the preceding sentence. If by the Commencement Date, the Initial Allowance has not been fully applied towards Landlord’s Work due to Tenant’s inability to obtain the entire $15,000,000.00 of financing, then the difference between the original amount of the Initial Allowance and the actual funds disbursed and applied by Landlord as aforesaid shall be deemed Excess Amounts to be paid by Tenant as set forth in the next paragraph below. Tenant shall pay directly to Landlord the amount by which the Total Costs of the Landlord’s Work exceeds the Initial Allowance (such amount being referred to as the “Excess Amount”), as hereinafter set forth: (a) 50% of the estimated Excess Amount shall be paid upon Tenant’s receipt of Landlord’s submission of a xxxx for the estimated Excess Amount; (b) 40% of the anticipated Excess Amount shall be paid upon the Commencement Date; and (c) the remaining balance shall be paid within twenty days following Landlord’s submission of a final xxxx to Tenant. The “Total Costs” of the Landlord’s Work shall mean all hard construction costs, all architectural and engineering fees, and a construction management fee to Nordblom Management Company, Inc. equal to 4% of the hard construction costsWork.

Performance of Work and Approval of Landlord’s Work. Landlord shall cause to be performed the work required by Exhibit B-1 ("Landlord's Work") substantially as shown on the fit plan prepared by Xxxxxx Architects, attached hereto as Exhibit A-l, and the approved final construction plans and specifications (the “Landlord’s Work”). The final construction plans for the Landlord’s Work have not been prepared as of the date of this Lease, but shall emanate from and be consistent in accordance with the fit plan attached hereto as Exhibit A-l. The Allowance stated in Section 1.1 shall be utilized to pay for the Total Costs of Landlord’s Work. Landlord shall provide, initially, $150,000.00 (the “Initial Allowance”) toward the Total Costs of the Landlord’s Work and any Additional Costs. All Total Costs of Landlord’s Work in excess of the Initial Allowance shall be paid by Tenant as set forth below. Any unused portion of the Allowance may be utilized for Tenant’s Additional Costs, which shall mean telephone and data wiring costs, additional renovation costs, moving costs, electric power distribution costs, and other out-of-pocket expenses of Tenant to prepare the Premises for occupancy (but none of Tenant’s Additional Costs shall include costs of purchasing and installing Tenant’s furniture and equipment). All Landlord’s Work shall be done in a good and workmanlike manner employing good materials and so as to conform to all applicable building codes and lawssaid Exhibit. Tenant agrees that Landlord may make any changes in such work which may become reasonably necessary or advisable, other than, than substantial changes, without approval of Tenant, provided written notice is promptly given to Tenant; Tenant and Landlord may make substantial changes in such work, with the written approval of Tenant, which shall Tenant agrees will not be unreasonably withheld or delayedwithheld. Landlord shall use diligence reasonable efforts to cause Landlord’s 's Work to be substantially completed by the Delivery Landlord Work Substantial Completion Date, subject to the provisions of Section 10.5 9.5 hereof, and . If Landlord shall for any delays caused by (i) the action reason other than acts or inaction failures to act of Tenant, and/or (ii) any long lead-time items. Landlord agrees that Tenant may make changes tenant or acts of God or other causes described in such work with the approval of Landlord and the execution by Landlord and Tenant of a Section 9.5 fail to have substantially completed Landlord's Work Change Order, in the form attached hereto as Exhibit B. In addition to Landlord’s Work, Landlord shall, at its sole cost and expense, cause all capital, structural and mechanical elements of the Premises to be in working order and in proper serviceable condition on the Commencement Date. Tenant acknowledges that Landlord’s application of the Initial Allowance towards the Total Costs of Landlord’s Work is conditioned upon Tenant raising $15,000,000.00 of new capital financing on or before the Commencement Outside Delivery Date. As of , then, while either such failure continues but in no event later than the date of this Lease30th day following the Landlord Work Outside Delivery Date, Tenant has not raised shall have the total amount right to terminate this Lease by giving notice of such financing. As such, Landlord shall only apply $10,000.00 of the Initial Allowance for each $1,000,000.00 of capital financing that Tenant proves, by evidence reasonably acceptable termination to Landlord, has been fundedand this Lease shall thereupon terminate. As Such right of termination shall be the only remedy, either at law or in equity, available to Tenant receives additional financingin the event of Landlord's failure to complete Landlord's work at the time above specified. Landlord shall provide a one-year warranty or all aspects of Landlord's Work. In addition, whether prior toupon notice from Tenant, on, or after Landlord will allow Tenant to avail itself and obtain the Commencement Datebenefit of any of Landlord's unexpired manufacturer's warranties, and delivers reasonable evidence of the same to Landlord, Landlord shall release such additional sums of the Initial Allowance up to the full amount of the Initial Allowance and will reasonably cooperate with Tenant in accordance with the ratio set forth in the preceding sentence. If by the Commencement Date, the Initial Allowance has not been fully applied towards Landlord’s Work due to Tenant’s inability to obtain the entire $15,000,000.00 of financing, then the difference between the original amount of the Initial Allowance and the actual funds disbursed and applied by Landlord as aforesaid shall be deemed Excess Amounts to be paid by Tenant as set forth in the next paragraph below. Tenant shall pay directly to Landlord the amount by which the Total Costs of the Landlord’s Work exceeds the Initial Allowance (such amount being referred to as the “Excess Amount”), as hereinafter set forth: (a) 50% of the estimated Excess Amount shall be paid upon Tenant’s receipt of Landlord’s submission of a xxxx for the estimated Excess Amount; (b) 40% of the anticipated Excess Amount shall be paid upon the Commencement Date; and (c) the remaining balance shall be paid within twenty days following Landlord’s submission of a final xxxx to Tenant. The “Total Costs” of the Landlord’s Work shall mean all hard construction costs, all architectural and engineering fees, and a construction management fee to Nordblom Management Company, Inc. equal to 4% of the hard construction costsso doing.

Performance of Work and Approval of Landlord’s Work. Landlord shall cause to be performed the base building work described in Exhibit C and the demising work substantially as shown on the fit plan prepared by Xxxxxx Architects, attached hereto Exhibit C-1 (such work is collectively referred to as Exhibit A-l, and the approved final construction plans and specifications (the “Landlord’s Work”). The final construction plans for the Landlord’s Work have not been prepared as of the date of this Lease, but shall emanate from and be consistent with the fit plan attached hereto as Exhibit A-l. The Allowance stated in Section 1.1 shall be utilized to pay for the Total Costs of Landlord’s Work. Landlord shall provide, initially, $150,000.00 (the “Initial Allowance”) toward the Total Costs of the Landlord’s Work and any Additional Costs. All Total Costs of Landlord’s Work in excess of the Initial Allowance shall be paid by Tenant as set forth below. Any unused portion of the Allowance may be utilized for Tenant’s Additional Costs, which shall mean telephone and data wiring costs, additional renovation costs, moving costs, electric power distribution costs, and other out-of-pocket expenses of Tenant to prepare the Premises for occupancy (but none of Tenant’s Additional Costs shall include costs of purchasing and installing Tenant’s furniture and equipment). All Landlord’s Work such work shall be done in a good and workmanlike manner employing good materials and so as to conform to all applicable building codes and laws. Tenant agrees that Landlord may make any changes in such work which may become reasonably necessary or advisable, other than, than substantial changes, without approval of Tenant, provided written notice is promptly given to Tenant; and Landlord may make substantial changes in such work, with the written approval of Tenant, which shall not be unreasonably withheld or delayed. Landlord shall use diligence to cause the portion of Landlord’s Work described in Exhibit C to be substantially completed by the Delivery DateRent Commencement Date and shall use diligence to cause the demising portion of Landlord’s Work as shown on Exhibit C-1 to be completed within sixty (60) days from the date of this Lease, subject to the provisions of Section 10.5 hereof, and any delays caused by (i) the action or inaction of Tenant, and/or (ii) any long lead-time items. Landlord agrees that Tenant may make changes in such work with the approval of Landlord and the execution by Landlord and Tenant of a Work Change Order, Order in the form attached hereto as Exhibit B. In addition D. Landlord’s Work shall be deemed approved by Tenant when Tenant occupies the Premises for the conduct of its business, except for items of Landlord’s Work which are uncompleted or do not conform to Exhibits C and C-1 and as to which Tenant shall, in either case, have given written notice to Landlord prior to such occupancy. A certificate of completion by a licensed architect or registered engineer shall be conclusive evidence that Landlord’s Work has been completed except for items stated in such certificate to be incomplete or not in conformity with Exhibits C and C-1. Except for Landlord’s Work, the Premises leased to and accepted by Tenant “as is” in the condition they are in as of the date hereof, without any obligation on the part of Landlord shall, at its sole cost and expense, cause all capital, structural and mechanical elements to prepare the Premises for Tenant’s occupancy or any representation or warranty concerning the condition of the Premises or the Building. Notwithstanding the foregoing, prior to the date that Tenant completes Tenant’s Work and obtains a certificate of occupancy for the Premises, the base Building systems (including but not limited to elevators) shall be in good working order and in proper serviceable condition on condition, and the Commencement Date. Tenant acknowledges that Landlord’s application common areas of the Initial Allowance towards the Total Costs of Landlord’s Work is conditioned upon Tenant raising $15,000,000.00 of new capital financing on or before the Commencement Date. As of the date of this Lease, Tenant has not raised the total amount of such financing. As such, Landlord shall only apply $10,000.00 of the Initial Allowance for each $1,000,000.00 of capital financing that Tenant proves, by evidence reasonably acceptable to Landlord, has been funded. As Tenant receives additional financing, whether prior to, on, or after the Commencement Date, and delivers reasonable evidence of the same to Landlord, Landlord shall release such additional sums of the Initial Allowance up to the full amount of the Initial Allowance and in accordance with the ratio set forth in the preceding sentence. If by the Commencement Date, the Initial Allowance has not been fully applied towards Landlord’s Work due to Tenant’s inability to obtain the entire $15,000,000.00 of financing, then the difference between the original amount of the Initial Allowance and the actual funds disbursed and applied by Landlord as aforesaid Building shall be deemed Excess Amounts to be paid by Tenant as set forth in the next paragraph below. Tenant shall pay directly to Landlord the amount by which the Total Costs of the Landlord’s Work exceeds the Initial Allowance (such amount being referred to as the “Excess Amount”), as hereinafter set forth: (a) 50% of the estimated Excess Amount shall be paid upon Tenant’s receipt of Landlord’s submission of a xxxx for the estimated Excess Amount; (b) 40% of the anticipated Excess Amount shall be paid upon the Commencement Date; and (c) the remaining balance shall be paid within twenty days following Landlord’s submission of a final xxxx to Tenant. The “Total Costs” of the Landlord’s Work shall mean all hard construction costs, all architectural and engineering fees, and a construction management fee to Nordblom Management Company, Inc. equal to 4% of the hard construction costscompliance with applicable building codes.

Performance of Work and Approval of Landlord’s Work. A. Landlord shall cause to be performed the work substantially as shown on described in Exhibit B, the fit plan prepared by Xxxxxx Architects, attached hereto as Exhibit A-l, and the approved final construction plans and specifications (the “"Landlord’s 's Work”). The final construction plans for the Landlord’s Work have not been prepared as of the date of this Lease, but shall emanate from and be consistent with the fit plan attached hereto as Exhibit A-l. The Allowance stated in Section 1.1 shall be utilized to pay for the Total Costs of Landlord’s Work. Landlord shall provide, initially, $150,000.00 (the “Initial Allowance”) toward the Total Costs of the Landlord’s Work and any Additional Costs". All Total Costs of Landlord’s Work in excess of the Initial Allowance shall be paid by Tenant as set forth below. Any unused portion of the Allowance may be utilized for Tenant’s Additional Costs, which shall mean telephone and data wiring costs, additional renovation costs, moving costs, electric power distribution costs, and other out-of-pocket expenses of Tenant to prepare the Premises for occupancy (but none of Tenant’s Additional Costs shall include costs of purchasing and installing Tenant’s furniture and equipment). All Landlord’s Work such work shall be done in a good and workmanlike manner employing good materials and so as to conform to all applicable building codes and laws. Tenant agrees that Landlord may make any changes in such work which may become reasonably necessary or advisable, other than, than substantial changes, without approval of Tenant, provided written notice is promptly given to Tenant; and Landlord may make substantial changes in such work, with the written approval of Tenant, which shall not be unreasonably withheld or delayed. Landlord shall use diligence to cause Landlord’s Work to be substantially completed by the Delivery Date, subject to the provisions of Section 10.5 hereof, and any delays caused by (i) the action or inaction of Tenant, and/or (ii) any long lead-time items. Landlord agrees that Tenant may make changes in such work with the approval of Landlord and the execution by Landlord and Tenant of a Work Change Order, in the form attached hereto as Exhibit B. In addition C. Landlord shall use diligence to cause Landlord’s Work, Landlord shall, at its sole cost and expense, cause all capital, structural and mechanical elements of the Premises 's Work to be Substantially Completed (as defined in working order subparagraph B below) no later than the Delivery Date, subject to the provisions of Section 10.5 hereof, and any Tenant Delay (defined in proper serviceable condition on Subparagraph C below). If Landlord fails to Substantially Complete the Commencement Date. Tenant acknowledges that Landlord’s application of 's Work by the Initial Allowance towards the Total Costs of Landlord’s Work is conditioned upon Tenant raising $15,000,000.00 of new capital financing on or before the Commencement Date. As of the date of this Lease, Tenant has not raised the total amount of such financing. As such, Landlord shall only apply $10,000.00 of the Initial Allowance for each $1,000,000.00 of capital financing that Tenant proves, by evidence reasonably acceptable to Landlord, has been funded. As Tenant receives additional financing, whether prior to, on, or after the Commencement Delivery Date, and delivers reasonable evidence of the same to Landlord, Landlord shall release such additional sums of the Initial Allowance up to the full amount of the Initial Allowance and in accordance with the ratio set forth in the preceding sentence. If by the Commencement Date, the Initial Allowance has failure is not been fully applied towards Landlord’s Work due to Tenant’s inability to obtain the entire $15,000,000.00 of financinga Tenant Delay or a delay contemplated by Section 10.5 hereof, then the difference between the original amount of the Initial Allowance and the actual funds disbursed and applied by Landlord as aforesaid Fixed Rent shall be deemed Excess Amounts to be paid by Tenant as set forth in abated on a day-for-day basis for each day during the next paragraph below. Tenant shall pay directly to Landlord period commencing on the amount by Rent Commencement Date and ending on the date on which the Total Costs of the Landlord’s 's Work exceeds the Initial Allowance (such amount being referred to as the “Excess Amount”), as hereinafter set forth: (a) 50% of the estimated Excess Amount shall be paid upon Tenant’s receipt of Landlord’s submission of a xxxx for the estimated Excess Amount; (b) 40% of the anticipated Excess Amount shall be paid upon the Commencement Date; and (c) the remaining balance shall be paid within twenty days following Landlord’s submission of a final xxxx to Tenant. The “Total Costs” of the Landlord’s Work shall mean all hard construction costs, all architectural and engineering fees, and a construction management fee to Nordblom Management Company, Inc. equal to 4% of the hard construction costsis Substantially Completed.

Performance of Work and Approval of Landlord’s Work. Landlord shall cause to be performed the work substantially as shown on the fit plan prepared xxxx xxsired by Xxxxxx Architects, attached hereto as Exhibit A-l, and the approved final construction plans and specifications (the “Landlord’s Work”). The final construction plans for the Landlord’s Work have not been prepared as of the date of this Lease, but shall emanate from and be consistent with the fit plan attached hereto as Exhibit A-l. The Allowance stated in Section 1.1 shall be utilized to pay for the Total Costs of Landlord’s Work. Landlord shall provide, initially, $150,000.00 (the “Initial Allowance”) toward the Total Costs of the Landlord’s Work and any Additional Costs. All Total Costs of Landlord’s Work in excess of the Initial Allowance shall be paid by Tenant as set forth below. Any unused portion of the Allowance may be utilized for Tenant’s Additional Costs, which shall mean telephone and data wiring costs, additional renovation costs, moving costs, electric power distribution costs, and other out-of-pocket expenses of Tenant to prepare the Premises for Tenant's use and occupancy in accordance with the plans and specifications attached hereto as Exhibit C (but none of Tenant’s Additional Costs shall include costs of purchasing and installing Tenant’s furniture and equipmentthe "Landlord's Work"). All Landlord’s Work such work shall be done in a good and workmanlike manner employing good materials and so as to conform to all applicable building codes laws. Landlord agrees to deliver the Premises on the date Landlxxx'x Xxrk is substantially completed in compliance with the Massachusetts building code. All other work and lawsinstallations which are necessary or desirable to prepare the Premises for Tenant's use and occupancy shall be performed by Tenant at Tenant's expense, including without limitation the installation of furniture, fixtures and equipment, all voice wiring, security systems, and any specialty HVAC and plumbing (the "Tenant's Work"). Tenant agrees that Landlord may make any changes in such work which xxxx xhich may become reasonably necessary or advisable, other than, than substantial changes, without approval of Tenant, provided written notice is promptly given to Tenant; and Landlord may make substantial changes in such work, with the written approval of Tenant, which shall not be unreasonably withheld or delayed. Landlord shall use diligence to cause Landlord’s Work 's work to be substantially completed by the Delivery DateDelixxxx Xxxe, subject to the provisions of Section 10.5 hereof, hereof and any delays caused by (i) the action or inaction of Tenant, and/or (ii) any long lead-time items. Landlord agrees that Tenant may make changes in such work with the xxxx xxe approval of Landlord and the execution by Landlord and Tenant of a Work Change Order, in the form attached hereto as Exhibit B. In addition D. Notwithstanding anything to the contrary contained herein, if Landlord’s Work's Work is not substantially completed by that date (the "Outside Date") which is 60 days from the Delivery Date and such failure is not the result of delays caused by Tenant, Tenant shall have the right to terminate this Leaxx xx giving written notice to Landlord shallwithin five (5) days following the Outside Date, such termination to be effective at its sole cost the expiration of thirty (30) days from the giving of such notice, and expense, cause all capital, structural and mechanical elements if prior to the expiration of the Premises aforesaid thirty (30) day period the work has not been substantially completed, this Lease shall thereupon terminate. If Tenant does not exercise said termination right within said five (5) day period, Tenant shall be deemed to be have waived its right to terminate this Lease and this Lease shall continue in working order full force and in proper serviceable condition on effect as between the Commencement Dateparties. Tenant acknowledges that Landlord’s application of If Landlord has not obtained the Initial Allowance towards applicable and necessary permits for the Total Costs performance of Landlord’s 's Work is conditioned upon Tenant raising $15,000,000.00 of new capital financing on or before by November 15, 2004, either party shall have the Commencement Date. As of the date of right to terminate this Lease, Tenant has not raised the total amount of such financing. As such, Landlord shall only apply $10,000.00 of the Initial Allowance for each $1,000,000.00 of capital financing that Tenant proves, Lease by evidence reasonably acceptable to Landlord, has been funded. As Tenant receives additional financing, whether prior to, on, or after the Commencement Date, and delivers reasonable evidence of the same to Landlord, Landlord shall release such additional sums of the Initial Allowance up giving written notice to the full amount of the Initial Allowance and in accordance with the ratio other no later than November 20, 2004, whereupon this Lease shall terminate. If neither party exercises its respective termination right as set forth in the preceding sentence. If sentence by the Commencement DateNovember 20, the Initial Allowance has not been fully applied towards Landlord’s Work due to Tenant’s inability to obtain the entire $15,000,000.00 of financing2004, then the difference aforesaid termination right shall be void and this Lease shall continue in full force and effect as between the parties. Notwithstanding the foregoing, if Tenant does not execute and deliver an original amount of this Lxxxx xo Landlord and sign the Initial Allowance plans and specifications attached hereto as Exhibit C (which signature shall evidence Tenant's agreement to the actual funds disbursed and applied scope of Landlord's Work) by Landlord as aforesaid August 15, 2004, Tenant shall be deemed Excess Amounts to be paid by Tenant have waived its right to terminate this Lease as set forth in the next paragraph below. Tenant shall pay directly to Landlord the amount by which the Total Costs of the Landlord’s Work exceeds the Initial Allowance (such amount being referred to as the “Excess Amount”), as hereinafter set forth: (a) 50% of the estimated Excess Amount shall be paid upon Tenant’s receipt of Landlord’s submission of a xxxx for the estimated Excess Amount; (b) 40% of the anticipated Excess Amount shall be paid upon the Commencement Date; and (c) the remaining balance shall be paid within twenty days following Landlord’s submission of a final xxxx to Tenant. The “Total Costs” of the Landlord’s Work shall mean all hard construction costs, all architectural and engineering fees, and a construction management fee to Nordblom Management Company, Inc. equal to 4% of the hard construction coststhis paragraph.

Performance of Work and Approval of Landlord’s Work. Landlord shall cause to be performed the work substantially as shown on the fit plan prepared by Xxxxxx Architects, attached hereto as Exhibit A-l, and the approved final construction plans and specifications (the “"Landlord’s 's Work”)") required by Exhibit C, the Work Letter. The final construction plans for the Landlord’s Work have not been prepared as of the date of this Lease, but shall emanate from and be consistent with the fit plan attached hereto as Exhibit A-l. The Allowance stated in Section 1.1 shall be utilized to pay for the Total Costs of Landlord’s Work. Landlord shall provide, initially, $150,000.00 (the “Initial Allowance”) toward the Total Costs of the Landlord’s Work and any Additional Costs. All Total Costs of Landlord’s Work in excess of the Initial Allowance shall be paid by Tenant as set forth below. Any unused portion of the Allowance may be utilized for Tenant’s Additional Costs, which shall mean telephone and data wiring costs, additional renovation costs, moving costs, electric power distribution costs, and other out-of-pocket expenses of Tenant to prepare the Premises for occupancy (but none of Tenant’s Additional Costs shall include costs of purchasing and installing Tenant’s furniture and equipment). All Landlord’s Xxxxxxxx's Work shall be done in a good and workmanlike manner employing good materials new and first-quality materials. Landlord covenants and warrants for the benefit of Tenant that Landlord's Work shall be performed so as to conform to all applicable building codes local, state and federal laws, regulations and ordinances promulgated by governmental authorities with competent jurisdiction which are in effect on or before the Commencement Date, including, without limitation, all applicable laws relating to the removal of architectural barriers to accommodate disabled persons. Tenant Xxxxxx agrees that Landlord may make any changes in such work which may become reasonably necessary or advisable, other than, than substantial changes, without approval of Tenant, provided written notice is promptly given to Tenant; and Landlord may make substantial changes in such work, with the written approval of Tenant, which shall not be unreasonably withheld or delayed. Landlord shall use diligence to cause Landlord’s Xxxxxxxx's Work to be substantially completed by the Delivery Date, subject to the provisions of Section 10.5 hereof, and any delays caused by (i) the action or inaction of Tenant, and/or (ii) any long lead-time items. Landlord agrees that Tenant may make changes in such work with the approval of Landlord and the execution by Landlord Xxxxxxxx and Tenant of a Work Change Order, in the form attached hereto as Exhibit B. In addition D. Tenant shall pay to Landlord’s WorkLandlord a contribution in the amount of $106,000.00 (subject to adjustment by Work Change Order) toward the costs incurred by Landlord in performing the work set forth in Exhibit C, Landlord shall, at its sole cost and expense, cause all capital, structural and mechanical elements of the Premises payment to be in working order and in proper serviceable condition on the Commencement Date. Tenant acknowledges that Landlord’s application made as follows: (a) an amount equal to fifty (50%) percent of the Initial Allowance towards the Total Costs of Landlord’s Work is conditioned such contribution upon Tenant raising $15,000,000.00 of new capital financing on or before the Commencement Date. As of the date execution of this Lease, Tenant has not raised the total amount of such financing. As such, Landlord shall only apply $10,000.00 of the Initial Allowance for each $1,000,000.00 of capital financing that Tenant proves, by evidence reasonably acceptable to Landlord, has been funded. As Tenant receives additional financing, whether prior to, on, or after the Commencement Date, and delivers reasonable evidence of the same to Landlord, Landlord shall release such additional sums of the Initial Allowance up to the full amount of the Initial Allowance and in accordance with the ratio set forth in the preceding sentence. If by the Commencement Date, the Initial Allowance has not been fully applied towards Landlord’s Work due to Tenant’s inability to obtain the entire $15,000,000.00 of financing, then the difference between the original amount of the Initial Allowance and the actual funds disbursed and applied by Landlord as aforesaid shall be deemed Excess Amounts to be paid by Tenant as set forth in the next paragraph below. Tenant shall pay directly to Landlord the amount by which the Total Costs of the Landlord’s Work exceeds the Initial Allowance (such amount being referred to as the “Excess Amount”), as hereinafter set forth: (a) 50% of the estimated Excess Amount shall be paid upon Tenant’s receipt of Landlord’s submission of a xxxx for the estimated Excess Amount; (b) forty (40% %) percent of such contribution upon the earlier of substantial completion of the anticipated Excess Amount shall be paid upon work or the Commencement Date; opening by Tenant of its business in the Premises and (c) the remaining balance shall be paid within twenty days following Landlord’s of such contribution upon Xxxxxxxx's submission of a the final xxxx to Tenant. The “Total Costs” of the Landlord’s Work shall mean all hard construction costs, all architectural and engineering fees, and a construction management fee to Nordblom Management Company, Inc. equal to 4% of the hard construction costsbill.

Performance of Work and Approval of Landlord’s Work. Landlord shall shall, at its sole expense, cause to be performed the base building work substantially as shown described in Exhibit C attached hereto, and shall demise the Premises with glass at the top of the stairs to the third floor in a manner similar to that provided to e-Dialog on the fit plan prepared 4th floor of 00 Xxxxxxx Xxxxx (or as mutually and reasonably agreed upon by Xxxxxx Architects, attached hereto as Exhibit A-l, and the approved final construction plans and specifications parties) (the “Landlord’s Base Building Work”). The final construction plans for the Landlord’s Work have not been prepared as of the date of this Lease, but shall emanate from and be consistent with the fit plan attached hereto as Exhibit A-l. The Allowance stated in Section 1.1 shall be utilized to pay for the Total Costs of Landlord’s Work. Landlord shall provide, initially, $150,000.00 (the “Initial Allowance”) toward the Total Costs of the Landlord’s Work and any Additional Costs. All Total Costs of Landlord’s Work in excess of the Initial Allowance shall be paid by Tenant as set forth below. Any unused portion of the Allowance may be utilized for Tenant’s Additional Costs, which shall mean telephone and data wiring costs, additional renovation costs, moving costs, electric power distribution costs, and other out-of-pocket expenses of Tenant to prepare the Premises for occupancy (but none of Tenant’s Additional Costs shall include costs of purchasing and installing Tenant’s furniture and equipment). All Landlord’s Work such work shall be done in a good and workmanlike manner employing good materials and so as to conform to all applicable building codes and laws. Tenant agrees that Landlord may make any changes in such work which may become reasonably necessary or advisable, other than, than substantial changes, without approval of Tenant, provided written notice is promptly given to Tenant; and Landlord may make substantial changes in such work, with the written approval of Tenant, which shall not be unreasonably withheld or delayed. Landlord shall use diligence to cause Landlord’s Base Building Work to be substantially completed (with only punch list items remaining) by the date set forth in the Construction Schedule (the “Delivery Date”), subject to the provisions of Section 10.5 hereof, Force Majeure events and any delays actually caused by (i) the action or inaction of Tenant, and/or . Landlord shall use diligence to complete any punch list items within thirty (ii30) any long lead-time itemsdays of the Delivery Date. Landlord agrees that Tenant may make changes in such work with the approval of Landlord and the execution by Landlord and Tenant of a Work Change Order, in the form attached hereto as Exhibit B. In addition to Landlord’s D. The Base Building Work will be completed and delivered in compliance with applicable laws, regulations, permits and building codes, including life safety. Included as part of the Base Building Work, Landlord shall, at its sole cost and expense, cause all capital, structural and mechanical elements of shall also separately sub-meter the Premises to be in working order and in proper serviceable condition on the Commencement Date. Tenant acknowledges that Landlord’s application of the Initial Allowance towards the Total Costs of Landlord’s Work is conditioned upon Tenant raising $15,000,000.00 of new capital financing on or before the Commencement Date. As of the date of this Lease, Tenant has not raised the total amount of such financing. As such, Landlord shall only apply $10,000.00 of the Initial Allowance for each $1,000,000.00 of capital financing that Tenant proves, by evidence reasonably acceptable to Landlord, has been funded. As Tenant receives additional financing, whether prior to, on, or after the Commencement Date, and delivers reasonable evidence of the same to Landlord, Landlord shall release such additional sums of the Initial Allowance up to the full amount of the Initial Allowance and in accordance with the ratio set forth in the preceding sentence. If by the Commencement Date, the Initial Allowance has not been fully applied towards Landlord’s Work due to Tenant’s inability to obtain the entire $15,000,000.00 of financing, then the difference between the original amount of the Initial Allowance and the actual funds disbursed and applied by Landlord as aforesaid shall be deemed Excess Amounts to be paid by Tenant as set forth in the next paragraph below. Tenant shall pay directly to Landlord the amount by which the Total Costs of the Landlord’s Work exceeds the Initial Allowance (such amount being referred to as the “Excess Amount”), as hereinafter set forth: (a) 50% of the estimated Excess Amount shall be paid upon Tenant’s receipt of Landlord’s submission of a xxxx for the estimated Excess Amount; (b) 40% of the anticipated Excess Amount shall be paid upon the Commencement Date; and (c) the remaining balance shall be paid within twenty days following Landlord’s submission of a final xxxx to Tenant. The “Total Costs” of the Landlord’s Work shall mean all hard construction costs, all architectural and engineering fees, and a construction management fee to Nordblom Management Company, Inc. equal to 4% of the hard construction costsoffice electricity.