Common use of Refurbishment Allowance Clause in Contracts

Refurbishment Allowance. Landlord shall have no obligation to make any leasehold alterations, additions or improvements to the Premises, including, without limitation, the First Expansion Premises and the Second Expansion Premises. Tenant shall accept the First Expansion Premises and the Second Expansion Premises as of the First Expansion Premises Commencement Date in the current “as-is, where-as” condition, with, to Landlord’s actual knowledge, without inquiry or duty to inquire, all Operating Systems in good operating condition. Landlord will provide Tenant with up to $96,445 (calculated at the rate of $5.00 per rentable square foot of the First Expansion Premises and the Second Expansion Premises) (the “Refurbishment Allowance”) to be used for the following with respect to Tenant’s leasehold refurbishment improvements in the First Expansion Premises and the Second Expansion Premises: (a) Tenant’s architecture, engineering and project fees and costs, including preparing construction and design documents and mechanical and electrical plans, (b) permits, construction materials and labor, and construction fees and costs, including any legal compliance requirements, and (c) Landlord’s construction management fee of four percent (4%) of the Refurbishment Allowance. Landlord makes no representation or warranty as to what can be obtained with the Refurbishment Allowance. A contractor engaged by Tenant will perform the Leasehold refurbishment improvements (collectively, the “Refurbishment”) in accordance with all terms and conditions of the Lease, including, without limitation, Article 13 of the Existing Lease. Tenant’s contractor shall be subject to the reasonable approval of Landlord and Tenant will be responsible for all costs related to the Refurbishment in excess of the Refurbishment Allowance. Landlord will pay any amounts payable to Tenant under this Section 11 in one lump sum within 30 days from the date the Refurbishment is completed in accordance with the terms and conditions of the Lease, and Tenant has submitted to Landlord a written statement requesting such payment with appropriate supporting documentation, provided at the time of such requested and scheduled payment: (i) no Event of Default by Tenant exists under the Lease; and (ii) no liens have been filed and Landlord will have received an appropriate lien waiver from Tenant’s general contractor and subcontractors covering all work for which payment is requested.

Refurbishment Allowance. (a) Upon Tenant’s written request therefor at anytime after the Effective Date and before February 28, 2013, and provided that no event of default by Tenant has occurred beyond any applicable notice and cure period prior to the disbursement thereof, Landlord shall have no obligation provide to make any leasehold alterations, additions or improvements Tenant a refurbishment allowance not to the Premises, including, without limitation, the First Expansion Premises and the Second Expansion Premises. Tenant shall accept the First Expansion Premises and the Second Expansion Premises as of the First Expansion Premises Commencement Date in the current “as-is, where-as” condition, with, to Landlord’s actual knowledge, without inquiry or duty to inquire, all Operating Systems in good operating condition. Landlord will provide Tenant with up to exceed $96,445 (calculated at the rate of $5.00 22.50 per rentable square foot of in the First Expansion Premises and the Second Expansion Premises) (the “Refurbishment Allowance”) to be used for applied toward the following so-called hard and soft costs of designing, planning, engineering, constructing and otherwise renovating the Premises pursuant to the Refurbishment Space Plans defined in and attached to Exhibit A hereto (the “Refurbishment Work”). The so-called soft costs shall include, but not be limited to, Tenant and Landlord’s consulting fees, construction supervision fees, costs associated with respect to Tenant’s leasehold refurbishment improvements staging and restacking the Building, and any architectural fees; however, in no event shall the aggregate soft costs exceed $4.00 per rentable square foot in the First Expansion Premises and Premises. Any Refurbishment Work for which Tenant desires reimbursement from the Second Expansion PremisesRefurbishment Allowance must be performed prior to Landlord’s receipt of the relevant Completed Application for Payment (defined below). (b) Prior to commencing any Refurbishment Work, Tenant shall comply with the provisions of the Lease, including Section 5 of the Original Lease, except that: (a) Tenant shall not be required to reimburse Landlord for Landlord’s costs to review any plans relating to the Refurbishment Work (but specifically excluding any Tenant’s architecture-approved actual, engineering and project out-of-pocket third party fees and costsincurred by Landlord, including preparing construction and design documents and mechanical and electrical plansfor which Tenant shall reimburse Landlord), (b) permits, Tenant shall select and enter into a construction materials contract only with a general contractor and labor, other contractors and construction fees and costs, including any legal compliance requirementssub-contractors listed in Exhibit E hereto, and (c) Landlord’s construction management fee of four percent (4%) Tenant shall not be required to remove any of the Refurbishment Allowance. Landlord makes no representation alterations or warranty as to what can be obtained with the Refurbishment Allowance. A contractor engaged by Tenant will perform the Leasehold refurbishment improvements that do not consist of (collectivelyi) network and communication cabling and associated conduit, the “Refurbishment”(ii) in accordance with all terms and conditions of the Lease, specialty equipment (including, without limitation, Article 13 any fire suppression or pre-action systems, generators, any rooftop equipment and any track system filing units), and (iii) alterations or relocations of base-Building Systems. Landlord shall notify Tenant at the time Landlord approves the Refurbishment Working Drawings (defined in Exhibit A hereto) what portion, if any, of the Existing Lease. Refurbishment Work must be removed by Tenant at the expiration or earlier termination of the Term. (c) Landlord shall pay to Tenant (or, at Landlord’s election, to Tenant’s contractor contractor) the Refurbishment Allowance in multiple disbursements (not to exceed one per month) following the receipt by Landlord of the following items: (1) a request for payment, (2) final, partial or conditional lien waivers, as the case may be, from all persons performing work or supplying or fabricating materials for Refurbishment Work covered by the applicable Completed Application for Payment, fully executed, acknowledged and in recordable form, (3) copies of all invoices and proof of payment of same, and (4) Tenant’s certification (with the concurrence of Landlord’s construction representative, who as of the Effective Date is Xxxxx Xxxx) that the portion of the Refurbishment Work for which reimbursement has been requested has been finally completed, including (with respect to the last application for payment only) any punch-list items, on the appropriate AIA form or another form approved by Landlord, and, with respect to the disbursement of the last 20% of the Refurbishment Allowance: (i) the permanent certificate of occupancy issued for the Premises, (ii) delivery of the architectural “as-built” plan for the refurbishment work as constructed, (iii) final, unconditional lien waivers, fully executed, acknowledged and in recordable form, from all persons performing work or supplying or fabricating materials for Refurbishment Work covered by the final Completed Application for Payment as well as any other portions of the Refurbishment Work for which a final, unconditional lien waiver has not been provided, and (iv) an estoppel certificate in the form of Exhibit C hereto (collectively, items (1), (2), (3) and (4) being a “Completed Application for Payment”). All or any part of each Completed Application for Payment other than original documents, e.g., lien waivers (which may not be delivered by electronic means), may be delivered to Landlord (x) by electronic copy to xxxxx@xxxxxxxxxxxx.xxx or (y) as a hard copy sent to Landlord’s notice address. Landlord shall pay the amount requested in the Completed Application for Payment within 20 days following Tenant’s submission of the Completed Application for Payment. If, however, the Completed Application for Payment is incomplete or incorrect, and such defect is not solely caused by Landlord’s acts or failure to act, Landlord’s payment of such request shall be deferred until 20 days following Landlord’s receipt of the corrected Completed Application for Payment. Notwithstanding anything to the contrary contained in this Section 5, Landlord shall not be obligated to make any disbursement of the Refurbishment Allowance during the pendency of any of the following: (A) Landlord has received written notice of any unpaid claims relating to any portion of the refurbishment work or materials in connection therewith, other than claims which will be paid in full from any disbursement not yet paid by Landlord, (B) there is an unbonded lien outstanding against the Building or the Premises or Tenant’s interest therein by reason of work done, or claimed to have been done, or materials supplied or specifically fabricated, claimed to have been supplied or specifically fabricated, to or for Tenant or the Premises for the Refurbishment Work, (C) the conditions to the advance of the Refurbishment Allowance are not satisfied, or (D) an event of default by Tenant exists and Landlord has delivered written notice thereof to Tenant. (d) The entire Refurbishment Allowance (defined below) must be used (that is, the refurbishment work must be fully complete and the final, Completed Application for Payment received by Landlord) by February 28, 2013 (subject to extension by one day for each Landlord Delay Day, defined below), or shall be deemed forfeited with no further obligation by Landlord with respect thereto; time being of the reasonable approval essence with respect thereto. Landlord or its affiliate or agent shall inspect the Refurbishment Work during construction, monitor the supervision of Landlord the Refurbishment Work performed by Tenant’s construction supervisor, review disbursements required to be made to the contractor, attend the planning and Tenant will be responsible for all costs construction meetings related to the Refurbishment in excess Work, and coordinate the integration of the Refurbishment Allowance. Landlord will pay any amounts payable to Tenant under this Section 11 in one lump sum within 30 days from the date the Refurbishment is completed in accordance Work with the terms Building and conditions of the LeaseBuilding’s Systems. In consideration for Landlord’s construction supervision services, and Tenant has submitted shall pay to Landlord a written statement requesting construction supervision fee equal to two percent of the so-called “hard” construction costs with respect to such payment Refurbishment Work. For the avoidance of doubt, Tenant, and not Landlord, shall enter into the contract or contracts with appropriate supporting documentationthe selected general contractor or general contractors for the performance of the Refurbishment Work and Tenant shall be responsible for completion of the Refurbishment Work. (e) As used herein, provided at “Landlord Delay Day” means any delay in the time completion of such requested the Refurbishment Work which is directly attributable to the affirmative acts of, or the refusal to reasonably cooperate by, Landlord or the employees, agents or contractors of Landlord, including the following by way of example but not in limitation, Landlord fails to execute any documents required by a governmental entity in order for Tenant to complete the Refurbishment Work, or the performance of Landlord’s construction work in and scheduled payment: (i) no Event of Default by Tenant exists under around the Lease; and (ii) no liens have been filed and Landlord will have received an appropriate lien waiver from Project unreasonably impedes Tenant’s general contractor performance of the Refurbishment Work, and subcontractors covering all work in each case which affirmative act or refusal to act continues for which payment is requestedmore than one (1) business day following written notice from Tenant to Landlord of the event giving rise to the claimed delay, delivered to Landlord’s notice address or, for purposes of this Section 5 only, by electronic notice to Xxxxx Xxxx, Landlord’s on-site representative for matters pertaining to the Refurbishment Work, at xxxxx@xxxxxxxxxxxx.xxx. At any time and for any length of time, Landlord may change its construction representative by providing prior, written notice to Tenant, including the name, address and email address of the successor or temporary on-site construction representative with the authority to act as Landlord’s agent for matters pertaining to the Refurbishment Work.

Refurbishment Allowance. Upon Tenant’s written request (a “Refurbishment Notice”), which must be received by Landlord not later than the last day of the 66th Lease Month, and provided no default by Tenant under the Lease then exists beyond the expiration of any applicable notice and cure period, Landlord agrees to provide Tenant with a refurbishment allowance of up to $5.00 per square foot of the Agreed Rentable Area in the Premises (the “Refurbishment Allowance”). The Refurbishment Allowance shall (subject to the remaining provisions of this Section) be used solely to pay for design fees and hard construction costs for Installations Tenant elects to perform in the Premises after the expiration of the 52nd Lease Month but prior to the expiration of the 70th Lease Month (the “Refurbishment Work”). All such work shall be performed in accordance with the terms and provisions of the Lease (including without limitation Section 6.303 thereof). Tenant shall be required to utilize the Refurbishment Allowance (if at all) on or before the last day of the 70th Lease Month; Landlord shall have no obligation to make advance any leasehold alterations, additions portion of the Refurbishment Allowance for alterations or improvements to the Premises, including, without limitation, the First Expansion Premises and the Second Expansion Premisesmade after such date. Tenant shall accept repay to Landlord as Rent the First Expansion Premises Refurbishment Allowance in equal monthly installments computed by fully amortizing the Refurbishment Allowance over the period commencing on the first day of the 67th Lease Month and ending on the last day of the 126th Lease Month, at a per annum interest rate of ten percent (10%). Such monthly installments shall be payable without demand, deduction or offset on the same date that Basic Rent is payable. Such installments shall be payable retroactive to the first day of the 67th Lease Month, and Tenant shall pay any such retroactive installments promptly upon determination of the applicable payment amounts. Upon Landlord’s written request, Tenant agrees to execute a lease amendment prepared by Landlord that memorializes such additional Rent payments. Tenant’s delivery of a Refurbishment Notice to Landlord shall constitute Tenant’s waiver of its right to exercise the termination option set forth in Rider 4 to this Lease. The Refurbishment Allowance shall (subject to the remaining provisions of this Section) be disbursed by Landlord from time to time, but no more than once monthly, with the first such disbursement being payable no sooner than the first day of the 67th Lease Month (notwithstanding anything to the contrary set forth herein), in an amount equal to the invoices and/or statements submitted to Landlord and for which Tenant has not been previously reimbursed. Landlord shall make disbursements of the Refurbishment Allowance within thirty (30) days after receipt of (1) a request for reimbursement from Tenant setting forth the amount sought to be reimbursed and the Second Expansion Premises as approximate cost to complete construction of the First Expansion Premises Commencement Date Refurbishment Work, (2) acceptable invoices and statements supporting the amount requested by Tenant, (3) fully executed and acknowledged releases and waivers of liens and claims (to the extent of the Refurbishment Work theretofore performed) in the current “as-is, where-as” condition, with, form acceptable to Landlord, from each of Tenant’s actual knowledge, without inquiry or duty to inquire, all Operating Systems Contractors (as defined in good operating condition. Landlord will provide Tenant with up to $96,445 (calculated at the rate of $5.00 per rentable square foot Section 3 of the First Expansion Premises Work Letter) and suppliers that is to receive any portion of the Second Expansion Premises) (the “Refurbishment Allowance”) to be used for the following with respect to Tenant’s leasehold refurbishment improvements in the First Expansion Premises and the Second Expansion Premises: (a) Tenant’s architecture, engineering and project fees and costs, including preparing construction and design documents and mechanical and electrical plans, (b) permits, construction materials and labor, and construction fees and costs, including any legal compliance requirementsamount requested, and (c4) any documentation required by Landlord in order to comply with Landlord’s construction management fee mortgagee’s requirements or conditions to the funding of four percent such disbursement by such mortgagee. Notwithstanding the foregoing, Landlord shall not be required to disburse (4%A) of any amounts from the Refurbishment Allowance. Landlord makes no representation or warranty as to what can be obtained with the Refurbishment Allowance. A contractor engaged by Tenant will perform the Leasehold refurbishment improvements (collectively, the “Refurbishment”) in accordance with all terms and conditions Allowance if any of the Lease, including, without limitation, Article 13 of the Existing Lease. Tenant’s contractor shall be subject Contractors or their respective subcontractors, suppliers and materialmen file or have given notice of intent to file a lien against the reasonable approval of Landlord and Tenant will be responsible for all costs related to Premises and/or the Refurbishment in excess of the Refurbishment Allowance. Landlord will pay any amounts payable to Tenant under this Section 11 in one lump sum within 30 days from the date the Refurbishment is completed Building which has not been bonded around or Renaissance Tower/ Priority Fulfillment Services, Inc. released in accordance with the terms and conditions requirements of Section 2.4 of the LeaseWork Letter, and Tenant has submitted to Landlord a written statement requesting such payment with appropriate supporting documentation, provided at until the time of such requested bonding or release, or (B) the last installment of the Refurbishment Allowance unless and scheduled payment: until Tenant provides Landlord final lien waivers (iin form reasonably satisfactory to Landlord) no Event executed by each of Default Tenant’s Contractors and their respective subcontractors, suppliers and materialmen, releasing and waiving all contractual, statutory and constitutional liens and security interests that they may have against the Premises, the Building, Tenant or Landlord arising out of or relating to the construction or design of the Refurbishment Work. Time is of the essence in any exercise by Tenant exists of its rights under the Lease; and (ii) no liens have been filed and Landlord will have received an appropriate lien waiver from Tenant’s general contractor and subcontractors covering all work for which payment is requestedthis Section.

Refurbishment Allowance. Landlord shall have no obligation to make any leasehold alterationsParagraphs 4.J (1) and (2) of the Amended Lease are hereby amended and restated in their entirety and a new paragraph (3) is added as follows: (1) Commencing on August 1, additions or improvements to the Premises2011, including, without limitation, the First Expansion Premises and the Second Expansion Premises. Tenant shall accept the First Expansion Premises and the Second Expansion Premises as be entitled to receive from Landlord a refurbishment allowance of the First Expansion Premises Commencement Date in the current “as-is, where-as” condition, with, to Landlord’s actual knowledge, without inquiry or duty to inquire, all Operating Systems in good operating condition. Landlord will provide Tenant with up to Nineteen and No/100 Dollars ($96,445 (calculated at the rate of $5.00 19.00) per rentable square foot of the First Expansion Premises and the Second Expansion Premises) RSF (the “Refurbishment Allowance”) for the reimbursement of Tenant’s past and future costs in refurbishing the Premises, provided, however, that in order to be used for entitled to the following with respect Refurbishment Allowance, the costs related to Tenant’s leasehold refurbishment improvements refurbishing the Premises must (i) have been incurred between February 1, 2010 and July 31, 2013 (ii) the expenses must be in the First Expansion Premises nature of leasehold improvements to the Premises, e.g. carpet, paint, leasehold build-out, architectural and the Second Expansion Premises: engineering fees, and other design/engineering or project management fees, HVAC, etc. technology costs (a) Tenant’s architecturee.g. card key systems and cabling), engineering and project fees and moving costs, including preparing construction and design documents and mechanical and electrical planspermanent fixtures as opposed to items such as furniture, (b) permits, construction materials and labor, and construction fees and moving costs, including any legal compliance requirementsnon-permanent fixtures (e.g. cubicles and trade fixtures), office supplies, other soft costs, etc. (“Build-out”) and (ciii) Landlord’s construction management fee upon submission of four percent (4%) invoices or supporting documentation indicating costs related to refurbishing the Premises. In the event Tenant does not use all of the Refurbishment AllowanceAllowance within twenty four (24) months following the commencement of a Renewal Term, any remaining allowance, not to exceed Three and No/100 Dollars ($3.00) per RSF, will be credited as a monthly credit to Base Rent based on the excess allowance divided by the number of months remaining in the Term. Landlord makes no representation or warranty This provision shall not be effective as to what can be obtained with the Refurbishment Allowance. A contractor engaged by Tenant will perform Lease Expansion, until after the Leasehold refurbishment improvements (collectively, the “Refurbishment”) in accordance with all terms and conditions Base Rent commences as to a portion of the LeasePremises located on Floor 7. (2) Landlord shall provide Tenant with an allowance of up to One and No/100 Dollars ($1.00) per RSF in the Premises to use for upgrading the restrooms on Floor 9 and Floor 10, includingthereby increasing the overall Refurbishment Allowance to Twenty and No/100 Dollars ($20.00) per RSF. In the event Tenant exercises its Early Termination option, without limitation, Article 13 of this additional $1.00 per RSF shall not be included in the Existing Lease. Tenant’s contractor Early Termination Fee calculation. (3) The Refurbishment Allowance shall be subject to the reasonable approval of Landlord and Tenant will be responsible for all costs related to the Refurbishment in excess of the Refurbishment Allowance. Landlord will pay any amounts payable to Tenant under this Section 11 in one lump sum within 30 days from the date the Refurbishment is completed in accordance with the terms and conditions of the Lease, and Tenant has submitted to Landlord a written statement requesting such payment with appropriate supporting documentation, provided at the time of such requested and scheduled paymentadvanced: (i) no Event of Default by Tenant exists under as to the Lease; Premises on Floors 9 and 10, at any time on or after August 1, 2011, and (ii) no liens have been filed and Landlord will have received an appropriate lien waiver from Tenant’s general contractor and subcontractors covering all work for which payment is requestedas to the Lease Expansion, at any time on or after Base Rent commences as to a portion of the Premises located on Floor 7.

Refurbishment Allowance. Landlord shall have no obligation to make any leasehold alterations, additions or improvements Subject to the Premisesterms and provisions hereof, including, without limitation, the First Expansion Premises and the Second Expansion Premises. Tenant shall accept the First Expansion Premises and the Second Expansion Premises as of the First Expansion Premises Commencement Date in the current “asLandlord agrees to contribute an amount not to exceed Sixty-is, where-as” condition, with, to Landlord’s actual knowledge, without inquiry or duty to inquire, all Operating Systems in good operating condition. Landlord will provide Tenant with up to One Thousand Ninety Dollars ($96,445 (calculated at the rate of $5.00 per rentable square foot of the First Expansion Premises and the Second Expansion Premises61,090.00) (the “Refurbishment Allowance”) toward the cost of any alterations or improvements that Tenant performs on the Premises prior to be used for December 31, 2017 that have been approved by Landlord after the following date of this Amendment and otherwise performed in strict accordance with respect the terms of the Original Lease, including Section 6.1.4 thereof (the “Tenant Improvements”). If the Tenant Improvements are not completed on or before December 31, 2017, then Landlord shall have no obligation to pay all or any portion of the Refurbishment Allowance to Tenant’s leasehold refurbishment improvements in . If the First Expansion Premises and cost of Tenant Improvements exceeds the Second Expansion Premises: Refurbishment Allowance, then such excess amount shall be borne solely by Tenant. Landlord shall disburse the Refurbishment Allowance to Tenant within thirty (a30) Tenant’s architecture, engineering and project fees and costs, including preparing construction and design documents and mechanical and electrical plans, days following the later to occur of (b) permits, construction materials and labor, and construction fees and costs, including any legal compliance requirements, and (ci) Landlord’s receipt of a certificate from Tenant’s licensed contractor certifying completion of Tenant Improvements in accordance with the construction plans and specifications therefor approved by Landlord; (ii) Landlord’s receipt of documentary evidence reasonably satisfactory to Landlord of all of Tenant’s expenditures for work performed and materials used in completing Tenant Improvements; and (iii) Landlord’s receipt of final, unconditional lien releases in form and content satisfactory to Landlord from all persons or entities providing labor and/or materials in connection with Tenant Improvements. Landlord or an agent of Landlord, shall be paid a construction management fee of four (the “Construction Management Fee”) equal to three percent (43%) of the Refurbishment Allowanceamount of the costs incurred to complete the Tenant Improvements. Landlord makes no representation or warranty as to what can be obtained with may deduct from Landlord’s Allowance and pay its agent the Refurbishment Allowance. A contractor engaged by Tenant will perform the Leasehold refurbishment improvements (collectivelyamount of Construction Management Fee, the “Refurbishment”) in accordance with all terms and conditions of the Lease, including, without limitation, Article 13 of the Existing Lease. Tenant’s contractor shall be subject to the reasonable approval of Landlord and Tenant will shall be responsible for all costs related payment of the Construction Management Fee to the Refurbishment in excess extent construction costs of the Refurbishment Tenant Improvements exceed the Landlord’s Allowance. Landlord will pay any amounts payable to Tenant under this Section 11 in one lump sum within 30 days from the date the Refurbishment is completed in accordance with the terms and conditions of the Lease, and Tenant has submitted to Landlord a written statement requesting such payment with appropriate supporting documentation, provided at the time of such requested and scheduled payment: (i) no Event of Default by Tenant exists under the Lease; and (ii) no liens have been filed and Landlord will have received an appropriate lien waiver from Tenant’s general contractor and subcontractors covering all work for which payment is requested.

Refurbishment Allowance. Landlord shall have no obligation pay to make any leasehold alterations, additions or improvements to the Premises, including, without limitation, the First Expansion Premises and the Second Expansion Premises. Tenant shall accept the First Expansion Premises and the Second Expansion Premises as of the First Expansion Premises Commencement Date in the current “as-is, where-as” condition, with, to Landlord’s actual knowledge, without inquiry or duty to inquire, all Operating Systems in good operating condition. Landlord will provide Tenant with up to $96,445 (calculated at the rate of $5.00 per rentable square foot of the First Expansion Premises and the Second Expansion Premises) (the a “Refurbishment Allowance”) ” of $7.50 per RSF of the Premises then being leased by Tenant, to be used by Tenant for costs associated with Tenant Changes (as such term is defined in Paragraph 8.3 of the following Original Lease) made to the Premises on or after December 1, 2015 (including but not limited to costs associated with respect to Tenant’s leasehold refurbishment improvements in the First Expansion Premises preparation of applicable plans and the Second Expansion Premises: (a) Tenant’s architecturedrawings, architectural and engineering fees, hard and soft costs of construction, project management fees, permits, governmental fees and costsinspections, including preparing construction and design documents and mechanical and electrical plans, (b) permits, construction materials and laborWSST, and construction fees and costspreparation of as-built record documentation. If Tenant is not then in uncured default under this Lease, including any legal compliance requirements, and (c) Landlord’s construction management fee of four percent (4%) of Landlord shall reimburse the Refurbishment Allowance. Landlord makes no representation or warranty as to what can be obtained with Allowance within fifteen (15) days after the Refurbishment Allowance. A contractor engaged by Tenant will perform the Leasehold refurbishment improvements (collectivelyrequest of Tenant, the “Refurbishment”) in accordance with all terms and conditions of the Lease, including, without limitation, Article 13 of the Existing Lease. Tenant’s contractor shall be subject to the reasonable approval of Landlord and Tenant will be responsible for all costs related to the Refurbishment in excess of the Refurbishment Allowance. Landlord will pay any amounts payable to Tenant under this Section 11 in one lump sum within 30 days from the date the Refurbishment is completed in accordance with the terms and conditions of the Lease, and Tenant has submitted to Landlord a written statement requesting such payment with appropriate supporting documentationnot requested more frequently than monthly, provided at the time of such requested and scheduled paymentthat Tenant has: (i) no Event of Default by constructed such Tenant exists under the Lease; Changes in substantial accordance with mutually-approved plans, specifications, and drawings, (ii) no liens have been filed furnished Landlord an affidavit from Tenant listing all contractors, subcontractors and suppliers whom Tenant has contracted with in connection with the Tenant Changes, (iii) fully paid for all of the Tenant Changes and provided a certificate from an officer of Tenant stating same and setting forth the total amount that was spent thereon, and (iv) furnished Landlord will have received an appropriate original, valid, unconditional mechanic’s lien waiver release from Tenant’s general contractor and as reasonably requested by Landlord for other subcontractors covering all and suppliers who performed work or furnished supplies for which payment is requestedor in connection with the Tenant Changes. Any unused portion of the Refurbishment Allowance remaining after March 1, 2016 may be applied at Tenant’s discretion toward Rent thereafter coming due under the Lease. Tenant hereby waives any right to use any remaining unused portion of the Tenant Allowance described in Paragraph 7 of Exhibit “C” to the Original Lease.

Refurbishment Allowance. Landlord shall have no obligation to make any leasehold alterations, additions or hereby grants Tenant a one-time allowance for the purchase and installation of improvements which are permanently affixed to the Premises, includingor to the premises leased by Tenant under the Phase II Lease, without limitationPhase III Lease, Phase IV Lease or Phase V Lease (the First Expansion Premises and the Second Expansion Premises. Tenant shall accept the First Expansion Premises and the Second Expansion Premises as of the First Expansion Premises Commencement Date “Refurbishments”) in the current “as-is, where-as” condition, with, to Landlord’s actual knowledge, without inquiry or duty to inquire, all Operating Systems in good operating condition. Landlord will provide Tenant with up an amount equal to $96,445 (calculated at the rate of $5.00 per rentable square foot of the First Expansion Premises and the Second Expansion Premises) 2,500,000.00 (the “Refurbishment Allowance”) ). Refurbishments shall not include, and Tenant shall have no right to expend any of the Refurbishment Allowance on, items of deferred maintenance or repairs that are Tenant’s obligations under the Lease, or on any furniture, fixtures, equipment or personal property. Tenant shall construct any Refurbishments as “Alterations” in accordance with the terms of Article 8.4 of the Original Lease (or of the applicable other lease), and in accordance with Landlord’s reasonable and customary construction rules. No more than $625,000.00 of the Refurbishment Allowance may be used for Refurbishments to the following premises leased by Tenant under the Phase IV Lease and Phase V Lease. Landlord shall disburse the Refurbishment Allowance to Tenant for costs incurred in connection with respect to Tenant’s leasehold refurbishment improvements Refurbishments in the First Expansion Premises and the Second Expansion Premises: (a) Tenant’s architecture, engineering and project fees and costs, including preparing construction and design documents and mechanical and electrical plans, (b) permits, construction materials and labor, and construction fees and costs, including any legal compliance requirements, and (c) accordance with Landlord’s construction management fee reasonable and customary disbursement procedures, which shall include the requirement that Tenant provide evidence of four amounts paid for Refurbishments together with applicable lien waivers and releases. No more than fifty percent (450%) of the Refurbishment Allowance. Landlord makes no representation or warranty as to what can be obtained with the Refurbishment Allowance. A contractor engaged by Tenant will perform the Leasehold refurbishment improvements (collectively, the “Refurbishment”) in accordance with all terms and conditions of the Lease, including, without limitation, Article 13 of the Existing Lease. Tenant’s contractor Allowance shall be subject to the reasonable approval of Landlord and Tenant will be responsible for all costs related to the Refurbishment disbursed in excess of the Refurbishment Allowance. Landlord will pay any amounts payable to Tenant under this Section 11 in one lump sum within 30 days from the date the Refurbishment is completed in accordance with the terms and conditions of the Lease, and Tenant has submitted to Landlord a written statement requesting such payment with appropriate supporting documentation, provided at the time of such requested and scheduled payment: (i) no Event of Default by Tenant exists under the Lease; and (ii) no liens have been filed and Landlord will have received an appropriate lien waiver from Tenant’s general contractor and subcontractors covering all work for which payment is requestedcalendar year 2016.

Refurbishment Allowance. Landlord shall have no obligation to make any leasehold alterations, additions or improvements to the Premises, including, without limitation, the First Expansion Premises and the Second Expansion Premises. Tenant shall accept the First Expansion Premises and the Second Expansion Premises as of the First Expansion Premises Commencement Date in the current “as-is, where-as” condition, with, to Landlord’s actual knowledge, without inquiry or duty to inquire, all Operating Systems in good operating condition. Landlord will provide Tenant with a refurbishment allowance (“Allowance”) of up to $96,445 881,790.00 for refurbishment and improvement expenses Tenant incurs (calculated at whether previously paid or then due for work performed or materials supplied) for refurbishing and improving the rate of $5.00 per rentable square foot Premises during the Term of the First Expansion Premises and Lease. If Tenant elects to retain the Second Expansion Premises18,000 Rentable Square Feet Tenant has the right to surrender pursuant to Section 34, after receipt of notice from Tenant that Tenant has elected to retain such 18,000 Rentable Square Feet Landlord shall increase the Allowance by an additional $180,000.00. The Allowance shall be paid to Tenant within thirty (30) days after Landlord receives Tenant’s request therefor accompanied by (i) a description of the “Refurbishment Allowance”) refurbishments or improvements made or to be used constructed by Tenant, (ii) evidence reasonably satisfactory to Landlord that Tenant has incurred the refurbishment or improvement expenses (whether such expenses have been previously paid or are then due for the following work performed or materials supplied) and (iii) original notarized lien waivers with respect to the refurbishments or improvements for which Tenant requests payment from the Allowance. If Landlord is not satisfied with the description of the refurbishments or improvements, the evidence of the expenses Tenant has incurred for the refurbishments or improvements, or the lien waivers with respect thereto, within fifteen (15) days after receipt of Tenant’s leasehold refurbishment request for payment, Landlord shall notify Tenant of the additional information Landlord requires to verify such refurbishments or improvements in the First Expansion Premises and the Second Expansion Premises: (a) Tenant’s architectureexpenses incurred by Tenant therefor or of any deficiencies in any lien waivers provided. Notwithstanding the foregoing, engineering and project fees and costs, including preparing construction and design documents and mechanical and electrical plans, (b) permits, construction materials and labor, and construction fees and costs, including Landlord shall not be required to pay any legal compliance requirements, and (c) Landlord’s construction management fee of four percent (4%) part of the Refurbishment Allowance. Landlord makes no representation or warranty as Allowance to what can be obtained with Tenant if Tenant is in Default under the Refurbishment Allowance. A contractor engaged by Tenant will perform the Leasehold refurbishment improvements (collectively, the “Refurbishment”) in accordance with all terms and conditions of the Lease, including, without limitation, Article 13 of the Existing Lease. Tenant’s contractor shall be subject to the reasonable approval of Landlord and Tenant will be responsible for all costs related to the Refurbishment in excess of the Refurbishment Allowance. Landlord will pay any amounts payable to Tenant under this Section 11 in one lump sum within 30 days from the date the Refurbishment is completed in accordance with the terms and conditions of the Lease, and Tenant has submitted to Landlord a written statement requesting such payment with appropriate supporting documentation, provided Lease at the time of such requested and scheduled payment: (i) no Event the request for payment of Default by Tenant exists the Allowance, or if an event has occurred which, if not cured within the period of time provided for curing defaults under the Lease; and (ii) , will constitute a Default under the terms of the Lease. Landlord shall be required to make Allowance payments no liens have been filed and Landlord will have received an appropriate lien waiver from Tenant’s general contractor and subcontractors covering all work for which payment is requestedmore frequently than monthly.

Refurbishment Allowance. Any and all proposed Additional Alterations shall be performed at the sole cost and expense of Tenant, provided that in connection with this Amendment and provided further that Tenant is not in default (after expiration of any applicable notice and cure periods) of any terms of the Lease, Landlord shall have no obligation grant to make any leasehold alterations, additions or improvements to the Premises, including, without limitation, the First Expansion Premises and the Second Expansion Premises. Tenant shall accept the First Expansion Premises and the Second Expansion Premises as a refurbishment allowance of the First Expansion Premises Commencement Date in the current “as-is, where-as” condition, with, to Landlord’s actual knowledge, without inquiry or duty to inquire, all Operating Systems in good operating condition. Landlord will provide Tenant with up to One Hundred Eighty‑Eight Thousand Two Hundred and 00/100 Dollars ($96,445 (calculated at the rate of $5.00 per rentable square foot of the First Expansion Premises and the Second Expansion Premises188,200.00) (the “Refurbishment Allowance”) to be used applied to Additional Alterations made by Tenant to the Premises, provided that notwithstanding the foregoing, the Refurbishment Allowance may only be applied towards the cost of Additional Alterations made to the interior areas of the Premises. As a condition to the disbursement of the Refurbishment Allowance for Additional Alterations, Tenant shall deliver to Landlord written request for disbursement of all or any portion of the following Refurbishment Allowance, together with respect to receipts or invoices marked “PAID” evidencing the costs incurred by Tenant and applicable lien releases and waivers signed by all contractors, subcontractors and materialmen performing work at the Premises on behalf of Tenant. Landlord shall disburse the amount of the Refurbishment Allowance requested in Tenant’s leasehold refurbishment improvements in the First Expansion Premises disbursement request within thirty (30) days after receipt of Tenant’s request and the Second Expansion Premises: back-up materials described above. Notwithstanding the foregoing, all requests for disbursement of the Refurbishment Allowance for Additional Alterations shall be delivered to Landlord on or before December 31, 2016 (a) Tenant’s architecturethe “Outside Allowance Date”). If any portion of the Refurbishment Allowance remains unused as of the Outside Allowance Date, engineering such unused portion shall thereafter be retained by Landlord and project fees and costs, including preparing construction and design documents and mechanical and electrical plans, (b) permits, construction materials and labor, and construction fees and costs, including any legal compliance requirements, and (c) Landlord’s construction management fee of four percent (4%) Tenant shall have no further right to such unused portion of the Refurbishment Allowance. Landlord makes no representation shall not charge Tenant nor be entitled to receive any construction management fee applicable to any improvements constructed or warranty as to what can be obtained with the Refurbishment Allowance. A contractor engaged by Tenant will perform the Leasehold refurbishment improvements (collectively, the “Refurbishment”) in accordance with all terms and conditions of the Lease, including, without limitation, Article 13 of the Existing Lease. Tenant’s contractor shall be subject installed to the reasonable approval of Landlord Premises and Tenant will be responsible paid for all costs related pursuant to the Refurbishment in excess of the Refurbishment Allowance. Landlord will pay any amounts payable to Tenant under this Section 11 in one lump sum within 30 days from the date the Refurbishment is completed in accordance with the terms and conditions of the Lease, and Tenant has submitted to Landlord a written statement requesting such payment with appropriate supporting documentation, provided at the time of such requested and scheduled payment: (i) no Event of Default by Tenant exists under the Lease; and (ii) no liens have been filed and Landlord will have received an appropriate lien waiver from Tenant’s general contractor and subcontractors covering all work for which payment is requested5.c.

Refurbishment Allowance. Tenant accepts the Premises as suitable for Tenant’s intended use and as being in good and sanitary operating order, condition, use or occupancy which may be made thereof and without any improvements or alterations by Landlord. Landlord agrees to contribute an amount not to exceed $3.00 per square ($180,183.00) (“Landlord’s Contribution”) toward the cost of any Alterations made to the Premises to refurbish the same (“Tenant’s Refurbishment Work”). Landlord shall pay Landlord’s Contribution to Tenant as reimbursement for actual and reasonable costs incurred by Tenant in performing Tenant’s Refurbishment Work within thirty (30) days following the later to occur of (i) Landlord’s receipt of a Certificate of Occupancy for the Premises, if such is required in connection with Tenant’s Refurbishment Work; (ii) Landlord’s receipt of a certificate from Tenant’s licensed contractor certifying completion of Tenant’s Refurbishment Work in accordance with the construction plans and specifications therefore, which plans and specifications have previously been approved by Landlord; (iii) Landlord’s receipt of documentary evidence reasonably satisfactory to Landlord of all of Tenant’s expenditures for work performed and materials used in completing Tenant’s Refurbishment Work; and (iv) Landlord’s receipt of final, unconditional lien releases in form and content satisfactory to Landlord from all persons or entities providing labor and/or materials in connection with Tenant’s Refurbishment Work. Notwithstanding anything herein to the contrary, if any portion of the Landlord’s Contribution remains unused by Tenant as on March 1, 2007, then Landlord shall have no further obligation to make reimburse Tenant for any leasehold alterations, additions or improvements to the Premises, including, without limitation, the First Expansion Premises costs of Tenant’s Refurbishment Work and the Second Expansion Premises. Tenant any such unused portion of Landlord’s Contribution shall accept the First Expansion Premises and the Second Expansion Premises as of the First Expansion Premises Commencement Date in the current “as-is, where-as” condition, with, belong to Landlord’s actual knowledge, without inquiry or duty to inquire, all Operating Systems in good operating condition. Landlord will provide Tenant with up to $96,445 (calculated at If the rate cost of $5.00 per rentable square foot of the First Expansion Premises and the Second Expansion Premises) (the “Refurbishment Allowance”) to be used for the following with respect to Tenant’s leasehold refurbishment improvements in the First Expansion Premises and the Second Expansion Premises: (a) Tenant’s architecture, engineering and project fees and costs, including preparing construction and design documents and mechanical and electrical plans, (b) permits, construction materials and labor, and construction fees and costs, including any legal compliance requirements, and (c) Refurbishment Work exceeds Landlord’s construction management fee of four percent (4%) of the Refurbishment Allowance. Landlord makes no representation or warranty as to what can be obtained with the Refurbishment Allowance. A contractor engaged by Tenant will perform the Leasehold refurbishment improvements (collectivelyContribution, the “Refurbishment”) in accordance with all terms and conditions of the Lease, including, without limitation, Article 13 of the Existing Lease. Tenant’s contractor then such excess amount shall be subject to the reasonable approval of Landlord and Tenant will be responsible for all costs related to the Refurbishment in excess of the Refurbishment Allowance. Landlord will pay any amounts payable to Tenant under this Section 11 in one lump sum within 30 days from the date the Refurbishment is completed in accordance with the terms and conditions of the Lease, and Tenant has submitted to Landlord a written statement requesting such payment with appropriate supporting documentation, provided at the time of such requested and scheduled payment: (i) no Event of Default borne solely by Tenant exists under the Lease; and (ii) no liens have been filed and Landlord will have received an appropriate lien waiver from Tenant’s general contractor and subcontractors covering all work for which payment is requested.

Refurbishment Allowance. Commencing on the Amendment Date, Landlord shall have no obligation to make any leasehold alterations, additions or improvements to the Premises, including, without limitation, the First Expansion Premises and the Second Expansion Premises. Tenant shall accept the First Expansion Premises and the Second Expansion Premises as of the First Expansion Premises Commencement Date in the current “as-is, where-as” condition, with, to Landlord’s actual knowledge, without inquiry or duty to inquire, all Operating Systems in good operating condition. Landlord will provide Tenant with up to $96,445 (calculated at the rate of $5.00 per rentable square foot of the First Expansion Premises and the Second Expansion Premises) a refurbishment allowance (the “Refurbishment Allowance”) to be used Tenant in the amount of One Hundred Thirty-Nine Thousand One Hundred Thirty-Two and No/100 Dollars ($139,132.00) to reimburse Tenant for the following costs incurred by Tenant in connection with respect to Tenant’s leasehold the refurbishment improvements in the First Expansion Premises and the Second Expansion Premises: (a) Tenant’s architecture, engineering and project fees and costs, including preparing construction and design documents and mechanical and electrical plans, (b) permits, construction materials and labor, and construction fees and costs, including any legal compliance requirements, and (c) Landlord’s construction management fee of four percent (4%) of the Refurbishment Allowance. Landlord makes no representation or warranty as to what can be obtained with the Refurbishment Allowance. A contractor engaged by Tenant will perform the Leasehold refurbishment improvements Premises (collectively, the “Refurbishment”). Tenant shall be responsible for the performance of the Refurbishment. Tenant will prepare any necessary plans and specifications for each phase of the Refurbishment (the “Refurbishment Plans”) and submit the same to Landlord for review and approval, such approval not to be unreasonably withheld, conditioned, or delayed. Within five (5) business days following Landlord’s receipt of the Refurbishment Plans, Landlord will provide Tenant its approval or disapproval. Landlord and Tenant will exchange the Refurbishment Plans pursuant to the aforementioned time-table and process until the Refurbishment Plans are agreed upon by Landlord and Tenant. Thereafter, Tenant shall use reasonable speed and diligence to substantially complete the applicable phase of the Refurbishment in accordance with all the Refurbishment Plans, the terms and conditions of the LeaseLease and all applicable laws and regulations. The Refurbishment Allowance shall be payable to Tenant by Landlord only after the completion of the applicable phase of the Refurbishment in accordance with the Refurbishment Plans and upon the submission by Tenant to Landlord on or before December 31, including2011 of third party invoices paid by Tenant in connection with the applicable phase of the Refurbishment; provided, however, that no portion of the Refurbishment Allowance shall be used to reimburse Tenant for the costs of fixtures, furniture or other personal property. The cost of the Refurbishment shall include, without limitation, Article 13 all reasonable and customary costs and expenses incurred by Landlord pertaining to each phase of the Existing LeaseRefurbishment and a construction management fee to Landlord of 4.4% of the total cost of each phase of the Refurbishment. Tenant’s contractor Tenant hereby expressly agrees that Tenant shall be subject to the reasonable approval of Landlord and Tenant will be responsible for any and all Refurbishment costs related to the Refurbishment in excess of the Refurbishment Allowance. Landlord will pay any amounts payable to Tenant under this Section 11 in one lump sum within 30 days from In the date event that the full amount of the Refurbishment Allowance is completed in accordance with not utilized on or before December 31, 2011, the terms and conditions difference between the amount of the Lease, Refurbishment Allowance actually utilized prior to such date and Tenant has submitted to Landlord a written statement requesting such payment with appropriate supporting documentation, provided at the time full amount of such requested and scheduled payment: (i) no Event of Default the Refurbishment Allowance shall be forfeited by Tenant exists under the Lease; and (ii) no liens have been filed and Landlord will have received an appropriate lien waiver from Tenant’s general contractor and subcontractors covering all work for which payment is requested.

Refurbishment Allowance. Landlord shall have no obligation If Tenant does not elect to make any leasehold alterationsexercise its right to terminate this Lease pursuant to Article XXX of the Lease, additions or improvements to the Premises, including, without limitation, the First Expansion Premises and the Second Expansion Premises. Tenant shall accept receive as a credit against the First Expansion Premises costs associated with the re-carpeting and the Second Expansion Premises as painting of the First Expansion Premises Commencement Date in (the current “as-is, where-as” condition, with, to Landlord’s actual knowledge, without inquiry or duty to inquire, all Operating Systems in good operating condition. Landlord will provide Tenant with Refurbishment Work”) an amount up to Five and 00/100 Dollars ($96,445 (calculated at the rate of $5.00 5.00) per rentable square foot of the First Expansion Premises and the Second Expansion Premises) (the “Refurbishment Allowance”) to be used for the following with respect to Tenant’s leasehold refurbishment improvements in the First Expansion Premises and the Second Expansion Premises: (a) Tenant’s architecture, engineering and project fees and costs, including preparing construction and design documents and mechanical and electrical plans, (b) permits, construction materials and labor, and construction fees and costs, including any legal compliance requirements, and (c) Landlord’s construction management fee of four percent (4%) of ). Tenant shall perform the Refurbishment Allowance. Landlord makes no representation or warranty as to what can be obtained with the Refurbishment Allowance. A contractor engaged by Tenant will perform the Leasehold refurbishment improvements (collectively, the “Refurbishment”) in accordance with all terms and conditions of the Lease, including, without limitation, Article 13 of the Existing Lease. Tenant’s contractor shall be subject to the reasonable approval of Landlord and Tenant will be responsible for all costs related to the Refurbishment in excess of the Refurbishment Allowance. Landlord will pay any amounts payable to Tenant under this Section 11 in one lump sum within 30 days from the date the Refurbishment is completed Work in accordance with the terms and conditions of Article XII of the Lease. Landlord shall pay the cost of design and construction of the Refurbishment Work directly to Tenant or, and at Tenant’s option, to Tenant’s architect or Tenant’s general contractor, as the case may be. The Refurbishment Allowance shall be paid by Landlord to Tenant has submitted within thirty (30) calendar days after the last to Landlord a written statement requesting such payment with appropriate supporting documentation, provided at the time of such requested and scheduled paymentoccur of: (i) no Event final completion and acceptance of Default by Tenant exists under the LeaseRefurbishment Work; (ii) Tenant’s delivery to Landlord of final unconditional mechanic’s lien releases from Tenant’s subcontractors, laborers, materialmen and suppliers with respect to the Refurbishment Work in the form of Schedule I attached hereto and made a part hereof; and (iiiii) no liens Tenant’s delivery to Landlord of evidence of costs incurred in a form reasonably acceptable to Landlord. If any mechanic’s lien is recorded against the Building or Premises or any stop notices are served on Landlord during the course of the Refurbishment Work, then Landlord shall have the right to withhold from the Refurbishment Allowance a sum equal to one hundred fifty percent (150%) of the disputed amount. Landlord shall have the right to make OFFICE LEASE Park Ten Plaza - RigNet, Inc. Table of Contents payment of the disputed sum directly to the claimant to cause the release of any mechanic’s lien that has been filed and against the Building or Premises or to cause the release of any stop notice served on Landlord will have received an appropriate where said lien waiver has not been removed by the recordation of either a release of mechanic’s lien or a statutory lien release bond issued by a corporate surety reasonably acceptable to Landlord within ten (10) business days following the date Tenant receives notice of filing of the mechanic’s lien or Landlord’s receipt of the stop notice. The Refurbishment Allowance shall be available to Tenant from Tenant’s general contractor and subcontractors covering all work for which payment is requested.June 1, 2023 through May 31, 2024. OFFICE LEASE Park Ten Plaza - RigNet, Inc. Table of Contents

Refurbishment Allowance. Landlord shall have no obligation disburse to make any leasehold alterations, additions or improvements to the Premises, including, without limitation, the First Expansion Premises and the Second Expansion Premises. Tenant shall accept the First Expansion Premises and the Second Expansion Premises as of the First Expansion Premises Commencement Date a refurbishment allowance in the current “as-is, where-as” condition, with, to Landlord’s actual knowledge, without inquiry or duty to inquire, all Operating Systems in good operating condition. Landlord will provide Tenant with up to $96,445 (calculated at the rate total amount of $5.00 per rentable square foot of the First Expansion Premises and the Second Expansion Premises) 559,305.00 (the “Refurbishment Allowance”) toward the costs and expenses incurred in connection with the performance of the leasehold improvements to be used the Renewal Premises. Tenant may apply the Refurbishment Allowance for the following payment of construction and other costs in accordance with respect the terms of this Section 6. Upon submission by Tenant to Tenant’s leasehold refurbishment improvements in the First Expansion Premises and the Second Expansion Premises: Landlord of (a) Tenant’s architecture, engineering and project fees and costs, including preparing construction and design documents and mechanical and electrical plansa statement (a “TI Fund Request”) setting forth the total amount of the Refurbishment Allowance requested, (b) permitsa summary of the Tenant’s leasehold improvements to the Renewal Premises performed using AIA standard form Application for Payment (G 702) executed by the general contractor and by the architect, construction materials and labor, and construction fees and costs, including any legal compliance requirements, and (c) Landlord’s construction management fee of four percent (4%) invoices from the general contractor, the architect, and any subcontractors, material suppliers and other parties requesting payment with respect to the amount of the Refurbishment Allowance. Allowance then being requested, ( d) lien releases from the general contractor and each subcontractor and material supplier with respect to the completed leasehold improvements performed that correspond to the TI Fund Request each in a form reasonably acceptable to Landlord makes no representation or warranty as and complying with applicable laws, then Landlord shall, within thirty (30) days following receipt by Landlord of a TI Fund Request and the accompanying materials required by this Section 6, pay to what can be obtained with Tenant the amount of the Refurbishment AllowanceAllowance requested in such TI Fund Request. A contractor engaged by Tenant will perform the Leasehold refurbishment In no event shall Landlord have any obligation to pay for any costs for leasehold improvements (collectively, the “Refurbishment”) in accordance with all terms and conditions of the Lease, including, without limitation, Article 13 of the Existing Lease. Tenant’s contractor shall be subject to the reasonable approval of Landlord and Tenant will be responsible for all costs related to the Refurbishment Premises in excess of the Refurbishment Allowance. Landlord will pay any amounts payable to Tenant under Notwithstanding anything in this Section 11 in one lump sum within 30 days from 6 or the date Lease to the contrary, Tenant may requisition all or any portion of the Refurbishment is completed in accordance with Allowance for reimbursement of Tenant’s costs to purchase and install furniture, fixtures and equipment for the terms and conditions Renewal Premises (“FF&E costs”) and/or as a credit against the Annual Rent payable during the First Extended Term (which rent credit, if any, shall apply to the next monthly installment(s) of Annual Rent immediately following Tenant’s notice to Landlord of its election to utilize the rent credit). Any remaining amount of the Lease, and Tenant has submitted to Landlord a written statement requesting such payment with appropriate supporting documentation, provided at the time of such requested and scheduled payment: (i) no Event of Default Refurbishment Allowance that is not applied by Tenant exists under toward the Lease; costs of leasehold improvements to the Renewal Premises, FF&E costs and/or as an Annual Rent credit by the June 30, 2023 shall be deemed forfeited by Tenant and (ii) will no liens have been filed and Landlord will have received an appropriate lien waiver from Tenant’s general contractor and subcontractors covering all work for which payment is requestedlonger be payable by Landlord.

Refurbishment Allowance. Landlord shall have no obligation to make any leasehold alterations, additions or improvements Notwithstanding anything to the Premisescontrary contained in this First Amendment or the Lease, including, without limitation, Section 6 of the First Expansion Premises Lease, so long as no default exists under the Lease beyond applicable notice and the Second Expansion Premises. cure periods, Tenant shall accept be entitled to renovate the First Expansion Premises and the Second Expansion Premises as of the First Expansion Premises Commencement Date then-existing tenant improvements in the current “asPremises in accordance with this Section 5 and otherwise in accordance with the Lease (except as otherwise provided herein), and shall be entitled to a one-is, where-as” condition, with, to Landlord’s actual knowledge, without inquiry or duty to inquire, all Operating Systems in good operating condition. Landlord will provide Tenant with up to $96,445 (calculated at the rate of $5.00 per rentable square foot of the First Expansion Premises and the Second Expansion Premises) time tenant refurbishment allowance (the “"Refurbishment Allowance”") to in the amount up to, but not exceeding, Twenty-Five Thousand Dollars ($25,000.00). The Refurbishment Allowance may only be used for costs relating to the following with respect design and construction of certain renovations to Tenant’s leasehold refurbishment improvements the Premises which are approved by Landlord in writing prior to the First Expansion commencement of construction or installation of the improvements, and which are to be permanently affixed to the Premises and which shall be deemed Landlord's property (the Second Expansion Premises: (a) Tenant’s architecture, engineering and project fees and costs, including preparing construction and design documents and mechanical and electrical plans, (b) permits, construction materials and labor, and construction fees and costs, including any legal compliance requirements, and (c) Landlord’s construction management fee of four percent (4%) of "Refurbished Improvements"). In no event shall Landlord be obligated to make disbursements under this Section 5 in a total amount which exceeds the Refurbishment Allowance. Landlord makes no representation or warranty as Tenant shall not be entitled to what can be obtained with receive any portion of the Refurbishment Allowance. A contractor engaged by Tenant will perform Allowance unless (i) the Leasehold refurbishment improvements Refurbished Improvements are completed and (collectively, the “Refurbishment”ii) a request for payment therefore is submitted to Landlord in accordance with all terms the provisions of Section 5.1, below, before June 30, 2018. If Tenant fails to use the entire Refurbishment Allowance prior to such date, then the Refurbishment Allowance shall not be available to Tenant. Tenant shall be entitled to make the Refurbished Improvements and conditions request payment of the Refurbishment Allowance in one or more stages, phases or requests. Notwithstanding any provision of the Lease, including, without limitation, Article 13 of the Existing Lease. Tenant’s contractor shall be subject to the reasonable approval of Landlord and Tenant will be responsible for all costs related to the Refurbishment in excess of the Refurbishment Allowance. Landlord will pay any amounts payable to Tenant under this Section 11 in one lump sum within 30 days from the date the Refurbishment is completed in accordance with the terms and conditions 6 of the Lease, Landlord shall not be entitled to be paid or receive any construction management fee in connection with the Refurbished Improvements and Tenant has submitted the Landlord’s payment of the Refurbishment Allowance to Landlord a written statement requesting such payment with appropriate supporting documentation, provided at the time of such requested and scheduled payment: (i) no Event of Default by Tenant exists under the Lease; and (ii) no liens have been filed and Landlord will have received an appropriate lien waiver from Tenant’s general contractor and subcontractors covering all work for which payment is requested.

Refurbishment Allowance. Landlord shall have no obligation agrees to make any leasehold alterations, additions or improvements contribute an amount not to the Premises, including, without limitation, the First Expansion Premises and the Second Expansion Premises. Tenant shall accept the First Expansion Premises and the Second Expansion Premises as of the First Expansion Premises Commencement Date in the current “as-is, where-as” condition, with, to Landlord’s actual knowledge, without inquiry or duty to inquire, all Operating Systems in good operating condition. Landlord will provide Tenant with up to exceed $96,445 (calculated at the rate of $5.00 2.50 per rentable square foot of Premises that is occupied by Tenant by the First Expansion Premises and first anniversary of the Second Expansion Premises) Phase A Commencement Date (the “Refurbishment Allowance”) toward the cost of performing improvements to be used for the following with respect to Tenant’s leasehold refurbishment improvements in Premises during the First Expansion Premises and fifth year of the Second Expansion Premises: Term (a) Tenant’s architecture, engineering and project fees and costs, including preparing construction and design documents and mechanical and electrical plans, (b) permits, construction materials and labor, and construction fees and costs, including any legal compliance requirements, and (c) Landlord’s construction management fee of four percent (4%) the “Improvements”). Any portion of the Refurbishment AllowanceAllowance that is remaining after the sixth anniversary of the Commencement Date, shall accrue to the sole benefit of Landlord, it being agreed that Tenant shall not be entitled to any credit, offset, abatement or payment with respect thereto. Landlord makes no representation or warranty as to what can All such Improvements shall be obtained performed in compliance with the Refurbishment Allowance. A contractor engaged by Tenant will perform the Leasehold refurbishment improvements (collectively, the “Refurbishment”) in accordance with all terms and conditions of the Lease, including, without limitation, Article 13 of the Existing Lease. Tenant’s contractor shall be subject to the reasonable prior approval of Landlord and Tenant will be responsible for all costs related with respect to the Improvements to be performed. The Refurbishment Allowance shall be paid to Tenant following receipt of the following documentation: full and final waivers of liens from the general contractor and the subcontractors retained by Tenant in excess an amount equal to the portion of the Refurbishment Allowance. Landlord will pay any amounts payable Allowance to Tenant under this Section 11 in one lump sum within 30 days be disbursed, completion certificates from Tenant, the general contractor and Tenant’s architect, a sworn contractor’s affidavit from the date general contractor and a request to disburse from Tenant containing an approval by Tenant of the work done and receipted bills covering all labor and materials expended and used in connection with the Improvements for which a disbursement of the Refurbishment Allowance is completed in accordance with being requested. Landlord, at its option, may pay the terms Refurbishment Allowance directly to the order of the general contractor that performed the Improvements or to the joint order of the general contractor and conditions all included subcontractors. Notwithstanding anything herein to the contrary, Landlord shall not be obligated to disburse any portion of the Refurbishment Allowance during the continuance of an uncured default under the Lease, and Landlord’s obligation to disburse shall only resume when and if such default is cured. The Refurbishment Allowance may only be used for the cost of labor, material and contractors fees for the Improvements to the Premises and the cost of preparing plans and drawings in connection therewith. In no event shall the Refurbishment Allowance be used for the purchase of equipment, furniture and other items of personal property of Tenant. In the event Tenant has submitted does not use the entire Refurbishment Allowance by the end of the second lease year of the Lease Term, any unused amount shall accrue to Landlord a written statement requesting such payment with appropriate supporting documentationthe sole benefit of Landlord, provided at the time of such requested and scheduled payment: (i) no Event of Default by it being understood that Tenant exists under the Lease; and (ii) no liens have been filed and Landlord will have received an appropriate lien waiver from Tenant’s general contractor and subcontractors covering all work for which payment is requestedshall not be entitled to any credit, abatement or other concession in connection therewith.

Refurbishment Allowance. 11.1 Landlord shall have no obligation hereby grants to make any leasehold alterations, additions or improvements Tenant an allowance in the sum of up to $6.00 per Rentable Square Foot of all office space contained in the Premises, including, without limitation, the First Expansion Premises and the Second Expansion Premises. Tenant shall accept the First Expansion Premises and the Second Expansion Premises as of the First Expansion Premises Commencement Date in the current “as-isDecember 31, where-as” condition, with, to Landlord’s actual knowledge, without inquiry or duty to inquire, all Operating Systems in good operating condition. Landlord will provide Tenant with up to $96,445 (calculated at the rate of $5.00 per rentable square foot of the First Expansion Premises and the Second Expansion Premises) 2010 (the “Refurbishment Allowance”) ), payable as hereinafter set forth, to be used reimburse Tenant for the following costs of refurbishment of the Premises incurred by Tenant after January 1, 2011. Provided no Event of Default then exists under the Lease, the Refurbishment Allowance shall be disbursed to Tenant, until exhausted, in installments, in payment of costs incurred by Tenant with respect to Tenant’s leasehold the construction or refurbishment of permanent improvements in the First Expansion Premises and the Second Expansion Premises: fixtures (a) Tenant’s architecture, engineering and project fees and costs, including preparing construction and design documents and mechanical and electrical plans, (b) permits, construction materials and labor, and construction fees and costs, including any legal compliance requirements, and (c) Landlord’s construction management fee of four percent (4%) of the Refurbishment Allowance. Landlord makes no representation or warranty as to what can be obtained with the Refurbishment Allowance. A contractor engaged by Tenant will perform the Leasehold refurbishment improvements (collectively, the “Refurbishment”) in accordance with all terms and conditions of the Lease, including, without limitation, Article 13 any equipment constituting fixtures which Tenant intends to leave in the Premises at the end of the Existing Lease. Term) and the undertaking of finishes, wallcoverings, carpeting and painting within the Premises, as well as the fees and charges of architects, interior designers, engineers and other related consultants and professionals providing design services in connection therewith, but may not be applied toward payment of Tenant’s costs of purchase or installation of non-permanent improvements, equipment (excepting any equipment constituting fixtures which Tenant intends to leave in the Premises at the end of the Term), trade fixtures, furniture or other personalty. 11.2 Until the Refurbishment Allowance is exhausted, each draw requested by Tenant shall be paid by Landlord within thirty (30) days following receipt by Landlord of (i) Tenant’s voucher, which shall be in the standard American Institute of Architects form, accompanied by (ii) invoices or other evidence reasonably satisfactory to Landlord that Tenant either owes to its contractor or has incurred and paid the costs desired to be reimbursed and (iii) a lien release executed by Tenant’s contractor (solely if the request relates to reimbursement of costs of installation or construction of improvements). Tenant shall be subject submit no more than one (1) voucher per month. Notwithstanding anything set forth herein to the reasonable approval of Landlord contrary, any amounts held back as retainage under contracts for work or improvements for which reimbursement is requested shall not be reimbursable to Tenant unless and Tenant will be responsible for all costs related until paid or owing to the Refurbishment in excess contractor under the terms of the Refurbishment Allowancesubject contract. If Tenant submits a voucher requesting the payment of sums owing to Tenant’s contractor, Landlord will shall pay any amounts payable the approved disbursement directly to Tenant under this Section 11 in one lump sum within 30 days from the date the Refurbishment is completed in accordance with the terms such contractor, conditioned upon such contractor executing and conditions of the Lease, and Tenant has submitted delivering to Landlord a written statement requesting lien release for the sum so paid. All such payment with appropriate supporting documentationvouchers must be submitted on or before March 31, provided at the time of such requested and scheduled payment: (i) no Event of Default by Tenant exists under the Lease; and (ii) no liens have been filed and Landlord will have received an appropriate lien waiver from Tenant’s general contractor and subcontractors covering all work for which payment is requested2014.