Common use of Tenant Allowance Clause in Contracts

Tenant Allowance. Landlord shall provide Tenant an allowance for each Building in an amount not to exceed the sum set forth in the Basic Lease Information for the Tenant Allowance for the applicable Building (collectively, the “Tenant Allowance”), to be applied toward the cost of the following items in respect of the Tenant Improvements in the applicable Building: Architectural and engineering fees, space planning, building permits or other governmental fees, and the cost of labor, materials, contractors fees and overhead, and other charges included in the construction contract for construction of Tenant Improvements, including the contractor’s fee, overhead and general conditions, sales and use taxes, the cost of the builder’s risk insurance during construction and all testing and inspection costs. If Landlord elects to itself construct the Restroom Improvements, Landlord shall make payments to its contractor for the Restroom Improvements as and when such costs are incurred and deduct the amount of such payments from the Tenant Allowance for Building 2 up to the maximum amount stated in Paragraph I of this Work Letter. Landlord shall not be obligated to disburse any remaining portion of the Tenant Allowance attributable to a Building until such time as (i) the Commencement Date for the applicable Building has occurred and Tenant has accepted delivery of the Building and made the initial prepayment of Rent with respect to the applicable portion of the Premises; and (ii) Tenant has delivered to Landlord and Landlord has approved, in Landlord’s reasonable discretion, all of the following: (A) invoices, paid receipts and/or related evidence reasonably acceptable to Landlord establishing that Tenant has paid an amount equal to that portion of the Tenant Allowance requested by Tenant to third parties in connection with the Tenant Improvements in the applicable Building; (B) executed unconditional final mechanics’ lien releases, in statutory form, from Tenant’s contractor and all subcontractors, laborers, materialmen and suppliers used by Tenant with respect to all work in and to the Premises located in the applicable Building; (C) a certificate from Tenant’s architect or space planner, in a form reasonably acceptable to Landlord, certifying that the construction of the Tenant Improvements in the applicable Building has been substantially completed and meets all applicable building codes; (D) a copy of the certificate of occupancy (or similar governmental authorization) for the applicable Building; (E) “as-built” drawings for the Tenant Improvements in the applicable Building, signed by either Tenant’s architect, space planner or contractor, and electronic CAD files from Tenant’s Contractor and all subcontractors; and (F) a final punch list signed off by both Tenant and Landlord and/or their architects. Thereafter, Landlord shall deliver, within fifteen (15) days following Tenant’s delivery of the materials and information required for disbursement thereof in the preceding sentence, a check payable to Tenant in the amount of that portion of the Tenant Allowance requested by Tenant and paid to third parties in connection with the Tenant Improvements for the applicable Building (which amount shall not exceed the portion of the Tenant Allowance provided for such Building as specified in the Basic Lease Information). Landlord’s payment of any portion of the Tenant Allowance shall not be deemed Landlord’s approval any of the Tenant Improvements absent Landlord’s prior approval pursuant to this Work Letter. Landlord’s obligation to disburse the Tenant Allowance for each Building under this Paragraph 9(b) shall expire six (6) months after the Delivery Date for the applicable Building, subject to extension due to Force Majeure, such that Landlord shall not be obligated to provide to Tenant any undisbursed portion of the Tenant Allowance for a Building unless Tenant has delivered to Landlord all documents required above within nine (9) months after the Delivery Date of such Building.

Tenant Allowance. Notwithstanding anything to the contrary contained in this Lease, provided there has not been an Event of Default by Tenant beyond any applicable notice or cure period, Landlord shall provide and pay funds up to but not in excess of the Tenant an allowance Allowance of $150,000.00, as provided in the Data Summary, for each Building Tenant’s use for any of the following purposes: the Tenant Improvements; decorating; altering or remodeling the Premises; architectural drawings, mechanical drawings and permitting fees; any other construction or renovation work in an amount not to exceed or around the sum Leased Premises consistent with the Permitted Use or any of the other purposes set forth in the Basic Lease Information for and contemplated by this Lease; asbestos remediation, provided, however, that Tenant is only permitted to use up to $25,000 of the Tenant Allowance for asbestos remediation; and further provided, however, that Tenant is only permitted to use up to $25,000 of the applicable Building Tenant Allowance for ADA compliance related work. (the foregoing collectively, the “Tenant AllowanceAllowance Purposes”). For the avoidance of doubt and for illustrative purposes, if Tenant utilizes the full Tenant Allowance for decorating, Landlord shall have no obligation to provide Tenant any funds related to asbestos remediation and/or ADA compliance work. Work related to Tenant Allowance Purposes shall be completed in compliance with the this Article 9 and the other provisions of this Lease and no work may be performed prior to Landlord’s written approval of such work and/or the detailed plans of such work, if necessary and available, and otherwise in accordance with Article 9 of this Lease. The Tenant Allowance shall be paid to Tenant within thirty (30) days following receipt by Landlord of the following from the particular vendors or contractors that performed such work (to the extent reasonably required as determined by Landlord): (a) receipted bills covering all moving expenses or labor and materials expended and used in the Leased Premises; (b) a sworn contractor’s affidavit from the general contractor and a request to disburse from Tenant containing an approval by Tenant of the work performed; (c) full and final unconditional waivers of lien from all contractors, subcontractors and material suppliers; and (d) any other plans, drawings, certificates or documents reasonably requested by Landlord in light of the work being performed. The Tenant Allowance shall be disbursed in the amount reflected on the receipted bills meeting the requirements above. The Tenant Allowance may not be used for or applied toward to personal property of Tenant (including without limitation any furniture, appliances, or equipment, cabling or wiring that are owned by Tenant and are not fixtures of the Building). If the cost of such work exceeds the following items in respect amount of the Tenant Improvements in the applicable Building: Architectural and engineering feesAllowance, space planning, building permits or other governmental feesTenant shall be directly responsible for said excess amount, and if the cost of labor, materials, contractors fees and overhead, and other charges included in the construction contract for construction of Tenant Improvements, including the contractor’s fee, overhead and general conditions, sales and use taxes, the actual cost of the builder’s risk insurance during construction work is less than the Tenant Allowance, Tenant shall not be entitled to receive any payment or credit for such difference. Such work must be completed by, and all testing and inspection costs. If Landlord elects to itself construct the Restroom Improvements, Landlord shall make payments to its contractor any request for the Restroom Improvements as and when such costs are incurred and deduct the amount of such payments reimbursement from the Tenant Allowance for Building 2 up must be made to Landlord no later than, the maximum amount stated in Paragraph I one year anniversary of this Work Letter. Landlord shall not be obligated to disburse any remaining portion of the Effective Date, after which time the Tenant Allowance attributable shall no longer be due and owing or available to a Building until such time as (i) the Commencement Date for the applicable Building has occurred and Tenant has accepted delivery of the Building and made the initial prepayment of Rent with respect to the applicable portion of the Premises; and (ii) Tenant has delivered to Landlord and Landlord has approvedTenant, in Landlord’s reasonable discretion, all of the following: (A) invoices, paid receipts and/or related evidence reasonably acceptable to Landlord establishing that Tenant has paid an amount equal to that portion of the Tenant Allowance requested by Tenant to third parties in connection with the Tenant Improvements in the applicable Building; (B) executed unconditional final mechanics’ lien releases, in statutory form, from Tenant’s contractor and all subcontractors, laborers, materialmen and suppliers used by Tenant with respect to all work in and to the Premises located in the applicable Building; (C) a certificate from Tenant’s architect or space planner, in a form reasonably acceptable to Landlord, certifying that the construction of the Tenant Improvements in the applicable Building has been substantially completed and meets all applicable building codes; (D) a copy of the certificate of occupancy (or similar governmental authorization) for the applicable Building; (E) “as-built” drawings for the Tenant Improvements in the applicable Building, signed by either Tenant’s architect, space planner or contractor, and electronic CAD files from Tenant’s Contractor and all subcontractors; and (F) a final punch list signed off by both Tenant and Landlord and/or their architects. Thereafter, Landlord shall deliver, within fifteen (15) days following Tenant’s delivery of the materials and information required for disbursement thereof in the preceding sentence, a check payable to Tenant in the amount of that portion of the Tenant Allowance requested by Tenant and paid to third parties in connection with the Tenant Improvements for the applicable Building (which amount shall not exceed the portion of the Tenant Allowance provided for such Building as specified in the Basic Lease Information). Landlord’s payment of any portion of the Tenant Allowance not disbursed to Tenant shall accrue to the sole benefit of Landlord, and Tenant shall not be deemed entitled to any credit, abatement or other concession in connection therewith. Unless otherwise provided herein, any installations shall remain the property of Landlord’s approval any of the Tenant Improvements absent Landlord’s prior approval pursuant to this Work Letter. Landlord’s obligation to disburse the Tenant Allowance for each Building under this Paragraph 9(b) shall expire six (6) months after the Delivery Date for the applicable Building, subject to extension due to Force Majeure, such that Landlord shall not be obligated to provide to Tenant any undisbursed portion of the Tenant Allowance for a Building unless Tenant has delivered to Landlord all documents required above within nine (9) months after the Delivery Date of such Building.

Tenant Allowance. Landlord shall provide Tenant make available for the performance of Tenant's Work, and for the other purposes hereinafter specified, an allowance for each Building (the "Tenant Allowance") in an amount not equal to exceed the sum set forth in product of (i) One Hundred Thirty Dollars ($130.00) multiplied by (ii) the Basic Lease Information for number of rentable square feet comprising the Premises. Tenant Allowance for the applicable Building (collectively, the “Tenant Allowance”), shall perform Tenant’s Work and shall pay directly to be applied toward its general contractor and other service providers and vendors the cost of performing all improvements shown and contemplated by the following items in respect Tenant's Plans, including, but not limited to, the cost of the Tenant Improvements in the applicable Building: Architectural all permits and governmental inspections, all architectural and engineering fees, space planningthe preparation and delivery to Landlord of the As-Built Plans, building permits or other governmental feesas provided in Paragraph 3 of this Work Agreement, and the cost Coordination Fee, all of labor, materials, contractors fees and overhead, and other charges included in the construction contract for construction of Tenant Improvements, including the contractor’s fee, overhead and general conditions, sales and use taxes, the cost of the builder’s risk insurance during construction and all testing and inspection costs. If Landlord elects to itself construct the Restroom Improvements, Landlord which costs shall make payments to its contractor for the Restroom Improvements as and when such costs are incurred and deduct the amount of such payments from the Tenant Allowance for Building 2 up to the maximum amount stated in Paragraph I of this Work Letter. Landlord shall not be obligated to disburse any remaining portion payable out of the Tenant Allowance attributable to a Building until such time as the extent that the Tenant Allowance is sufficient for that purpose, and any excess amount of which costs shall be paid directly by Tenant; provided, however, that (i) the Commencement Date for the applicable Building has occurred and Tenant has accepted delivery of the Building and made the initial prepayment of Rent with respect to the applicable portion of the Premises; and (ii) Tenant has delivered to Landlord and Landlord has approved, in Landlord’s reasonable discretion, all of the following: (A) invoices, paid receipts and/or related evidence reasonably acceptable to Landlord establishing that Tenant has paid an amount equal to that portion of the Tenant Allowance requested by Tenant to third parties in connection with the Tenant Improvements in the applicable Building; (B) executed unconditional final mechanics’ lien releases, in statutory form, from Tenant’s contractor and all subcontractors, laborers, materialmen and suppliers used by Tenant with respect to all work in and to the Premises located in the applicable Building; (C) a certificate from Tenant’s architect or space planner, in a form reasonably acceptable to Landlord, certifying that the construction of the Tenant Improvements in the applicable Building has been substantially completed and meets all applicable building codes; (D) a copy of the certificate of occupancy (or similar governmental authorization) for the applicable Building; (E) “as-built” drawings for the Tenant Improvements in the applicable Building, signed by either Tenant’s architect, space planner or contractor, and electronic CAD files from Tenant’s Contractor and all subcontractors; and (F) a final punch list signed off by both Tenant and Landlord and/or their architects. Thereafter, Landlord shall deliver, within fifteen (15) days following Tenant’s delivery of the materials and information required for disbursement thereof in the preceding sentence, a check payable to Tenant in the amount of that portion of the Tenant Allowance requested by Tenant and paid to third parties in connection with the Tenant Improvements for the applicable Building (which amount shall not exceed the portion of the Tenant Allowance provided which may be used for cabling, moving-related costs, furniture, fixtures and equipment, consultant fees and any other soft costs shall not in the aggregate exceed an amount equal to Twelve Dollars ($12.00) multiplied by (ii) the number of rentable square feet comprising the Premises (the “Permitted Soft Costs Portion”). Landlord shall pay the Tenant Allowance to Tenant in installments not more than once in any thirty (30) day period following Tenant’s completion of portions of Tenant’s Work and Landlord’s receipt from Tenant of (i) invoices reasonably evidencing work or services performed with respect to the portion of Tenant’s Work for which Tenant is seeking payment, (ii) receipted bills or other evidence that the aforesaid invoices have been paid in full, (iii) waivers or releases of liens from each of Tenant’s contractors, subcontractors and suppliers in connection with the work performed or materials supplied as evidenced by the aforesaid invoices, (iv) an architect’s certification that the portion of Tenant’s 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 (v) with respect only to the payment of the final ten percent (10%) of the Tenant Allowance, the delivery of the As-Built Plans, and copies of all final inspectional sign-offs for the Tenant’s Work performed by applicable governmental authorities. Landlord shall have the right to retain ten percent (10%) of the amount of the hard costs of Tenant’s Work contained in each such request until completion of Tenant’s Work. All of the retained amounts shall be paid to Tenant upon completion of Tenant’s Work and satisfaction of the other requirements of this Exhibit C. Notwithstanding the foregoing, in the event that Tenant is retaining amounts which are at least equal to those required by the immediately preceding sentence from Tenant’s general contractor and Tenant’s payment request reflects such retainage, then Landlord shall not impose an additional retainage upon such payment request. The portion of the Tenant’s Work which shall be payable out of the Tenant Allowance for each disbursement shall be an amount equal to the portion of the Tenant’s Work which has been completed multiplied by a fraction, the numerator of which is the amount of the Tenant Allowance and the denominator of which is the total cost of Tenant’s Work as set forth in the Tenant’s contract with its general contractor for Tenant’s Work, including any change orders in determining such total amount of Tenant’s Work, and Tenant shall be obligated to pay from another source of funds the remaining costs for such Building as specified portion of Tenant’s Work which are not paid for from the Tenant Allowance (in accordance with the Basic Lease Informationremaining provisions of this paragraph). For example, if the total cost of Tenant’s Work is estimated to be an amount equal to One Hundred Dollars ($100.00) per square foot of rentable area comprising the Premises, and the Tenant Allowance is an amount equal to Eighty Dollars ($80.00) per square foot of rentable area comprising the Premises, then, for each disbursement of the Tenant Allowance, Landlord shall pay from the Tenant Allowance (to the extent available for such purpose), eighty percent (80%) of such costs and Tenant shall pay from another source of funds the remaining twenty percent (20%) of such costs. Prior to Landlord’s payment of 's disbursing any portion of the Tenant Allowance to Tenant or Tenant’s general contractor, in addition to the other requirements for disbursement set forth herein, Tenant shall provide to Landlord evidence reasonably acceptable to Landlord that all furniture, fixtures and equipment that will be incorporated into the Premises for use in the operation of the business from the Premises is being paid for from Tenant's own source of funds, is lien free and is not be deemed subject to any encumbrances or other rights of third parties whatsoever. Once Tenant has provided such evidence to Landlord of Tenant’s ownership interests in all furniture, fixtures and equipment as required by this paragraph, and provided that Tenant has obtained and delivered to Landlord lien waivers for such work together with other evidence reasonably satisfactory to Landlord that such funds have been expended by Tenant's own source of funds and not from financing from any third party, and otherwise satisfied Landlord’s approval any of the Tenant Improvements absent Landlordreasonable requirements with respect to all Tenant’s prior approval pursuant to this Work Letter. Landlord’s obligation to as set forth herein, Landlord shall disburse the Tenant Allowance for each Building under this Paragraph 9(bAllowance, in accordance with, and subject to, the requirements set forth herein. All Tenant's Work (including any furniture, fixtures and equipment installed as part of Tenant's Work) shall expire six (6) months after the Delivery Date for the applicable Building, be subject to extension due to Force Majeure, such that Landlord shall not be obligated to provide to Tenant any undisbursed Landlord's rights as set forth in Section 19.F of the Lease. Any portion of the Tenant Allowance for a Building unless as to which disbursement has not been properly requested prior to the first anniversary of the Lease Commencement Date shall be deemed to have been forfeited by Tenant has delivered and shall no longer be available to Landlord all documents required above within nine (9) months after Tenant. Tenant shall have no right to receive any portion of the Delivery Date of such BuildingTenant Allowance at any time that Tenant is in default under the Lease.

Tenant Allowance. Provided the Tenant is not then in default under the terms of this Lease, the Landlord shall provide will make available to the Tenant an allowance for each Building in an the construction of Tenant’s leasehold improvements, subject to the Landlord’s acceptance of Tenant’s plans, a maximum amount not to exceed of the sum set forth in the Basic Lease Information for the Tenant Allowance for the applicable Building of Four Hundred Thousand Dollars (collectively, $400,000.00) (the “Tenant Maximum Allowance”), to be applied toward towards the actual cost of constructing leasehold improvements within the following items Premises (the “Tenant’s Work”). Within a period of 180 days as of the Commencement Date (the “Draw Period”), upon sixty (60) days’ prior written notice to the Landlord, the Tenant shall be entitled to draw upon the Maximum Allowance. As of the expiry of the Draw Period and for the remainder of the Initial Term, the annual Basic Rent shall be increased by, the total amount drawn by the Tenant (the “Allowance Drawn”), amortized on a straight-line basis over the balance of the Initial Term as of the expiry of the Draw Period, plus annual interest at the Prime Rate of interest charged by the Royal Bank of Canada as at the date thereof plus three percent, per annum (the aggregate of which is hereinafter referred to as the “Allowance”) such that the full amount of the Allowance, shall be reimbursed by the Tenant to Landlord prior to the expiry of the initial Term. For clarity, prior to drawing on the Maximum Allowance, the Landlord must have reviewed and approved the plans and specifications of the Tenant’s Work and the total cost thereof. The Tenant may only draw on the Maximum Allowance and the amount will only be payable only upon; (a) the execution of this Lease by both Landlord and Tenant; (b) the execution by both Landlord and Tenant of a lease amending agreement prepared by the Landlord to confirm the new Basic Rent payable by Tenant; (c) copies of invoices paid by Tenant for Tenant’s Work, duly substantiating the total amount being drawn and the Allowance Drawn; (d) delivery of a statutory declaration from a senior officer of the Tenant, confirming that: (i) all Tenant’s Work has been completed and all accounts in respect of the Tenant Improvements Tenant’s Work have been paid in the applicable Building: Architectural and engineering fees, space planning, building permits or other governmental fees, and the cost of labor, materials, contractors fees and overhead, and other charges included in the construction contract for construction of Tenant Improvements, including the contractor’s fee, overhead and general conditions, sales and use taxes, the cost of the builder’s risk insurance during construction and all testing and inspection costs. If Landlord elects to itself construct the Restroom Improvements, Landlord shall make payments to its contractor for the Restroom Improvements as and when such costs are incurred and deduct the amount of such payments from the Tenant Allowance for Building 2 up to the maximum amount stated in Paragraph I of this Work Letter. Landlord shall not be obligated to disburse any remaining portion of the Tenant Allowance attributable to a Building until such time as (i) the Commencement Date for the applicable Building has occurred and Tenant has accepted delivery of the Building and made the initial prepayment of Rent with respect to the applicable portion of the Premisesfull; and (ii) Tenant has delivered the expiry of all lien/hypothec periods; (e) delivery to the Landlord and Landlord has approved, in Landlord’s reasonable discretion, all of certificates evidencing the following: (A) invoices, paid receipts and/or related evidence reasonably acceptable to Landlord establishing that Tenant has paid an amount equal to that portion placement of insurance by the Tenant Allowance requested in accordance with this Lease; and (f) receipt by Tenant to third parties in connection with the Landlord of a written request from the Tenant Improvements in the applicable Building; (B) executed unconditional final mechanics’ lien releases, in statutory form, from Tenant’s contractor and all subcontractors, laborers, materialmen and suppliers used by Tenant with respect to all work in and to the Premises located in the applicable Building; (C) a certificate from Tenant’s architect or space planner, in a form reasonably acceptable to Landlord, certifying that the construction of the Tenant Improvements in the applicable Building has been substantially completed and meets all applicable building codes; (D) a copy of the certificate of occupancy (or similar governmental authorization) for the applicable Building; (E) “as-built” drawings for the Tenant Improvements in the applicable Building, signed by either Tenant’s architect, space planner or contractor, and electronic CAD files from Tenant’s Contractor and all subcontractors; and (F) a final punch list signed off by both Tenant and Landlord and/or their architects. Thereafter, Landlord shall deliver, within fifteen (15) days following Tenant’s delivery of the materials and information required for disbursement thereof in the preceding sentence, a check payable to Tenant in the amount of that portion of the Tenant Allowance requested by Tenant and paid to third parties in connection with the Tenant Improvements for the applicable Building (which amount shall not exceed the portion of the Tenant Allowance provided for such Building as specified in the Basic Lease Information). Landlord’s payment of any portion of the Tenant Allowance shall not be deemed Landlord’s approval any of the Tenant Improvements absent Landlord’s prior approval pursuant to this Work Letter. Landlord’s obligation to disburse the Tenant Allowance for each Building under this Paragraph 9(b) shall expire six (6) months after the Delivery Date for the applicable Building, subject to extension due to Force Majeure, such that Landlord shall not be obligated to provide to Tenant any undisbursed portion of the Tenant Allowance for a Building unless Tenant has delivered to Landlord all documents required above within nine (9) months after the Delivery Date of such BuildingDrawn.

Tenant Allowance. Landlord shall provide Tenant an allowance for each Building the costs (“Allowance Costs”) of constructing the Initial Tenant Work in the Premises for Tenant’s initial occupancy (including, without limitation, the so-called soft costs of architectural and engineering fees and construction management fees set forth below, and costs of the Cabling Work) in an amount not to exceed the sum Tenant Work Allowance set forth in Section 1 of the Basic Lease Information for (such amount sometimes being referred to herein as the “Allowance”). Tenant may requisition not more than [***] percent ([***]%) of the Tenant Work Allowance for the applicable Building architectural fees, engineering fees and other so-called “soft costs” for the Initial Tenant Work incurred by Tenant as described above (collectively, “Tenant’s Soft Construction Costs”). To the extent that the Initial Tenant Work Costs (as defined below) for the Initial Tenant Work exceed the Tenant Work Allowance (all such excess being referred to as the “Excess Tenant AllowanceWork Costs”), to be applied toward Tenant shall pay for the cost entire amount of the following items Excess Tenant Work Costs in respect of the Tenant Improvements in the applicable Building: Architectural and engineering fees, space planning, building permits or other governmental feesaccordance with Paragraph C.8 below, and the cost of labor, materials, contractors fees and overhead, and other charges included in the construction contract for construction of Tenant Improvements, including the contractor’s fee, overhead and general conditions, sales and use taxes, the cost of the builder’s risk insurance during construction and all testing and inspection costs. If Landlord elects to itself construct the Restroom Improvements, Landlord shall make payments to its contractor for the Restroom Improvements as and when such costs are incurred and deduct the amount of such payments from the Tenant Allowance for Building 2 up to the maximum amount stated in Paragraph I of this Work Letternot provide any reimbursement therefor. Landlord shall not be obligated to disburse any remaining portion of the Tenant Allowance attributable to a Building until such time as (i) the Commencement Date solicit bids for the applicable Building has occurred Initial Tenant Work from three (3) reputable general contractors designated by Landlord and reasonably approved by Tenant. Landlord shall promptly supply Tenant has accepted delivery of with such detailed information about bid requests and negotiations with contractors as Tenant may reasonably request, provided that any delays resulting from Tenant’s failure to act within five (5) Business Days upon the Building and made the initial prepayment of Rent with respect information supplied to Tenant by Landlord shall be subject to the applicable portion of provisions on Tenant Delay under Paragraph C.10 below. Landlord will accept the Premises; and (ii) Tenant has delivered to Landlord and Landlord has approvedlowest responsible bid, in Landlord’s reasonable discretion, all good faith determination taking into account (among other things) the assurances of timely performance of the following: (A) invoiceswork, paid receipts and/or related evidence unless Landlord and Tenant reasonably acceptable and mutually determine to select another bidder. The bidder mutually approved by Landlord establishing that and Tenant has paid an amount equal shall be referred to that portion of herein as the “Construction Manager”. Landlord and Tenant Allowance requested by Tenant to third parties shall work together in good faith in connection with the Tenant Improvements in the applicable Building; (B) executed unconditional final mechanics’ lien releases, in statutory form, from Tenant’s contractor and all subcontractors, laborers, materialmen and suppliers used by Tenant with respect to all work in and to the Premises located in the applicable Building; (C) a certificate from Tenant’s architect or space planner, in a form reasonably acceptable to Landlord, certifying that the construction pricing of the Initial Tenant Improvements in the applicable Building has been substantially completed and meets all applicable building codes; (D) a copy Work. Landlord shall notify Tenant of the certificate of occupancy (or similar governmental authorization) for the applicable Building; (E) “astotal fixed-built” drawings for the Tenant Improvements in the applicable Building, signed by either Tenant’s architect, space planner or contractor, and electronic CAD files from Tenant’s Contractor and all subcontractors; and (F) a final punch list signed off by both Tenant and Landlord and/or their architects. Thereafter, Landlord shall deliver, within fifteen (15) days following Tenant’s delivery price construction cost of the materials and information required for disbursement thereof in Initial Tenant Work (including the preceding sentence, a check payable to Tenant in the amount of that portion of the Tenant Allowance requested by Tenant and paid to third parties in connection with the Tenant Improvements for the applicable Building Cabling Work) shown on such Construction Documents (which amount shall not exceed the portion of the Tenant Allowance provided for such Building as specified in the Basic Lease Information“Base Price”). Landlord’s payment of any portion of the Tenant Allowance shall not be deemed Landlord’s approval any of the Tenant Improvements absent Landlord’s prior approval pursuant to this Work Letter. Landlord’s obligation to disburse the Tenant Allowance for each Building under this Paragraph 9(b) shall expire six (6) months after the Delivery Date for the applicable Building, subject to extension due to Force Majeure, such that Landlord shall not be obligated to provide to Tenant any undisbursed portion of the Tenant Allowance for a Building unless Tenant has delivered to Landlord all documents required above within nine (9) months after the Delivery Date of such Building.,

Tenant Allowance. Landlord Tenant shall provide Tenant an allowance for each Building in an amount not to exceed the sum set forth in the Basic Lease Information be responsible for the cost to construct and install the Tenant Allowance for Improvements only to the applicable Building extent that the Cost Statement, taking into account any increases or decreases resulting from any Change Orders, exceeds Seventy Five and No/100 Dollars (collectively, $75.00) per square foot of the Premises (the “Tenant Allowance”). Within five (5) business days following the execution and delivery of this Lease by and between Landlord and Tenant, Landlord shall deposit with First American Title Insurance Company (“Escrow Agent”) an amount equal to the Allowance, such deposit to be applied toward made and such Allowance to be disbursed only in accordance with the terms and conditions of an escrow agreement to be executed by and among Landlord, Tenant and Escrow Agent, the form of which is attached hereto as Exhibit J and made a part hereof. If, following Landlord’s approval (or deemed approval) of the CD’s, the Cost Statement shows that the cost to construct and install the Tenant Improvements will exceed the Allowance, Tenant shall deliver to Landlord, within ten (10) days following Landlord’s written request, an amount equal to one half (1/2) of such excess. During the course of construction and installation of the following items Tenant Improvements, Landlord shall withdraw funds from such escrow deposit solely to pay for the costs of such construction and installation in respect accordance with the Cost Statement, plus the Fee (as defined below). Each withdrawal shall be requested in writing by Landlord and shall be based upon a draw request from the General Contractor as approved by Landlord. A copy of each draw request of Landlord and of the General Contractor shall be provided by Landlord to Tenant concurrently with Landlord’s submittal of a draw request to Escrow Agent. Following Substantial Completion of the Tenant Improvements, Tenant shall pay to Landlord the remaining difference, if any, between the Cost Statement (taking into account any increases or decreases resulting from any Change Orders) and the Allowance within ten (10) days of Landlord’s written request therefor. Tenant’s failure to deliver the payments required in this paragraph shall entitle Landlord to stop the construction and installation of the Tenant Improvements in the applicable Building: Architectural and engineering fees, space planning, building permits or other governmental feesuntil such payment is received, and the cost of laborany resulting delay shall constitute a Tenant Delay (as hereinafter defined) hereunder. In addition, materials, contractors fees and overhead, and other charges included in the construction contract for construction of Tenant Improvements, including the contractor’s fee, overhead and general conditions, sales and use taxes, the cost of the builder’s risk insurance during construction and all testing and inspection costsdelinquent payments shall accrue interest at twelve percent (12%) per annum. If Landlord elects to itself construct the Restroom ImprovementsAllowance exceeds the Cost Statement (taking into account any increases or decreases resulting from any Change Orders), Landlord such savings shall make payments to its contractor for the Restroom Improvements as and when such costs are incurred and deduct the amount of such payments from the Tenant Allowance for Building 2 up to the maximum amount stated in Paragraph I of this Work Letter. Landlord shall not be obligated to disburse any remaining portion of the Tenant Allowance attributable to a Building until such time as (i) the Commencement Date for the applicable Building has occurred and Tenant has accepted delivery of the Building and made the initial prepayment of Rent with respect to the applicable portion of the Premises; and (ii) Tenant has delivered to Landlord and Landlord has approved, in Landlord’s reasonable discretion, all of the following: (A) invoices, paid receipts and/or related evidence reasonably acceptable to Landlord establishing that Tenant has paid an amount equal to that portion of the Tenant Allowance requested by Tenant to third parties in connection with the Tenant Improvements in the applicable Building; (B) executed unconditional final mechanics’ lien releases, in statutory form, from Tenant’s contractor and all subcontractors, laborers, materialmen and suppliers used by Tenant with respect to all work in and to the Premises located in the applicable Building; (C) a certificate from Tenant’s architect or space planner, in a form reasonably acceptable to Landlord, certifying that the construction of the Tenant Improvements in the applicable Building has been substantially completed and meets all applicable building codes; (D) a copy of the certificate of occupancy (or similar governmental authorization) for the applicable Building; (E) “as-built” drawings for the Tenant Improvements in the applicable Building, signed by either Tenant’s architect, space planner or contractor, and electronic CAD files from Tenant’s Contractor and all subcontractors; and (F) a final punch list signed off by both Tenant and Landlord and/or their architects. Thereafter, Landlord shall deliver, within fifteen (15) days following Tenant’s delivery of the materials and information required for disbursement thereof in the preceding sentence, a check payable to Tenant in such manner as Tenant reasonably requests, including, without limitation, as a credit against the amount of that portion of next Monthly Rental Installment(s) due under the Tenant Allowance Lease, or by check. If requested by Tenant and paid to third parties in connection with the Tenant Improvements for the applicable Building (which amount shall not exceed the portion of the Tenant Allowance provided for such Building as specified in the Basic Lease Information). Landlord’s payment form of any portion of the Tenant Allowance shall not be deemed Landlord’s approval any of the Tenant Improvements absent Landlord’s prior approval pursuant to this Work Letter. Landlord’s obligation to disburse the Tenant Allowance for each Building under this Paragraph 9(b) shall expire six (6) months after the Delivery Date for the applicable Building, subject to extension due to Force Majeurea check, such that Landlord check shall not be obligated to provide delivered to Tenant any undisbursed portion of the Tenant Allowance for a Building unless Tenant has delivered to Landlord all documents required above within nine thirty (930) months days after the Delivery Date of such Buildingwritten request from Tenant.

Tenant Allowance. Effective on January 1, 2013, Landlord shall provide Tenant with an allowance of up to $5.00 per rentable square foot of the Remaining Premises (“Improvement Allowance”) to be used for each Building alterations and improvements in an and to the Remaining Premises (“Tenant Improvements”), subject to the following terms and conditions: a. The Improvement Allowance shall be used to pay for the costs incurred by Landlord to perform the Tenant Improvements on Tenant’s behalf, including, but not limited to, architectural and engineering fees, if any, and a construction supervision fee equal to 2% of the hard cost of the Tenant Improvements. If the cost of the Tenant Improvements is less than the maximum Improvement Allowance, Landlord shall retain the excess amount. If the cost of the Tenant Improvements exceeds the Improvement Allowance, then Landlord shall invoice Tenant for the overage, and Tenant shall reimburse Landlord for the overage amount not within 10 business days after Tenant’s receipt of Landlord’s invoice and reasonable documentation to exceed support the sum cost of the Tenant Improvements. All plans, drawings and specifications for the construction and completion of the Tenant Improvements shall be subject to the applicable terms and conditions set forth in the Basic Lease Information and to Landlord’s prior written approval, which shall not be unreasonably withheld; provided, however, that Landlord shall have sole and absolute discretion to grant or deny its approval to any proposed improvements or alterations that would (i) create an unreasonable burden on the load bearing capability of the floor or otherwise affect any structural elements of the Building and/or Premises; (ii) modify or interfere with any Building systems (such as the HVAC system); or (iii) be visible from outside the Premises. Notwithstanding any provision herein to the contrary, except as resulting from Landlord’s delays in connection with Tenant Improvements or delays resulting from force majeure, the Improvement Allowance is only available for Tenant’s use until December 31, 2014. Any portion of the Improvement Allowance not used by December 31, 2014 shall be deemed forfeited by Tenant and shall no longer be available for Tenant’s use. No portion of the Improvement Allowance may be used for the purchase of furniture or other personal property, and there shall be no credit against rent or cash available to Tenant Allowance for the applicable Building (collectively, the “Tenant Allowance”), to be applied toward the cost any unused portion of the following items in respect of Improvement Allowance. b. Notwithstanding the foregoing, Tenant Improvements may use its own contractor to perform any alterations approved by Landlord, provided that: (i) the contractor is properly insured and bonded and holds a valid license in the applicable Building: Architectural State of Tennessee; (ii) the contractor is reputable and engineering feesmeets with Landlord’s prior written approval, space planning, building permits or other governmental fees, which shall not be unreasonably withheld; and (iii) all work performed by the cost of labor, materials, contractors fees contractor is subject to Landlord’s inspection and overhead, and other charges included in reasonable approval. If Tenant uses its own contractor to perform the construction contract for construction of Tenant Improvements, including the contractor’s fee, overhead and general conditions, sales and use taxes, the cost of the builder’s risk insurance during construction and all testing and inspection costs. If Landlord elects to itself construct the Restroom Improvements, Landlord shall make payments to its contractor for the Restroom Improvements as and when such costs are incurred and deduct the amount of such payments from the Tenant Allowance for Building 2 up to the maximum amount stated in Paragraph I of this Work Letter. Landlord shall not be obligated to disburse any remaining portion of pay Tenant the Tenant Improvement Allowance attributable to a Building until such time as (i) Landlord receives the Commencement Date for the applicable Building has occurred and Tenant has accepted delivery of the Building and made the initial prepayment of Rent with respect to the applicable portion of the Premises; and (ii) Tenant has delivered to Landlord and Landlord has approved, in Landlord’s reasonable discretion, all of the followingfollowing from Tenant: (A) invoices, copies of paid receipts and/or related evidence reasonably acceptable to Landlord establishing invoices evidencing that Tenant has paid spent an amount at least equal to that the portion of the Tenant Improvement Allowance requested by Tenant; and (B) final releases of lien from all contractors, subcontractors and materialmen performing any work or providing any materials for the Tenant Improvements, and from any lienors giving notice required under law. Regardless of whether Tenant uses its own contractor to third parties in connection with construct the Tenant Improvements in or elects to have Landlord contract for the applicable Buildingcompletion of the Tenant Improvements, Tenant shall pay Landlord the 2% construction supervision fee referenced above. c. Tenant, at its election, may have the Tenant Improvements completed at any time prior to January 1, 2013; (B) executed unconditional final mechanics’ lien releasesprovided, in statutory formhowever, from Tenant’s contractor and all subcontractors, laborers, materialmen and suppliers used by Landlord shall have no obligation to make the Improvement Allowance available to reimburse Tenant with respect to all work in and to for the Premises located in the applicable Building; (C) a certificate from Tenant’s architect or space planner, in a form reasonably acceptable to Landlord, certifying that the construction cost of the Tenant Improvements in the applicable Building has been substantially completed and meets all applicable building codes; (D) a copy of the certificate of occupancy (or similar governmental authorization) for the applicable Building; (E) “as-built” drawings for the Tenant Improvements in the applicable Buildingprior to January 1, signed by either Tenant’s architect, space planner or contractor, and electronic CAD files from Tenant’s Contractor and all subcontractors; and (F) a final punch list signed off by both Tenant and Landlord and/or their architects. Thereafter, Landlord shall deliver, within fifteen (15) days following Tenant’s delivery of the materials and information required for disbursement thereof in the preceding sentence, a check payable to Tenant in the amount of that portion of the Tenant Allowance requested by Tenant and paid to third parties in connection with the Tenant Improvements for the applicable Building (which amount shall not exceed the portion of the Tenant Allowance provided for such Building as specified in the Basic Lease Information). Landlord’s payment of any portion of the Tenant Allowance shall not be deemed Landlord’s approval any of the Tenant Improvements absent Landlord’s prior approval pursuant to this Work Letter. Landlord’s obligation to disburse the Tenant Allowance for each Building under this Paragraph 9(b) shall expire six (6) months after the Delivery Date for the applicable Building, subject to extension due to Force Majeure, such that Landlord shall not be obligated to provide to Tenant any undisbursed portion of the Tenant Allowance for a Building unless Tenant has delivered to Landlord all documents required above within nine (9) months after the Delivery Date of such Building2013.

Tenant Allowance. Landlord shall provide Tenant an with a cash allowance of $10.00 per rentable square foot and No/100 Dollars ($10.00 per RSF) to be used by Tenant initially to offset costs and expenses incurred in designing and constructing the tenant improvements as contemplated by Section 2 hereof. This allowance shall be paid to Tenant by Landlord following Tenant’s completion of its tenant improvements and within ten (10) business days of Tenant’s submission of (1) paid invoices and final lien waivers, (2) a certificate of substantial completion provided by the project architect, and (3) a certificate of occupancy for the Premises. A minimum of $4.00 per square foot of rentable square feet of the allowance must be used for construction labor and materials in completion of improvements (including, without limitation, the installation of cabling and conduit) to the Premises that, at the end of the Term, must remain and could be reasonably expected to be used by a subsequent tenant. Tenant may utilize up to $6.00 per square foot of rentable square feet of any remainder of the allowance for each Building in an amount not to exceed the sum set forth in the Basic Lease Information for the Tenant Allowance for the applicable Building (collectivelyincluding without limitation, the “Tenant Allowance”)purchase of data center equipment, signage, to be applied toward offset consultant/design costs and relocation costs of Tenant. In the cost of the following items in respect of the Tenant Improvements in the applicable Building: Architectural and engineering fees, space planning, building permits or other governmental fees, and the cost of labor, materials, contractors fees and overhead, and other charges included in the construction contract for construction of Tenant Improvements, including the contractor’s fee, overhead and general conditions, sales and use taxes, the cost of the builder’s risk insurance during construction and all testing and inspection costs. If Landlord elects to itself construct the Restroom Improvements, Landlord shall make payments to its contractor for the Restroom Improvements as and when such costs are incurred and deduct event that the amount of such payments the tenant improvement allowance is not sufficient to offset all of the costs and expenses incurred by Tenant in constructing its tenant improvements (including, without limitation, costs for design, preparation of working drawings, construction labor and materials, electrical usage during construction, janitorial services, signage, fees and related non-ad valorem taxes and insurance), Tenant shall pay any required additional costs and expenses from its own funds. In the Tenant Allowance for Building 2 up to event that the maximum amount stated in Paragraph I of this Work Letter. Landlord shall not be obligated to disburse the tenant improvement allowance exceeds Tenant’s actual cost of Tenant’s initial tenant finish, then any remaining unused portion of the allowance shall continue to remain payable to Tenant Allowance attributable to a Building until such time as (i) the Commencement Date for the applicable Building has occurred and Tenant has accepted delivery of the Building and made the initial prepayment of Rent through March 31, 2007 with respect to the applicable portion of Tenant’s future permitted alterations to the Premises; and (ii) Tenant has delivered to Landlord and Landlord has approved, in Landlord’s reasonable discretion, all of the following: (A) invoices, paid receipts and/or related evidence reasonably acceptable to Landlord establishing that Tenant has paid an amount equal to that portion of the Tenant Allowance requested by Tenant to third parties in connection with the Tenant Improvements in the applicable Building; (B) executed unconditional final mechanics’ lien releases, in statutory form, from Tenant’s contractor and all subcontractors, laborers, materialmen and suppliers used by Tenant with respect to all work in and to the Premises located in the applicable Building; (C) a certificate from Tenant’s architect or space planner, in a form reasonably acceptable to Landlord, certifying that the construction of the Tenant Improvements in the applicable Building has been substantially completed and meets all applicable building codes; (D) a copy of the certificate of occupancy (or similar governmental authorization) for the applicable Building; (E) “as-built” drawings for the Tenant Improvements in the applicable Building, signed by either Tenant’s architect, space planner or contractor, and electronic CAD files from Tenant’s Contractor and all subcontractors; and (F) a final punch list signed off by both Tenant and Landlord and/or their architects. Thereafter, Landlord shall deliver, within fifteen (15) days following Tenant’s delivery of the materials and information required for disbursement thereof in the preceding sentence, a check payable to Tenant in the amount of that portion of the Tenant Allowance requested by Tenant and paid to third parties in connection with the Tenant Improvements for the applicable Building (which amount shall not exceed the portion of the Tenant Allowance provided for such Building as specified in the Basic Lease Information). Landlord’s payment of any portion of the Tenant Allowance shall not be deemed Landlord’s approval any of the Tenant Improvements absent Landlord’s prior approval pursuant to this Work Letter. Landlord’s obligation to disburse the Tenant Allowance for each Building under this Paragraph 9(b) shall expire six (6) months after the Delivery Date for the applicable Building, subject to extension due the terms and conditions applicable to Force Majeurethe allowance under this Lease, such that Landlord shall not including, without limitation, the minimum requirements to be obligated to provide to Tenant any undisbursed portion of the Tenant Allowance used for a Building unless Tenant has delivered to Landlord all documents required above within nine (9) months after the Delivery Date of such Buildingconstruction labor and materials for improvements set forth above.

Tenant Allowance. Effective on July 1, 2018, Landlord shall provide Tenant with an allowance of up to $99,428.87 ("Improvement Allowance") to be used for each Building alterations and improvements in an and to the Remaining Premises ("Tenant Improvements"), subject to the following terms and conditions: a. The Improvement Allowance shall be used to pay for the costs incurred by Landlord to perform the Tenant Improvements on Tenant's behalf, including, but not limited to, architectural and engineering fees, if any, and a construction supervision fee equal to 2% of the hard cost of the Tenant Improvements. If the cost of the Tenant Improvements is less than the maximum Improvement Allowance, Landlord shall retain the excess amount. If the cost of the Tenant Improvements exceeds the Improvement Allowance, then Landlord shall invoice Tenant for the overage, and Tenant shall reimburse Landlord for the overage amount not within 10 business days after Tenant's receipt of Landlord's invoice and reasonable documentation to exceed support the sum cost of the Tenant Improvements. All plans, drawings and specifications for the construction and completion of the Tenant Improvements shall be subject to the applicable terms and conditions set forth in the Basic Lease Information and to Landlord's prior written approval, which shall not be unreasonably withheld; provided, however, that Landlord shall have sole and absolute discretion to grant or deny its approval to any proposed improvements or alterations that would (i) create an unreasonable burden on the load bearing capability of the floor or otherwise affect any structural elements of the Building and/or Premises; (ii) modify or interfere with any Building systems (such as the HVAC system); or (iii) be visible from outside the Premises. Notwithstanding any provision herein to the contrary, except as resulting from Landlord's delays in connection with Tenant Improvements or delays resulting from force majeure, the Improvement Allowance is only available for Tenant's use until December 31, 2019. Any portion of the Improvement Allowance not used by December 31, 2019 shall be deemed forfeited by Tenant and shall no longer be available for Tenant's use. No portion of the Improvement Allowance may be used for the purchase of furniture or other personal property; provided, however, Tenant Allowance for the applicable Building (collectively, the “Tenant Allowance”), to be applied toward the cost may apply any unused portion of the following items in respect Improvement Allowance as a credit against Tenant's Base Rent obligations under the Lease as long as Tenant notifies Landlord of Tenant's election to do so on or before December 31, 2019. b. Notwithstanding the foregoing, Tenant Improvements may use its own contractor to perform any alterations approved by Landlord, provided that: (i) the contractor is properly insured and bonded and holds a valid license in the applicable Building: Architectural State of Tennessee; (ii) the contractor is reputable and engineering feesmeets with Landlord's prior written approval, space planning, building permits or other governmental fees, which shall not be unreasonably withheld; and (iii) all work performed by the cost of labor, materials, contractors fees contractor is subject to Landlord's inspection and overhead, and other charges included in reasonable approval. If Tenant uses its own contractor to perform the construction contract for construction of Tenant Improvements, including the contractor’s fee, overhead and general conditions, sales and use taxes, the cost of the builder’s risk insurance during construction and all testing and inspection costs. If Landlord elects to itself construct the Restroom Improvements, Landlord shall make payments to its contractor for the Restroom Improvements as and when such costs are incurred and deduct the amount of such payments from the Tenant Allowance for Building 2 up to the maximum amount stated in Paragraph I of this Work Letter. Landlord shall not be obligated to disburse any remaining portion of pay Tenant the Tenant Improvement Allowance attributable to a Building until such time as (i) Landlord receives the Commencement Date for the applicable Building has occurred and Tenant has accepted delivery of the Building and made the initial prepayment of Rent with respect to the applicable portion of the Premises; and (ii) Tenant has delivered to Landlord and Landlord has approved, in Landlord’s reasonable discretion, all of the followingfollowing from Tenant: (A) invoices, copies of paid receipts and/or related evidence reasonably acceptable to Landlord establishing invoices evidencing that Tenant has paid spent an amount at least equal to that the portion of the Tenant Improvement Allowance requested by Tenant; and (B) final releases of lien from all contractors, subcontractors and materialmen performing any work or providing any materials for the Tenant Improvements, and from any lienors giving notice required under law. Regardless of whether Tenant uses its own contractor to third parties in connection with construct the Tenant Improvements in or elects to have Landlord contract for the applicable Buildingcompletion of the Tenant Improvements, Tenant shall pay Landlord the 2% construction supervision fee referenced above. c. Tenant, at its election, may have the Tenant Improvements completed at any time prior to July 1, 2018; (B) executed unconditional final mechanics’ lien releasesprovided, in statutory formhowever, from Tenant’s contractor and all subcontractors, laborers, materialmen and suppliers used by Landlord shall have no obligation to make the Improvement Allowance available to reimburse Tenant with respect to all work in and to for the Premises located in the applicable Building; (C) a certificate from Tenant’s architect or space planner, in a form reasonably acceptable to Landlord, certifying that the construction cost of the Tenant Improvements in the applicable Building has been substantially completed and meets all applicable building codes; (D) a copy of the certificate of occupancy (or similar governmental authorization) for the applicable Building; (E) “as-built” drawings for the Tenant Improvements in the applicable Buildingprior to July 1, signed by either Tenant’s architect, space planner or contractor, and electronic CAD files from Tenant’s Contractor and all subcontractors; and (F) a final punch list signed off by both Tenant and Landlord and/or their architects. Thereafter, Landlord shall deliver, within fifteen (15) days following Tenant’s delivery of the materials and information required for disbursement thereof in the preceding sentence, a check payable to Tenant in the amount of that portion of the Tenant Allowance requested by Tenant and paid to third parties in connection with the Tenant Improvements for the applicable Building (which amount shall not exceed the portion of the Tenant Allowance provided for such Building as specified in the Basic Lease Information). Landlord’s payment of any portion of the Tenant Allowance shall not be deemed Landlord’s approval any of the Tenant Improvements absent Landlord’s prior approval pursuant to this Work Letter. Landlord’s obligation to disburse the Tenant Allowance for each Building under this Paragraph 9(b) shall expire six (6) months after the Delivery Date for the applicable Building, subject to extension due to Force Majeure, such that Landlord shall not be obligated to provide to Tenant any undisbursed portion of the Tenant Allowance for a Building unless Tenant has delivered to Landlord all documents required above within nine (9) months after the Delivery Date of such Building2018.

Tenant Allowance. Landlord shall provide Tenant an Lessor will obtain from its new lender, for Lessee’s use in expanding the Improvements, a tenant improvement allowance for each Building in an amount not to exceed the sum set forth in the Basic Lease Information for the Tenant Allowance for the applicable Building amount of Seven Million Four Hundred Thousand Dollars $7,400,000 (collectively, the “Tenant Allowance”). The Allowance shall be made available to Lessee only so long as Lessee is not in default of its obligations under the Lease. Funding of the Allowance shall be made for costs and expenses as generally contemplated in Schedule 2 attached hereto and by this reference made a part hereof (although Lessor and Lessee acknowledge that such Schedule shows general expense categories, is subject to budgeting and planning and may change after the date hereof). Costs and expenses imposed by Lessor’s Assignee in connection with administering and disbursing the Allowance shall be applied toward charged against the Allowance. The Allowance shall be funded through an escrow held by Lessor’s Assignee and contain terms and conditions consistent with reserve and escrow agreements customarily utilized by conduit lenders (i.e., lenders who intend to sell loans through securitization) for such purposes, which terms may include, but are not limited to, any of the following: lien waivers as a condition of payment (or conditioned only upon payment, if approved by Lessor’s Assignee); monthly draws pursuant to a construction budget approved by Lessor’s Assignee; monthly date down endorsements for title, approval of all plans and specifications; collateral assignments of all material contracts and warranties relating to the Lessee’s Alteration and/or expansion, zoning approvals and similar requirements customarily imposed by construction lenders or lenders in general with respect to new construction, but in no event shall Lessee be required to provide a completion guaranty. If the cost of the following items in respect of Lessee’s Alterations (including any associated changes to the Tenant existing Improvements resulting from Insurance or Legal Requirements, which shall, anything contained in the applicable Building: Architectural Lease to the contrary notwithstanding, be performed by Lessee at its sole cost and engineering feesexpense) exceeds the Allowance, space planning, building permits or other governmental fees, and the cost of labor, materials, contractors fees and overhead, and other charges included then anything contained in the construction contract for construction of Tenant Improvements, including the contractor’s fee, overhead and general conditions, sales and use taxes, the cost of the builder’s risk insurance during construction and all testing and inspection costs. If Landlord elects to itself construct the Restroom Improvements, Landlord shall make payments to its contractor for the Restroom Improvements as and when such costs are incurred and deduct the amount of such payments from the Tenant Allowance for Building 2 up Lease to the maximum amount stated in Paragraph I of this Work Letter. Landlord contrary notwithstanding, Lessee shall not be obligated to disburse solely responsible for any remaining portion of the Tenant Allowance attributable to a Building until such time as (i) the Commencement Date for the applicable Building has occurred all costs and Tenant has accepted delivery of the Building and made the initial prepayment of Rent with respect to the applicable portion of the Premises; and (ii) Tenant has delivered to Landlord and Landlord has approved, in Landlord’s reasonable discretion, all of the following: (A) invoices, paid receipts and/or related evidence reasonably acceptable to Landlord establishing that Tenant has paid an amount equal to that portion of the Tenant Allowance requested by Tenant to third parties in connection with the Tenant Improvements in the applicable Building; (B) executed unconditional final mechanics’ lien releases, in statutory form, from Tenant’s contractor and all subcontractors, laborers, materialmen and suppliers used by Tenant with respect to all work in and to the Premises located in the applicable Building; (C) a certificate from Tenant’s architect or space planner, in a form reasonably acceptable to Landlord, certifying that the construction of the Tenant Improvements in the applicable Building has been substantially completed and meets all applicable building codes; (D) a copy of the certificate of occupancy (or similar governmental authorization) for the applicable Building; (E) “as-built” drawings for the Tenant Improvements in the applicable Building, signed by either Tenant’s architect, space planner or contractor, and electronic CAD files from Tenant’s Contractor and all subcontractors; and (F) a final punch list signed off by both Tenant and Landlord and/or their architects. Thereafter, Landlord shall deliver, within fifteen (15) days following Tenant’s delivery of the materials and information required for disbursement thereof in the preceding sentence, a check payable to Tenant in the amount of that portion of the Tenant Allowance requested by Tenant and paid to third parties in connection with the Tenant Improvements for the applicable Building (which amount shall not exceed the portion of the Tenant Allowance provided for such Building as specified in the Basic Lease Information). Landlord’s payment of any portion of the Tenant Allowance shall not be deemed Landlord’s approval any of the Tenant Improvements absent Landlord’s prior approval pursuant to this Work Letter. Landlord’s obligation to disburse the Tenant Allowance for each Building under this Paragraph 9(b) shall expire six (6) months after the Delivery Date for the applicable Building, subject to extension due to Force Majeure, such that Landlord shall not be obligated to provide to Tenant any undisbursed portion of the Tenant Allowance for a Building unless Tenant has delivered to Landlord all documents required above within nine (9) months after the Delivery Date of such Buildingexpenses therefor.

Tenant Allowance. Landlord shall provide Tenant an allowance as set for each Building in an amount not to exceed the sum set forth in the Basic Lease Information for the Tenant Allowance for the applicable Building (collectively, the “"Tenant Allowance”), to be applied toward ") for the cost of the following items in respect of the Tenant Improvements in the applicable BuildingImprovements: Architectural and engineering fees, space planning, building permits or other governmental fees, and the cost of labor, materials, contractors fees and overhead, labor materials and other charges included in the construction contract for construction of Tenant Improvements. Tenant shall be allowed to request monthly draws against such allowance. Such requests shall include the following items: (a) copy of contract (each contract need be submitted only once), including (b) invoice reflecting no more than the contractor’s fee, overhead and general conditions, sales and use taxes, portion of the cost of the builder’s risk insurance during construction and all testing and inspection costs. If Landlord elects to itself construct the Restroom Improvementswhich has been completed, Landlord shall make payments to its contractor for the Restroom Improvements as and when such costs are incurred and deduct the amount of such payments less a 10% holdback/retention, (c) conditional lien releases from the Tenant Allowance for Building 2 up to the maximum amount stated in Paragraph I of this Work Lettergeneral contractor and subcontractors. Landlord shall not be obligated to disburse any remaining portion hold back the last 10% of the Tenant Allowance attributable to a Building until such time as (i) the Commencement Date for the applicable Building has occurred and Tenant has accepted delivery of the Building and made the initial prepayment of Rent with respect to the applicable portion of the Premises; and (ii) Tenant Xxxxxx has delivered the following items to Landlord and Landlord has approved, in Landlord’s reasonable discretion, all of the following: (Aa) invoices, paid receipts and/or related evidence reasonably acceptable to Landlord establishing that Tenant has paid an amount equal to that portion of the Tenant Allowance requested by Tenant to third parties in connection with the Tenant Improvements in the applicable Building; (B) executed unconditional final mechanics’ lien releases, in statutory form, from Tenant’s contractor and all subcontractors, laborers, materialmen and suppliers used by Tenant with respect to all work in and to the Premises located in the applicable Building; (C) a certificate from Tenant’s architect or space planner, in a form reasonably acceptable to Landlord, certifying that the construction of the Tenant Improvements in the applicable Building has been substantially completed and meets all applicable building codes; (D) a copy of the certificate of occupancy (or similar governmental authorization) for the applicable Building; (E) “as-built” drawings for the Tenant Improvements in the applicable Building, signed by either Tenant’s architect, space planner or contractor, and electronic CAD files from Tenant’s Contractor and all subcontractors; and (F) a final punch list signed off by both Tenant Xxxxxx and Landlord and/or their architects, (b) written certification from Xxxxxx's architect and contractor that the work is complete and meets all applicable building codes, and (c) a final conditional lien release (IE. Thereafter, the final amount due to all of Xxxxxx's contractor) reflecting an amount of no more than the amount to be paid by Landlord. Tenant shall cooperate with the schedule of Landlord' s construction lender and Landlord shall deliveruse reasonable efforts to insure that such amounts are paid promptly. EXHIBIT "C" -------------------------------------------------------------------------------- RULES AND REGULATIONS 1. Sidewalks, within fifteen (15) days following Tenant’s delivery of the materials halls, passages, exits, entrances, elevators, escalators and information required for disbursement thereof in the preceding sentence, a check payable to Tenant in the amount of that portion of the Tenant Allowance requested by Tenant and paid to third parties in connection with the Tenant Improvements for the applicable Building (which amount shall not exceed the portion of the Tenant Allowance provided for such Building as specified in the Basic Lease Information). Landlord’s payment of any portion of the Tenant Allowance stairways shall not be deemed Landlord’s approval obstructed by Tenant or used by Tenant for any purpose other than for ingress to and egress from the Premises. The halls, passages, exits, entrances, elevators and stairways are not for the use of the general public and Landlord shall in all cases retain the right to control and prevent access thereto by all persons whose presence, in the judgment of Landlord, shall be prejudicial to the safety, character, reputation and interests of the Building and its tenants, provided that nothing herein contained shall be construed to prevent such access to persons with whom Tenant Improvements absent Landlord’s prior approval pursuant to this Work Letternormally deals in the ordinary course of Tenant's business unless such persons are engaged in illegal activities. Landlord’s obligation to disburse Tenant, and Tenant's employees or invitees, shall not go upon the Tenant Allowance for each Building under this Paragraph 9(b) shall expire six (6) months after roof of the Delivery Date for the applicable Building, subject except as authorized by Landlord and except as necessary for Tenant to extension due to Force Majeure, such that Landlord shall not be obligated to provide to Tenant any undisbursed portion of perform its obligations under the Tenant Allowance for a Building unless Tenant has delivered to Landlord all documents required above within nine (9) months after the Delivery Date of such BuildingLease.

Tenant Allowance. Landlord shall provide Tenant an allowance for each Building a Work Allowance in an amount not to exceed the sum set forth in the Basic Lease Information for the Tenant Allowance for the applicable Building (collectively, the “Tenant Allowance”), to be applied toward the cost of the following items in respect of the Tenant Improvements in the applicable Building: Architectural and engineering fees, space planning, building permits or other governmental fees, and the cost of labor, materials, contractors fees and overhead, and other charges included in the construction contract for construction of Tenant Improvements, including the contractor’s fee, overhead and general conditions, sales and use taxes, the cost of the builder’s risk insurance during construction and all testing and inspection costs. If Landlord elects to itself construct the Restroom Improvements, Landlord shall make payments to its contractor for the Restroom Improvements as and when such costs are incurred and deduct the amount of such payments from $159,830.00 to be paid in accordance with the Tenant Allowance for Building 2 up to the maximum amount stated in Paragraph I provisions of this Work LetterParagraph C3 with the balance, if any, at the election of Tenant being taken as a credit against rent due under the Lease or being paid in cash. Landlord agrees to disburse the Work Allowance to Tenant in two (2) installments. The first installment shall be paid on October 31, 1996 and shall not exceed the aggregate of all approved requisitions submitted to Landlord on or before October 15, 1996. The second installment shall be obligated paid within fifteen (15) business days after receipt of Tenant's requisition, a final certificate of occupancy and a certificate from Tenant's architect certifying to disburse any remaining portion of the Tenant Allowance attributable Landlord that all work has been completed in accordance with Tenant's Plan. Attached to a Building until such time as each requisition shall be (i) the Commencement Date for the applicable Building has occurred and Tenant has accepted delivery of the Building and made the initial prepayment of Rent with respect to the applicable portion of the Premises; and (ii) Tenant has delivered to Landlord and Landlord has approved, in Landlord’s reasonable discretion, all of the following: (A) invoices, paid receipts and/or related evidence reasonably acceptable to Landlord establishing that Tenant has paid an amount equal to that portion of the Tenant Allowance requested by Tenant to third parties in connection with the Tenant Improvements in the applicable Building; (B) executed unconditional final mechanics’ lien releases, in statutory form, from Tenant’s contractor and all subcontractors, laborers, materialmen and suppliers used by Tenant with respect to all work in and to the Premises located in the applicable Building; (C) a certificate from Tenant’s 's architect or space planner, in a form reasonably acceptable to Landlord, certifying that the construction of the Tenant Improvements in the applicable Building work described on Tenant's requisition has been substantially completed in accordance with Tenant's Plan, (ii) copies of all bills submitted by the contractors, subcontractors, suppliers and meets all applicable building codes; (D) a copy of the certificate of occupancy (or similar governmental authorization) materialmen for the applicable Building; (E) “as-built” drawings for work described on the Tenant Improvements in the applicable Building, signed by either Tenant’s architect, space planner or contractorrequisition, and electronic CAD files (iii) lien waivers from Tenant’s Contractor all contractors, suppliers and all subcontractors; and (F) a final punch list signed off by both Tenant and Landlord and/or their architects. Thereaftermaterialmen who performed work, Landlord shall deliver, within fifteen (15) days following Tenant’s delivery of the furnished services or provided materials and information required for disbursement thereof in the preceding sentence, a check payable to Tenant in the amount of that portion of the Tenant Allowance requested by Tenant and paid to third parties supplies in connection with the Tenant Improvements for immediately preceding requisition. Landlord shall have the applicable Building (which amount shall not exceed the right to refuse to pay all or any portion of a requisition if Landlord determines that the Tenant Allowance provided for such Building as specified work described thereon has not been completed, has not been completed in a good and workmanlike manner or has not been completed in accordance with Tenant's Plan. Landlord shall deduct from each of the Basic Lease Informationpayments an amount equal to the cost of Landlord's Contract Manager incurred on or before said payment, subject, however, to the limitation set forth in Paragraph C 1(g). Landlord’s payment 's Contract Manager shall make periodic inspections of the Premises during construction and at completion. If, during any inspection of the work, Landlord's Contract Manager discovers any problems with the work or has any objections to the work, Landlord shall advise Tenant of any portion such problems or objections within a reasonable period of time after such inspection. After Landlord's inspection and upon completion of all Tenant's Work and issuance of a permanent Certificate of Occupancy and upon Tenant's presenting satisfactory evidence to Landlord of actual payments of cost of Tenant's work, Landlord will pay the second (and final) installment of the Tenant Allowance shall not be deemed Landlord’s approval any of the Tenant Improvements absent Landlord’s prior approval pursuant to this Work Letter. Landlord’s obligation to disburse the Tenant Allowance for each Building under this Paragraph 9(b) shall expire six (6) months after the Delivery Date for the applicable Building, subject to extension due to Force Majeure, such that Landlord shall not be obligated to provide to Tenant any undisbursed portion of the Tenant Allowance for a Building unless Tenant has delivered to Landlord all documents required above within nine (9) months after the Delivery Date of such BuildingAllowance.

Tenant Allowance. Landlord shall provide Tenant an allowance for each Building in an amount not to exceed the sum ("Tenant Allowance") as set forth in the Basic Lease Information for the Tenant Allowance for the applicable Building (collectively, the “Tenant Allowance”), to be applied toward the cost of the following items in respect of the Tenant Improvements (after deducting therefrom the costs for design and construction of the Modified Core Improvements, which shall be paid by Landlord as provided in the applicable Building: Paragraph 3): Architectural and engineering fees, space planning, building permits or other governmental fees, and the cost of labor, materials, contractors fees and overhead, and other charges included in the construction contract for construction of Tenant Improvements. Promptly after Landlord's approval of Tenant's Plans and Tenant's Contractor's execution of the Construction Contract, Tenant shall provide Landlord with a detailed breakdown of the final costs to be incurred or which have been incurred in connection with the design and construction of the Tenant Improvements, including all amounts payable under the contractor’s feeConstruction Contract (the "Final Costs"), overhead and general conditions, sales and use taxes, which Final Costs shall equal or exceed the cost sum of Twenty-Three Dollars ($23) per rentable square foot of the builder’s risk insurance during construction and all testing and inspection costsRentable Area of the Premises plus the undisbursed portion of the Tenant Allowance. If Landlord elects On or before the first day of each calendar month, Tenant shall be allowed to itself construct the Restroom Improvements, Landlord shall make payments to its contractor for the Restroom Improvements as and when such costs are incurred and deduct the amount of such payments from request monthly draws against the Tenant Allowance for Building 2 up the "Allowance Share" (as defined below) of the costs related to the maximum amount stated construction of the Tenant Improvements, which draw requests shall include the following items: (a) a copy of the construction contract for the Tenant Improvements and any relevant subcontracts (each contract and subcontract need be submitted only once); (b) a request for payment of Tenant's Contractor, approved by Tenant, in Paragraph I a form reasonably acceptable to Landlord, showing the schedule, by trade, or percentage of this Work Letter. Landlord shall not be obligated to disburse any remaining completion of the Tenant Improvements in the Premises, and detailing the portion of the Tenant Allowance attributable to a Building until such time as (i) work completed, and the Commencement Date for the applicable Building has occurred portion not completed, together with receipts and Tenant has accepted delivery of the Building and made the initial prepayment of Rent with respect to the applicable portion of the Premises; and (ii) Tenant has delivered to Landlord and Landlord has approved, in Landlord’s reasonable discretion, all of the following: (A) invoices, paid receipts and/or related evidence reasonably acceptable to Landlord establishing that Tenant has paid an amount equal to that portion of all amounts covered by such request for payment other than the Tenant Allowance requested by Tenant to third parties in connection with the Tenant Improvements in the applicable BuildingShare; (Bc) executed unconditional final mechanics’ lien releases, in statutory form, invoices and paid receipts from Tenant’s contractor 's Contractor and all subcontractors, laborers, materialmen and suppliers used by Tenant with respect to all work in (collectively, "Tenant's Agents") for labor rendered and materials delivered to the Premises located in that are not covered by the applicable Building; (C) a certificate request for payment from Tenant’s architect or space planner, in a form reasonably acceptable to Landlord, certifying that the construction of the Tenant Improvements in the applicable Building has been substantially completed and meets all applicable building codes; (D) a copy of the certificate of occupancy (or similar governmental authorization) for the applicable Building; (E) “as-built” drawings for the Tenant Improvements in the applicable Building, signed by either Tenant’s architect, space planner or contractor, and electronic CAD files from Tenant’s Contractor and all subcontractors; and (F) a final punch list signed off by both Tenant and Landlord and/or their architects. Thereafter, Landlord shall deliver, within fifteen (15) days following Tenant’s delivery of the materials and information required for disbursement thereof in the preceding sentence, a check payable to Tenant in the amount of that portion of the Tenant Allowance requested by Tenant and paid to third parties in connection with the Tenant Improvements for the applicable Building (which amount shall not exceed the portion of the Tenant Allowance provided for such Building as specified in the Basic Lease Information). Landlord’s payment of any portion of the Tenant Allowance shall not be deemed Landlord’s approval any of the Tenant Improvements absent Landlord’s prior approval pursuant to this Work Letter. Landlord’s obligation to disburse the Tenant Allowance for each Building under this Paragraph 9(b) shall expire six (6) months after the Delivery Date for the applicable Building, subject to extension due to Force Majeure, such that Landlord shall not be obligated to provide to Tenant any undisbursed portion of the Tenant Allowance for a Building unless Tenant has delivered to Landlord all documents required above within nine (9) months after the Delivery Date of such Building.'s Contractor;

Tenant Allowance. Provided no default exists under ---------------- this Lease, Landlord shall provide pay Tenant an allowance for each Building in an amount not to exceed the sum set forth in the Basic Lease Information as Landlord's contribution for the Tenant Allowance for the applicable Building (collectively, the “Tenant Allowance”), to be applied toward the cost costs of the following items in respect construction of the Tenant Improvements in Work a sum equal to ONE HUNDRED FIFTY THOUSAND AND NO/100 ($150,000.00) DOLLARS ("Tenant Allowance"). The cost of all work necessary to construct the applicable Building: Architectural Tenant's Work (including, but not limited to, all labor, material, permits) and to pay architectural fees, permit fees and engineering feesfees shall, space planningsubject to the Tenant's Allowance, building permits or other governmental fees, and be the cost of labor, materials, contractors fees and overhead, and other charges included in the construction contract for construction of Tenant Improvements, including the contractor’s fee, overhead and general conditions, sales and use taxes, the cost responsibility of the builder’s risk insurance during construction and all testing and inspection costsTenant. If The Tenant's Allowance shall be paid in installments by the Landlord elects to itself construct the Restroom Improvements, Landlord shall make payments to its contractor for the Restroom Improvements as and when such costs are incurred and deduct the amount of such payments from the Tenant Allowance for Building 2 up to the maximum amount stated in Paragraph I Tenant's Contractor as the Work progresses within ten (10) days of this Work Letter. Landlord shall not be obligated to disburse any remaining portion Tenant's presentation of the Tenant Allowance attributable to a Building until such time as reasonable documentation evidencing (i) the Commencement Date amounts due, in relation to the work, to the general contractor and any subcontractors and materialmen, including, but not limited to, general contractor's statement and partial and final lien waivers, as the case may be, covering all Work for which the applicable Building has occurred Tenant is requesting payment; (ii) the percentage of the Work completed; (iii) a sworn statement from Tenant setting forth in detail all contractors and material suppliers with whom Tenant has accepted delivery contracted, their addresses, work or materials to be furnished, amounts of contracts, amounts paid to date, amounts of current payments and balances due; and (iv) a report by the person or entity that prepared the Tenant's Plans certifying that the Tenant's Work has been completed and materials are in place as indicated by the request for payment of Tenant's Contractor. Tenant shall be responsible for obtaining and submitting to Landlord all documentation reasonably required by the Landlord in relation to Tenant's Allowance draw requests made by Tenant. Tenant's Allowance draw amounts shall never exceed, in the aggregate, the lesser of: (i) the remaining unpaid amount of the Building Tenant's Allowance, or (ii) that amount equal to ninety percent (90%) of the cost of all Tenant's Work completed in accordance with the Tenant's Plans, as evidenced by the documentation furnished with such request (including lien waivers). The ten percent (10%) of the cost of Tenant's Work not disbursed ("Holdback") shall be disbursed to Tenant's Contractor with the final payment for Tenant's Work, which shall include any amounts to be paid by Tenant in excess of the Tenant Allowance. The disbursement of the Tenant's Allowance and any additional funds due from Tenant shall be made through a construction escrow ("Construction Escrow") established with Chicago Title Insurance Company ("Escrowee"). The parties shall execute a standard form of construction escrow agreement utilized by the initial prepayment of Rent Escrowee with such revisions thereto as may be necessary to conform to the provisions hereof. The parties, Tenant's Contractor and all subcontractors shall furnish to the Escrowee such other documents, information and undertakings as may be reasonably requested by the Escrowee to enable it to advise Landlord and Tenant, with respect to the applicable periodic disbursement made through the construction escrow, that all statements and lien waivers are in proper form for the purpose of releasing and waiving any and all rights to file mechanics lien claims against the Premises or any portion thereof and that there are no liens of public record. Landlord shall fund the Tenant's Allowance into the Construction Escrow periodically by the transfer of funds upon approval of documents submitted in connection with each construction draw and upon the Escrowee's determination, with respect to the periodic disbursements made through the construction escrow, that it is prepared to advise Landlord that all statements and lien waivers are in proper form for the purpose of releasing and waiving any and all rights to file mechanics lien claims against the Premises or any portion thereof and that there are no liens of public record through the date of disbursement of funds. All costs of Tenant's Work in excess of the Premises; and (ii) Tenant's Allowance shall be paid by Tenant and, if at any time during the course of completion of Tenant's Work the total unpaid cost of completing Tenant's Work as indicated by any of the sworn statements provided hereunder exceeds the balance of the Tenant's Allowance, Landlord need not make further disbursements of Tenant's Allowance until Tenant has delivered deposited in the Construction Escrow the sum necessary, along with the balance of the Tenant's Allowance, to make all available funds equal to the unpaid cost of construction or has paid such excess costs directly. The final payment for the Tenant's Work (inclusive of the entire Holdback) shall not be made until the architect who prepared the Tenant's Plans shall have certified to Landlord and Landlord Tenant that the Tenant's Work is substantially complete in accordance with the Tenant's Plans, any applicable certificate of occupancy or other governmental license or permit has approved, in Landlord’s reasonable discretionbeen issued, all final waivers of lien have been deposited with the following: (A) invoices, paid receipts and/or related evidence reasonably acceptable Escrowee and the Escrowee is prepared to advise Landlord establishing that Tenant has paid an amount equal there are no liens of public record resulting from the Tenant's Work and is prepared to that portion issue a date-down endorsement to Landlord's then existing Title Insurance Policy issued by Chicago Title Insurance Company free of the Tenant Allowance requested by Tenant any exceptions relating to third parties Tenant's Work. The payment for expenses incurred in connection with the Tenant Improvements in the applicable Building; (B) executed unconditional final mechanics’ lien releases, in statutory form, from Tenant’s contractor Construction Escrow and all subcontractors, laborers, materialmen and suppliers used by Tenant with respect to all work in and to the Premises located in the applicable Building; (C) a certificate from Tenant’s architect or space planner, in a form reasonably acceptable to Landlord, certifying that the construction issuance of the Tenant Improvements in Title Insurance Policy date-down endorsement shall be paid from the applicable Building has been substantially completed and meets all applicable building codes; (D) a copy Tenant's Allowance as an element of the certificate cost of occupancy (or similar governmental authorization) for the applicable Building; (E) “as-built” drawings for the Tenant Improvements in the applicable Building, signed by either Tenant’s architect, space planner or contractor, and electronic CAD files from Tenant’s Contractor and all subcontractors; and (F) a final punch list signed off by both Tenant and Landlord and/or their architects. Thereafter, Landlord shall deliver, within fifteen (15) days following Tenant’s delivery of the materials and information required for disbursement thereof in the preceding sentence, a check payable to Tenant in the amount of that portion of the Tenant Allowance requested by Tenant and paid to third parties in connection with the Tenant Improvements for the applicable Building (which amount shall not exceed the portion of the Tenant Allowance provided for such Building as specified in the Basic Lease Information). Landlord’s payment of any portion of the Tenant Allowance shall not be deemed Landlord’s approval any of the Tenant Improvements absent Landlord’s prior approval pursuant to this Work Letter. Landlord’s obligation to disburse the Tenant Allowance for each Building under this Paragraph 9(b) shall expire six (6) months after the Delivery Date for the applicable Building, subject to extension due to Force Majeure, such that Landlord shall not be obligated to provide to Tenant any undisbursed portion of the Tenant Allowance for a Building unless Tenant has delivered to Landlord all documents required above within nine (9) months after the Delivery Date of such Building's Work.

Tenant Allowance. The costs of the Tenant Improvements shall be the sole responsibility of Tenant. Notwithstanding the foregoing, however, Landlord shall provide Tenant with an allowance of $806,409.10, calculated at $30.10 per rentable square foot of the Premises (the “Allowance”). Additionally Landlord shall be responsible, at its sole cost, for each Building in an amount not installing fiber optic lines sufficient for Tenant’s business operations (which costs exceeding $3,000.00 shall be deducted from the Allowance). Landlord shall complete such work on or before the Commencement Date and if Landlord fails to exceed do so, Tenant may complete such work and deduct all costs incurred by Tenant from Rent. Landlord shall be entitled to retain a portion of the sum set forth in Allowance to pay all costs and expenses directly incurred by Landlord for the Basic Lease Information review of all plans and specifications for the Tenant Allowance for Improvements, which shall not exceed $2,000 (the applicable Building (collectively“Review Fees”). After deduction of the Review Fees, the “Tenant Allowance”), to be applied toward the cost of the following items in respect of the Tenant Improvements in the applicable Building: Architectural and engineering fees, space planning, building permits or other governmental fees, and the cost of labor, materials, contractors fees and overhead, and other charges included in the construction contract for construction of Tenant Improvements, including the contractor’s fee, overhead and general conditions, sales and use taxes, the cost of the builder’s risk insurance during construction and all testing and inspection costs. If Landlord elects to itself construct the Restroom Improvements, Landlord shall make payments to its contractor for the Restroom Improvements as and when such costs are incurred and deduct the amount of such payments from the Tenant Allowance for Building 2 up to the maximum amount stated in Paragraph I of this Work Letter. Landlord shall not be obligated to disburse any remaining portion of the Allowance may be used as follows: upon receipt of paid receipt invoices, lien waivers, and any other information or documentation reasonably requested by Landlord, Landlord shall reimburse Tenant from the Allowance attributable to a Building until such time as for the Reimbursables. For purposes of this Section 17.1.3, “Reimbursables” shall mean Tenant’s actual costs relating to: (i) the Commencement Date for the applicable Building has occurred and Tenant has accepted delivery construction of the Building Tenant Improvements; (ii) wiring and made the initial prepayment cabling of Rent with respect to the applicable portion of the Premisestelephone, computer, and voice/data systems; (iii) systems and furniture installation; (iv) architectural and design plans; and (iiv) Tenant has delivered permits, licenses, and other fees relative to Landlord and Landlord has approved, in Landlord’s reasonable discretion, all of the following: (A) invoices, paid receipts and/or related evidence reasonably acceptable to Landlord establishing that Tenant has paid an amount equal to that portion of the Tenant Allowance requested by Tenant to third parties in connection with the Tenant Improvements in the applicable Building; (B) executed unconditional final mechanics’ lien releases, in statutory form, from Tenant’s contractor and all subcontractors, laborers, materialmen and suppliers used by Tenant with respect to all work in and to the Premises located in the applicable Building; (C) a certificate from Tenant’s architect or space planner, in a form reasonably acceptable to Landlord, certifying that the construction of the Tenant Improvements in Improvements. If the applicable Building has been substantially completed and meets all applicable building codes; (D) a copy cost of the certificate of occupancy (or similar governmental authorization) for the applicable Building; (E) “as-built” drawings for the Tenant Improvements in exceeds the applicable BuildingAllowance, signed by either Tenant shall have sole responsibility for the payment of such excess cost. If the cost of the Tenant’s architectImprovements is less than the Allowance, space planner or contractor, and electronic CAD files from Tenant’s Contractor and all subcontractors; and (F) a final punch list signed off by both Tenant and Landlord and/or their architects. Thereafter, Landlord shall deliver, within fifteen (15) days following Tenant’s delivery of the materials and information required for disbursement thereof in the preceding sentence, a check payable to Tenant in the amount of that portion of the Tenant Allowance requested by Tenant and paid to third parties in connection with the Tenant Improvements for the applicable Building (which amount shall not exceed the portion of the Tenant Allowance provided be entitled to any payment or credit for such Building as specified in excess amount. To the Basic Lease Information). Landlord’s payment of extent any portion of the Tenant Allowance shall has not be deemed Landlord’s approval any of the Tenant Improvements absent Landlord’s prior approval pursuant to this Work Letter. Landlord’s obligation to disburse the Tenant Allowance for each Building under this Paragraph 9(b) shall expire six (6) months after the Delivery Date for the applicable Building, subject to extension due to Force Majeure, such that Landlord shall not be obligated to provide been advanced to Tenant any undisbursed by April, 30, 2008, the remaining portion of the Allowance as of said date shall be forfeited to Landlord, and Tenant Allowance shall be solely responsible for a Building unless the costs of any Tenant has delivered to Landlord all documents required above within nine (9) months Improvements on and after the Delivery Date of such Buildingsaid date.

Tenant Allowance. Subject to the terms and conditions of the Amendment and this Work Letter, Landlord shall provide will contribute a one-time improvement allowance against reimbursement of Tenant’s payment of those certain costs of the Tenant an allowance for each Building Improvements expressly provided below in this Section 5(a), in an amount not to exceed up to, but in no event exceeding in total aggregate Twenty One Dollars ($21.00) per leasable square foot of the sum set forth in the Basic Lease Information for the Tenant Allowance for the applicable Building Premises which is Seven Hundred Eighty Six Thousand Eight Hundred Seventy Dollars (collectively$786,870.00), such amount being the “Tenant Allowance”), to be applied toward the cost of the following items in respect of the Tenant Improvements in the applicable Building: Architectural and engineering fees, space planning, building permits or other governmental fees, and the cost of labor, materials, contractors fees and overhead, and other charges included in the construction contract for construction of Tenant Improvements, including the contractor’s fee, overhead and general conditions, sales and use taxes, the cost of the builder’s risk insurance during construction and all testing and inspection costs. If Landlord elects to itself construct the Restroom Improvements, Landlord shall make payments to its contractor for the Restroom Improvements as and when such costs are incurred and deduct the amount of such payments from the Tenant Allowance for Building 2 up to the maximum amount stated in Paragraph I of this Work Letter. Landlord shall not be obligated to disburse any remaining No portion of the Tenant Allowance attributable to a Building until such time as (i) the Commencement Date shall be Lease – 6th Amd 016 used for the applicable Building has occurred any other purposes and Tenant has accepted delivery of the Building and made the initial prepayment of Rent with respect shall have no right at any time to the applicable portion of the Premises; and (ii) Tenant has delivered to Landlord and Landlord has approvedany credit, in Landlord’s reasonable discretiondeduction, all of the following: (A) invoices, paid receipts and/or related evidence reasonably acceptable to Landlord establishing that Tenant has paid an amount equal to that portion of the Tenant Allowance requested by Tenant to third parties in connection with the Tenant Improvements in the applicable Building; (B) executed unconditional final mechanics’ lien releases, in statutory form, from Tenant’s contractor and all subcontractors, laborers, materialmen and suppliers used by Tenant with respect to all work in and to the Premises located in the applicable Building; (C) a certificate from Tenant’s architect payment or space planner, in a form reasonably acceptable to Landlord, certifying that the construction of the Tenant Improvements in the applicable Building has been substantially completed and meets all applicable building codes; (D) a copy of the certificate of occupancy (or similar governmental authorization) for the applicable Building; (E) “as-built” drawings for the Tenant Improvements in the applicable Building, signed by either Tenant’s architect, space planner or contractor, and electronic CAD files from Tenant’s Contractor and all subcontractors; and (F) a final punch list signed off by both Tenant and Landlord and/or their architects. Thereafter, Landlord shall deliver, within fifteen (15) days following Tenant’s delivery of the materials and information required for disbursement thereof in the preceding sentence, a check payable to Tenant in the amount of that portion of the Tenant Allowance requested by Tenant and paid to third parties in connection with the Tenant Improvements for the applicable Building (which amount shall not exceed the portion of the Tenant Allowance provided for such Building as specified in the Basic Lease Information). Landlord’s payment use of any portion of the Tenant Allowance shall not be deemed Landlord’s approval any of the Tenant Improvements absent Landlord’s prior approval pursuant to except as expressly provided in this Work Letter. Landlord’s obligation to disburse In no event shall the total amount payable by Landlord under this Work Letter exceed the Tenant Allowance for each Building under this Paragraph 9(b) shall expire six (6) months after the Delivery Date except for the applicable Buildingamounts that may become payable by Landlord, subject if any, in accordance with Section 5(c) below. Below are the costs which may be reimbursed from the Tenant Allowance subject, however, to extension due to Force Majeurethe terms and conditions of the Amendment and this Work Letter (including, such without limitation, those provisions that Landlord shall not be obligated to provide to Tenant any undisbursed portion exclude or disallow the use or application of the Tenant Allowance): (i) The reasonable cost of preparing the Space Plans and the Final Plans, as approved by Landlord. However, the Tenant Allowance will not be used for a Building unless payments to any designers or architects other than Tenant’s Architect, and if Landlord elects, Landlord’s architect; (ii) Governmental plan check, permit and license fees necessary for construction of the Tenant has delivered improvements. (iii) The reasonable costs of the following to Landlord all documents required above within nine (9) months after the Delivery Date of such Building.extent they comprise the Tenant Improvements included in the Final Plans as approved by Landlord:

Tenant Allowance. (a) Landlord shall hereby agrees to provide to Tenant an allowance for each Building in an amount not (the "Tenant Allowance") equal to exceed the sum set forth of (i) $30.00 per square foot of Net Rentable Area in the Basic Lease Information Initial Premises (the "Initial Allowance") and (ii) if requested by Tenant in writing not less than ninety (90) days prior to the commencement of construction of the Initial Tenant Improvements, up to an additional $5.00 per square foot of Net Rentable Area in the Initial Premises (the "Additional Allowance"), in which event Tenant's annual Base Rental shall be increased by the amount necessary to amortize the Additional Allowance over the Term at an interest rate of nine percent (9%). The Tenant Allowance shall be applied by Tenant in Tenant's sole discretion to (i) contractor and vendor costs associated with the construction of the Initial Tenant Improvements, (ii) architectural and engineering fees, and (iii) the physical move of Tenant's offices, including voice/data cabling and telephone switch ((i) and (ii) or (iii) being hereinafter collectively referred to as the "Permitted Tenant Allowance Costs"). Such allowance shall be provided by Landlord in addition to the construction and installation by Landlord at its sole cost and expense of the Core and Shell Improvements within the Premises. If the Base Building Contractor is selected for the construction of the Initial Tenant Improvements, until the Tenant Allowance is exhausted, Landlord shall apply such sums as and when due under the contract for the applicable Building construction of the Initial Tenant Improvements. If a Tenant Contractor is selected for the construction of the Initial Tenant Improvements, Landlord shall disburse the Tenant Allowance from time to time within thirty (collectively30) days after presentation by Tenant or Tenant's Architect of invoices or bills for any Permitted Tenant Allowance Costs, with reasonable evidence supporting the “same. Tenant Allowance”)shall pay the excess, to be applied toward if any, of the cost of the following items in respect Initial Tenant Improvements over the Tenant Allowance, as and when due. Any portion of the Tenant Improvements in Initial Allowance not required to cover any such expenses incurred prior to the applicable Building: Architectural and engineering fees, space planning, building permits or other governmental fees, and Commencement Date shall be credited against Rent next coming due. (b) In addition to the cost of labor, materials, contractors fees and overhead, and other charges included in the construction contract for construction of Tenant Improvements, including the contractor’s fee, overhead and general conditions, sales and use taxes, the cost of the builder’s risk insurance during construction and all testing and inspection costs. If amounts payable by Landlord elects to itself construct the Restroom Improvementsunder Section 10(a) above, Landlord shall make payments to its contractor also pay for the Restroom Improvements as any architectural and when such engineering costs are incurred and deduct the amount of such payments from by Tenant for changes in the Tenant Allowance for Building 2 up Plans and Specifications resulting from changes by Landlord to the maximum amount stated in Paragraph I of this Work LetterInitial Plans and Specifications or the Project Plans and Specifications after approval thereof by Tenant. Landlord shall not be obligated to disburse any remaining portion pay the same within thirty (30) days after presentation of the Tenant Allowance attributable to a Building until such time as (i) the Commencement Date for the applicable Building has occurred and Tenant has accepted delivery of the Building and made the initial prepayment of Rent with respect to the applicable portion of the Premises; and (ii) Tenant has delivered to Landlord and Landlord has approved, in Landlord’s reasonable discretion, all of the following: (A) invoices, paid receipts and/or related evidence reasonably acceptable to Landlord establishing that Tenant has paid an amount equal to that portion of the Tenant Allowance requested by Tenant to third parties in connection with the Tenant Improvements in the applicable Building; (B) executed unconditional final mechanics’ lien releases, in statutory form, from Tenant’s contractor and all subcontractors, laborers, materialmen and suppliers used by Tenant with respect to all work in and to the Premises located in the applicable Building; (C) a certificate from Tenant’s architect or space planner, in a form reasonably acceptable bills therefor to Landlord, certifying that together with reasonable evidence supporting the construction of the Tenant Improvements in the applicable Building has been substantially completed and meets all applicable building codes; (D) a copy of the certificate of occupancy (or similar governmental authorization) for the applicable Building; (E) “as-built” drawings for the Tenant Improvements in the applicable Building, signed by either Tenant’s architect, space planner or contractor, and electronic CAD files from Tenant’s Contractor and all subcontractors; and (F) a final punch list signed off by both Tenant and Landlord and/or their architects. Thereafter, Landlord shall deliver, within fifteen (15) days following Tenant’s delivery of the materials and information required for disbursement thereof in the preceding sentence, a check payable to Tenant in the amount of that portion of the Tenant Allowance requested by Tenant and paid to third parties in connection with the Tenant Improvements for the applicable Building (which amount shall not exceed the portion of the Tenant Allowance provided for such Building as specified in the Basic Lease Information). Landlord’s payment of any portion of the Tenant Allowance shall not be deemed Landlord’s approval any of the Tenant Improvements absent Landlord’s prior approval pursuant to this Work Letter. Landlord’s obligation to disburse the Tenant Allowance for each Building under this Paragraph 9(b) shall expire six (6) months after the Delivery Date for the applicable Building, subject to extension due to Force Majeure, such that Landlord shall not be obligated to provide to Tenant any undisbursed portion of the Tenant Allowance for a Building unless Tenant has delivered to Landlord all documents required above within nine (9) months after the Delivery Date of such Buildingsame.

Tenant Allowance. Landlord (a) Tenant shall provide Tenant an allowance for each Building in an amount not be entitled to exceed the sum set forth in the Basic Lease Information for the Tenant Allowance for the applicable Building (collectively, the “Tenant Allowance”), to be applied toward the cost reimbursement of the following items in respect of the Tenant Improvements in the applicable Building: Architectural and engineering fees, space planning, building permits or other governmental fees, and the cost of labor, materials, contractors fees and overhead, and other charges included in the construction contract for construction of Tenant Improvements, including the contractor’s fee, overhead and general conditions, sales and use taxes, the cost of the builder’s risk insurance during construction and all testing and inspection costs. If Landlord elects to itself construct the Restroom Improvements, Landlord shall make payments to its contractor for the Restroom Improvements as and when such costs are incurred and deduct the amount of such payments from the Tenant Allowance for Building 2 up to the maximum amount stated in Paragraph I of this Work Letter. Landlord shall not be obligated to disburse any remaining portion of the Tenant Allowance attributable to a Building until such time as (i) the Commencement Date for the applicable Building has occurred and Tenant has accepted delivery of the Building and made the initial prepayment of Rent with respect to the applicable portion of the Premises; and (ii) Tenant has delivered to Landlord and Landlord has approved, in Landlord’s reasonable discretion, all of the following: (A) invoices, paid receipts and/or related evidence reasonably acceptable to Landlord establishing that Tenant has paid an amount equal to that portion of TWO MILLION FIVE HUNDRED SEVENTY TWO THOUSAND FOUR HUNDRED TWELVE AND 50/100 DOLLARS ($2,572,412.50) (the Tenant Allowance requested "Initial Premises Allowance") for Hard Costs (as hereinafter defined) and Soft Costs (as hereinafter defined) paid by Tenant to third parties in connection with the preparation of the premises initially demised hereunder for Tenant's occupancy; provided, that Tenant Improvements in shall not be entitled to reimbursement from the applicable Building; Initial Premises Allowance for Soft Costs to the extent such Soft Costs exceed an amount (Bthe "Initial Premises Soft Costs Maximum") executed unconditional final mechanics’ lien releases, in statutory formequal to SIX HUNDRED FORTY THREE THOUSAND ONE HUNDRED THREE AND 13/100 DOLLARS ($643,103.13). Tenant shall have the right to submit to Landlord, from Tenant’s contractor and all subcontractorstime to time, laborersbut not more frequently than once per month, materialmen and suppliers used a notice setting forth the dollar amount requested, which notice shall be accompanied by (i) paid invoices or other evidence reasonably satisfactory to Landlord of the amounts paid by Tenant with respect to all work in and to the Premises located in the applicable Building; for such Hard Costs and/or Soft Costs, (Cii) a certificate from a financial officer of Tenant that Tenant has not been reimbursed previously for such Hard Costs and/or Soft Costs, (iii) a certificate from Tenant’s 's architect or space planner, in a form reasonably acceptable to Landlord, certifying which certifies that the construction of the work for which Tenant Improvements in the applicable Building is seeking reimbursement has been completed substantially completed in accordance with the plans and meets specifications previously approved or deemed approved by Landlord and in compliance with all applicable building codes; (D) a copy of the certificate of occupancy (or similar governmental authorization) for the applicable Building; (E) “as-built” drawings for the Tenant Improvements in the applicable Building, signed by either Tenant’s architect, space planner or contractor, and electronic CAD files from Tenant’s Contractor and all subcontractors; Legal Requirements and (Fiv) a final punch list signed off by both Tenant evidence reasonably satisfactory to Landlord (including, without limitation, lien waivers) that all sums properly due and Landlord and/or their architects. Thereafterowing to contractors, Landlord shall deliver, within fifteen (15) days following Tenant’s delivery of the materials subcontractors and information required for disbursement thereof in the preceding sentence, a check payable to Tenant in the amount of that portion of the Tenant Allowance requested by Tenant and paid to third parties materialmen in connection with the work for which Tenant Improvements is seeking reimbursement have been paid. Within thirty (30) days after receipt of such notice and other information and provided the certificates and other deliveries made therewith are correct, Landlord shall reimburse Tenant for the applicable Building amount thereof until the total of all such reimbursements is equal to the Initial Premises Allowance (it being understood that in no event shall Landlord be obligated to expend in excess of the Initial Premises Allowance or reimburse Tenant for Soft Costs in excess of the Initial Premises Soft Costs Maximum). Anything to the contrary contained herein notwithstanding anything, Landlord shall have the right to withhold $25,000 from the Initial Premises Allowance, which amount shall not exceed be released to Tenant unless and until Tenant delivers to Landlord final working drawings, with amendments, or the portion mylar set of the Tenant Allowance provided for such Building "as specified in the Basic Lease Information). Landlord’s payment of any portion of the Tenant Allowance shall not be deemed Landlord’s approval any of the Tenant Improvements absent Landlord’s prior approval pursuant to this Work Letter. Landlord’s obligation to disburse the Tenant Allowance for each Building under this Paragraph 9(b) shall expire six (6) months after the Delivery Date built" plans, drawings and specifications for the applicable Building, subject to extension due to Force Majeure, such that Landlord shall not be obligated to provide to initial Tenant's Work and the disk carrying the same in accordance with Section 6.01(ll) and Tenant any undisbursed portion otherwise complies with the other provisions of the Tenant Allowance for a Building unless Tenant has delivered to Landlord all documents required above within nine (9) months after the Delivery Date of such Buildingthis Article 40.

Tenant Allowance. Landlord agrees that Landlord shall provide Tenant an allowance for each Building in pay an amount not to exceed [***] Dollars ($[***]) multiplied by the sum Square Footage of the Building (“Landlord’s Contribution”) in respect of the hard costs and related design costs incurred to complete improvements to the Premises for the office, lighting and dock package as more particularly set forth in the Basic Lease Information Final Plans to be constructed in the Building by Landlord on behalf of Tenant and not for any personal property, fixtures, equipment, inventory or supplies to be use by Tenant in the operation of its business in the Premises (“Tenant Improvements”); provided, however, notwithstanding the foregoing, up to ten percent (10%) of the Landlord’s Contribution may be used for personal property, fixtures, equipment, inventory or supplies to be used by Tenant in the operation of its business in the Premises. The Tenant Improvements shall not include any of the Tenant’s Work. Landlord’s Contribution may be applied for the Tenant Allowance for the applicable Building (collectively, the “Tenant Allowance”), to be applied toward the cost of the following items in respect of the Tenant Improvements in the applicable Building: Architectural and engineering fees, space planning, building permits or other governmental fees, and the cost of labor, materials, contractors fees and overhead, and other charges included in the construction contract for construction of Tenant Improvements, including the contractor’s fee, overhead and general conditions, sales and use taxes, the cost of the builder’s risk insurance during construction and all testing and inspection costs. If Landlord elects to itself construct the Restroom Improvements, Landlord shall make payments to its contractor for the Restroom Improvements so long as and when such costs dollars are incurred and deduct the amount of such payments from the Tenant Allowance for Building 2 up to the maximum amount stated in Paragraph I of this Work Letter. Landlord shall not be obligated to disburse any remaining portion of the Tenant Allowance attributable to a Building until such time as (i) the Commencement Date for the applicable Building has occurred and Tenant has accepted delivery of the Building and made the initial prepayment of Rent with respect to the applicable portion of the Premises; and (ii) Tenant has delivered to Landlord and Landlord has approved, in Landlord’s reasonable discretion, all of the following: (A) invoices, paid receipts and/or related evidence reasonably acceptable to Landlord establishing that Tenant has paid an amount equal to that portion of the Tenant Allowance requested by Tenant to third parties in connection with the Tenant Improvements in the applicable Building; (B) executed unconditional final mechanics’ lien releases, in statutory form, from Tenant’s contractor hard costs and all subcontractors, laborers, materialmen and suppliers used by Tenant with respect to all work in and related design costs of improvements to the Premises located and, except as provided above, not for any personal property, fixtures, equipment, inventory or supplies to be use by Tenant in the applicable Building; (C) a certificate from Tenant’s architect or space planner, operation of its business in a form reasonably acceptable the Premises. Prior to Landlord, certifying that the commencement of the construction of the Tenant Improvements in the applicable Building has been substantially completed and meets all applicable building codes; (D) Improvements, Landlord shall provide Tenant with a copy detailed breakdown, by trade, of the certificate final costs to be incurred in connection with the design and construction of occupancy (or similar governmental authorization) for the applicable Building; (E) “as-built” drawings for the Tenant Improvements in (the applicable Building, signed by either Tenant’s architect, space planner or contractor, and electronic CAD files from Tenant’s Contractor and all subcontractors; and (F) a final punch list signed off by both Tenant and Landlord and/or their architects“Final Costs”). Thereafter, Landlord shall deliver, within fifteen (15) days following Tenant’s delivery of If the materials and information required for disbursement thereof in the preceding sentence, a check payable to Tenant in Final Costs are greater than the amount of that portion the Landlord’s Contribution (the difference is hereinafter referred to as “Tenant’s Contribution”), then Tenant shall pay to Landlord, on a monthly basis as the Tenant Improvements are performed, a percentage of the Tenant Allowance requested amount to be paid by Tenant and paid Landlord to third parties in connection with the contractor performing the Tenant Improvements for the applicable Building (which work performed in the prior month. The percentage due from Tenant shall be equal to the Tenant’s Contribution divided by the amount shall not exceed the portion of the Final Costs, and such payments by Tenant (the “Over-Allowance provided for such Building as specified in the Basic Lease Information). Landlord’s payment of any portion of the Tenant Allowance Payments”) shall not be deemed Landlord’s approval any of the Tenant Improvements absent Landlord’s prior approval pursuant a condition to this Work Letter. Landlord’s obligation to disburse pay any amounts from the Landlord’s Contribution and to perform any additional Tenant Improvements. The failure of Tenant to pay any Over-Allowance Payments when due shall be a Tenant Delay. In order for each Building under this Paragraph 9(b) shall expire six (6) months after the Delivery Date for the applicable Building, subject to extension due to Force Majeure, such that Landlord shall not be obligated to provide to Early Access by the Early Access Date and Substantial Completion by the Estimated Commencement Date, Tenant any undisbursed portion of shall perform the following obligations by the following dates: Tenant Allowance for a Building unless Tenant has Material Conveyor Subcontractor Selected November 21, 2016 Draft Material System delivered to Landlord all documents required above within nine (9) months after the Delivery Date November 22, 2016 Tenant Approval of such Building.Floor Plan December 16, 2016 Finalize Material Conveyor System Approved by Tenant December 20, 2016

Tenant Allowance. Subject to the terms and conditions hereof, Landlord shall agrees to provide to Tenant an allowance for each Building in an amount not equal to exceed [***] (the sum set forth in "Tenant Allowance"). The Tenant Allowance shall be used and applied by Tenant solely on account of the Basic Lease Information for cost of Tenant's Work. Tenant may request that Landlord disburse the Tenant Allowance up to once per month with minimum draws of $5,000 for the applicable Building (collectively, the “Tenant Allowance”), to be applied toward the cost each such disbursement request for payment of the following items in respect of the Tenant Improvements in the applicable Building: Architectural and engineering fees, space planning, building permits or other governmental fees, and the cost of labor, materials, contractors fees and overhead, and other charges included in the construction contract for construction completed portions of Tenant ImprovementsWork, including the contractor’s feeprovided that together with each such disbursement request, overhead and general conditions, sales and use taxes, the cost of the builder’s risk insurance during construction and all testing and inspection costs. If Landlord elects to itself construct the Restroom Improvements, Landlord shall make payments to its contractor for the Restroom Improvements as and when such costs are incurred and deduct the amount of such payments from the Tenant Allowance for Building 2 up to the maximum amount stated in Paragraph I of this Work Letter. Landlord shall not be obligated to disburse any remaining portion of the Tenant Allowance attributable to a Building until such time as (i) the Commencement Date provides copies of paid invoices and/or receipts for the applicable Building has occurred and Tenant has accepted delivery such completed portions of the Building and made the initial prepayment of Rent with respect to the applicable portion of the Premises; and Tenant's Work, (ii) Tenant has delivered to Landlord and Landlord has approved, in Landlord’s reasonable discretion, all of the following: (A) invoices, paid receipts and/or related evidence reasonably acceptable to Landlord establishing that Tenant has paid an amount equal to that portion of the Tenant Allowance requested by Tenant to third parties in connection with the Tenant Improvements in the applicable Building; (B) executed unconditional final mechanics’ lien releases, in statutory form, provides certification from Tenant’s contractor and all subcontractors, laborers, materialmen and suppliers used by Tenant with respect to all work in and to the Premises located in the applicable Building; (C) a certificate from Tenant’s 's architect or space planner, in on a form reasonably acceptable to LandlordLandlord that all such completed portions of Tenant's Work have been completed in accordance with the Plans and with this Work Letter, certifying (iii) has paid for all of the completed portions of Tenant's Work for which such disbursement request is made and has delivered to Landlord lien waivers from all persons who might have a lien arising out of such completed portions of Tenant's Work in recordable form, (iv) has delivered to Landlord its certificate specifying the total cost of such completed portions of Tenant's Work and all contractors, subcontractors and suppliers involved with the completed portions of Tenant's Work, together with evidence of such cost in the form of paid invoices, receipts and the like, (v) has made written request to Landlord for such payment, (vi) is not otherwise in default under this Lease beyond applicable cure and notice periods, and (vii) there are no liens against Tenant's interest in the Lease or against the Building or arising out of such completed portions of Tenant's Work or any litigation in which Tenant is a party. Within thirty (30) days after each such monthly disbursement is requested, provided that the construction foregoing conditions (i) through (vi) have been satisfied, Landlord shall pay to Tenant the lesser of the amount of such costs so certified in such monthly disbursement request and the remaining amount of the Tenant Improvements in Allowance. For the applicable Building has been substantially completed and meets all applicable building codes; (D) a copy of purposes hereof, the certificate of occupancy (or similar governmental authorization) for the applicable Building; (E) “as-built” drawings for the Tenant Improvements in the applicable Building, signed cost to be so reimbursed by either Tenant’s architect, space planner or contractor, and electronic CAD files from Tenant’s Contractor and all subcontractors; and (F) a final punch list signed off by both Tenant and Landlord and/or their architects. Thereafter, Landlord shall deliverinclude the hard costs of Tenant's Work, within fifteen (15) days following together with Tenant’s delivery 's actual out-of-pocket engineering, architectural and permitting costs, but not the cost of the materials and information required for disbursement thereof in the preceding sentenceany of Tenant's personal property, a check payable trade fixtures, trade equipment, or wiring. Landlord shall be under no obligation to Tenant in the amount of that portion of the Tenant Allowance requested by Tenant and paid to third parties in connection with the Tenant Improvements for the applicable Building (which amount shall not exceed the portion of the Tenant Allowance provided for such Building as specified in the Basic Lease Information). Landlord’s payment of apply any portion of the Tenant Allowance for any purposes other than as provided herein, nor shall not Landlord be deemed Landlord’s approval to have assumed any obligations, in whole or in part, of the Tenant Improvements absent Landlord’s prior approval pursuant to this Work Letterany contractors, subcontractors, suppliers, workers or materialmen. Landlord’s obligation Further, in no event shall Landlord be required to disburse the Tenant Allowance for each Building under this Paragraph 9(b) shall expire six (6) months after the Delivery Date for the applicable Building, subject to extension due to Force Majeure, such that Landlord shall not be obligated to provide to Tenant pay any undisbursed portion of the Tenant Allowance on account of any supervisory fees, overhead, management fees or other payments to Tenant, or any partner or affiliate of Tenant. Any portion of the Allowance which not requested or applied in compliance with the terms and conditions hereof on or before December 31, 2019 shall be retained by Landlord and forfeited by Tenant. Landlord shall be entitled to deduct from the Tenant Allowance an amount equal to the sum of: (i) five percent (5%) of the total cost of Tenant's Work for a Building unless Tenant has delivered Landlord's out-of-pocket costs for supervision of Tenant's Work by Landlord's property management company, plus (ii) third party expenses incurred by Landlord to Landlord all documents required above within nine (9) months after the Delivery Date of such Buildingreview Tenant's Plans and Tenant's Work.

Tenant Allowance. Landlord shall provide agrees to reimburse Tenant an allowance for each Building the TI Costs incurred by Tenant in connection with the Tenant Improvements in an amount not to exceed the sum set forth in the Basic Lease Information for the Tenant Allowance for the applicable Building (collectively, the “Tenant Allowance”); provided, to be applied toward the cost however, that Landlord shall retain 5% of the following items in respect of the Tenant Improvements in the applicable Building: Architectural and engineering fees, space planning, building permits or other governmental fees, and the cost of labor, materials, contractors fees and overhead, and other charges included in the construction contract TI Costs for construction of Tenant Improvements, including the contractor’s fee, overhead and general conditions, sales and use taxes, the cost of the builder’s risk insurance during construction and all testing and inspection costs. If Landlord elects to itself construct the Restroom Improvements, Landlord shall make payments to its contractor for the Restroom Improvements as and when such costs are incurred and deduct the amount of such payments from the Tenant Allowance for Building 2 up to the maximum amount stated in Paragraph I of this Work Letter. Landlord shall not be obligated to disburse any remaining portion of the Tenant Allowance attributable to a Building until such time as (i) the Commencement Date for the applicable Building has occurred and Tenant has accepted delivery of the Building and made the initial prepayment of Rent with respect to the applicable portion of the Premises; and (ii) Tenant has delivered to Landlord and Landlord has approved, in Landlord’s reasonable discretion, all of the following: (A) invoices, paid receipts and/or related evidence reasonably acceptable to Landlord establishing that Tenant has paid an amount equal to that portion of the Tenant Allowance requested by Tenant to third parties in connection with the Tenant Improvements in the applicable Building; (B) executed unconditional final mechanics’ lien releases, in statutory form, from Tenant’s contractor and all subcontractors, laborers, materialmen and suppliers used by Tenant with respect to all work in and to the Premises located in the applicable Building; (C) a certificate from Tenant’s architect or space planner, in a form reasonably acceptable to Landlord, certifying that the construction of the Tenant Improvements in the applicable Building has been substantially completed and meets all applicable building codes; (D) a copy of the certificate of occupancy (or similar governmental authorization) for the applicable Building; (E) “as-built” drawings for the Tenant Improvements in the applicable Building, signed by either Tenant’s architect, space planner or contractor, and electronic CAD files from Tenant’s Contractor and all subcontractors; and (F) a final punch list signed off by both Tenant and Landlord and/or their architects. Thereafter, Landlord shall deliver, within fifteen (15) days following Tenant’s delivery of the materials and information required for disbursement thereof in the preceding sentence, a check payable to Tenant in the amount of that portion of the Tenant Allowance requested by Tenant and paid to third parties in connection with the Tenant Improvements for the applicable cost of Landlord’s construction manager, who shall monitor Tenant’s and its contractors’ performance of the Tenant Improvements. Tenant must, in order to receive the Tenant Allowance, meet all of the following criteria: Upon completion of the Tenant Improvements, Tenant shall provide Landlord with the following: - Written proof (a fully signed “Building Final” from the appropriate governmental authority) the Tenant Improvements was completed to the satisfaction of the local building department, - The original temporary (which amount shall not exceed if applicable) and final certificate of occupancy issued by the portion local building department, - The original as-built plans and specifications in electronic CAD format, - A letter from Tenant acknowledging Tenant's satisfaction with its contractor's Tenant Improvements, - A request for disbursement of the Tenant Allowance provided accompanied by paid receipts showing the requested sums were spent on the Tenant Improvements for such Building as specified the Premises. - A detailed breakdown of the cost of the Tenant Improvements (AIA Form G702 - Application and Certificate for Payment or similar) - Lien releases from Tenant’s contractor, subcontractors and suppliers showing that they have been paid in full. Within ten (10) days of Tenant’s satisfaction of the Basic Lease Information). Landlord’s payment of any portion foregoing conditions, Landlord shall pay the balance of the Tenant Allowance shall not be deemed (after deduction of Landlord’s approval any 5% construction management fee). If Tenant fails to satisfy all of the Tenant Improvements absent Landlord’s prior approval pursuant to this Work Letter. Landlord’s obligation to disburse the Tenant Allowance for each Building under this Paragraph 9(b) shall expire six (6) months after the Delivery Date for the applicable Building, subject to extension due to Force Majeure, such that Landlord shall not be obligated to provide to Tenant any undisbursed portion foregoing conditions and/or request reimbursement of the Tenant Allowance for a Building unless Tenant has delivered to Landlord all documents required above (or unpaid portion thereof) within nine twelve (912) months after following the Delivery Date of such BuildingExpansion Commencement Date, then Tenant’s right to receive the same shall be deemed waived and null and void, and Landlord shall thereafter have no obligation to pay the Tenant Allowance (or unpaid portion thereof) to Tenant.

Tenant Allowance. Landlord shall provide The parties acknowledge and agree that the Base Rent incorporates Landlord’s allowance to Tenant an allowance for each Building in an amount not to exceed the sum set forth in the Basic Lease Information for the Tenant Allowance for the applicable Building amount of Six Hundred One Thousand Seven Hundred Eighty Dollars (collectively$601,780.00) (i.e., $10 per rentable square foot) (the “Tenant Allowance”), to be applied toward the cost of the following items in respect of the . The Tenant Improvements in the applicable Building: Architectural and engineering fees, space planning, building permits or other governmental fees, and the cost of labor, materials, contractors fees and overhead, and other charges included in the construction contract for construction of Allowance may he used by Tenant Improvements, including the contractor’s fee, overhead and general conditions, sales and use taxes, the cost of the builder’s risk insurance during construction and all testing and inspection costs. If Landlord elects to itself construct the Restroom Improvements, Landlord shall make payments to its contractor for the Restroom Improvements as hard and when such soft costs are incurred to design, obtain permits for, renovate and/or construct any improvements within, or to obtain any fixtures and deduct equipment for the amount Premises following the date of such payments from this Lease (subject to any approval required by the provisions of Section 11 hereof). Landlord agrees that it shall not charge any review fee or set-off any fees against the Tenant Allowance for Building 2 up Landlord’s review of any plans or specifications submitted to Landlord by Tenant for proposed improvements to the maximum amount stated Premises. Tenant shall have the right to utilize the Tenant Allowance in Paragraph I whole or in part up at any time after eighteen (18) months following the Lease Commencement Date, to one hundred eighty (180) days prior to the tenth (10th) anniversary of this Work Letterthe Lease Commencement Date. Tenant shall have the right to use the Tenant Allowance in multiple instances, but in no event more frequently than once per year. Tenant shall submit written requisitions to Landlord shall for reimbursements, or payments to third parties, from the Tenant Allowance, accompanied by such supporting invoices, bills of sale and receipts as may be reasonably required by Landlord. If the Tenant has not be obligated to disburse any remaining portion utilized all of the Tenant Allowance attributable by one hundred eighty (180) days prior to a Building until such time as the tenth (i10th) the Commencement Date for the applicable Building has occurred and Tenant has accepted delivery anniversary of the Building and made Lease Commencement Date, the initial prepayment of Rent with respect to the applicable portion of the Premises; and (ii) Tenant has delivered to Landlord and Landlord has approved, in Landlord’s reasonable discretion, all of the following: (A) invoices, paid receipts and/or related evidence reasonably acceptable to Landlord establishing that Tenant has paid an amount equal to that portion of the remaining Tenant Allowance requested by shall be forfeited. Notwithstanding the foregoing, Tenant shall be permitted to third parties in connection with the Tenant Improvements in the applicable Building; (B) executed unconditional final mechanics’ lien releases, in statutory form, from Tenant’s contractor and use all subcontractors, laborers, materialmen and suppliers used by Tenant with respect to all work in and to the Premises located in the applicable Building; (C) a certificate from Tenant’s architect or space planner, in a form reasonably acceptable to Landlord, certifying that the construction of the Tenant Improvements in the applicable Building has been substantially completed and meets all applicable building codes; (D) a copy of the certificate of occupancy (or similar governmental authorization) for the applicable Building; (E) “as-built” drawings for the Tenant Improvements in the applicable Building, signed by either Tenant’s architect, space planner or contractor, and electronic CAD files from Tenant’s Contractor and all subcontractors; and (F) a final punch list signed off by both Tenant and Landlord and/or their architects. Thereafter, Landlord shall deliver, within fifteen (15) days following Tenant’s delivery of the materials and information required for disbursement thereof in the preceding sentence, a check payable to Tenant in the amount of that portion of the Tenant Allowance requested by Tenant and paid to third parties in connection with the Tenant Improvements for the applicable Building (which amount shall not exceed the portion of the Tenant Allowance provided for such Building as specified in the Basic Lease Information). Landlord’s payment of any portion of the Tenant Allowance shall not be deemed Landlord’s approval for hard and soft costs to design, obtain permits for, renovate and/or construct improvements within, or to obtain any of the Tenant Improvements absent Landlord’s prior approval pursuant to this Work Letter. Landlord’s obligation to disburse the Tenant Allowance for each Building under this Paragraph 9(b) shall expire six (6) months after the Delivery Date fixtures and equipment for the applicable BuildingTenant’s premises in the property known as Building VIII, subject to extension due to Force Majeure45980 Center Oak Plaza, such that Landlord shall not be obligated to provide to Tenant any undisbursed portion of in the Tenant Allowance for a Building unless Tenant has delivered to Landlord all documents required above within nine (9) months after the Delivery Date of such BuildingPark.

Tenant Allowance. (a) Landlord shall provide cause the Landlord’s Work described below to be constructed at its sole cost and expense. Additionally, Landlord pay to Tenant an allowance for each Building a “Tenant Allowance” of $1,950,000 ($55.00 per RSF of the Premises plus a reimbursement of the actual contractor remobilization fee and general conditions related to Suite 550 in an amount not to exceed the sum set forth in the Basic Lease Information for the Tenant Allowance for the applicable Building (collectively, the “Tenant Allowance”), $25,000) to be applied toward the cost used by Tenant for costs associated with Tenant’s Work, including but not limited to costs associated with preparation of Working Drawings, construction of the following items in respect of the Tenant Improvements in the applicable Building: Architectural Tenant’s Work, including all hard and engineering feessoft costs, space planningrequired permits, building permits or other governmental fees, and the cost of laborinspections, materials, contractors fees and overheadWashington State sales tax, and other charges included in the construction contract for construction preparation of Tenant Improvements, including the contractor’s fee, overhead and general conditions, sales and use taxes, the cost of the builder’s risk insurance during construction and all testing and inspection costs. If Landlord elects to itself construct the Restroom Improvements, Landlord shall make payments to its contractor for the Restroom Improvements as and when such costs are incurred and deduct the amount of such payments from the Tenant Allowance for Building 2 up to the maximum amount stated in Paragraph I of this Work Letteras-built record documentation. Landlord shall not also provide a “Design Allowance” equal to $5,250 ($0.15 per RSF of the Premises) to be obligated used by Tenant for initial preparation of the Space Plan and up to disburse any remaining portion two revisions, such amount to be payable directly by Landlord to Tenant’s architect. (b) Payment or nonpayment of the Tenant Allowance attributable and/or the Design Allowance shall not relieve Tenant of its responsibility and pay for all costs for the Tenant’s Work. If Tenant is not then in uncured default under this Lease, Landlord shall reimburse the Design Allowance with ten (10) days after the request of Tenant, together with an invoice from Tenant’s Architect showing the cost of work performed at least equal to a Building until such time as the amount of the Design Allowance. If Tenant is not then in uncured default under this Lease, Landlord shall reimburse the Tenant Allowance within fifteen (15) days after the request of Tenant, not requested more frequently than monthly, provided Tenant has complied with the following: (i) the Commencement Date for the applicable Building has occurred and Tenant has accepted delivery With respect to each of the Building and made the initial prepayment of Rent with respect to the applicable portion of the Premises; and monthly installments: (iiA) Tenant has delivered to furnished Landlord and Landlord has approved, in Landlord’s with reasonable discretion, all of the following: (A) invoices, paid receipts and/or related evidence reasonably acceptable to Landlord establishing that Tenant has paid an amount equal to theretofore performed the Tenant’s Work for which that portion of the Tenant Allowance is being requested by in substantial accordance with the approved Working Drawings and in substantial accordance with all other applicable provisions of this lease; (B) Tenant has fully paid for that portion of the Tenant’s Work theretofore performed; (C) Tenant has furnished Landlord original, valid, partial mechanic’s lien releases from the Contractor and all other contractors and suppliers who performed labor or supplied services or materials for or in connection with Tenant’s Work with respect to third parties contracts in excess of $5,000.00 covering all of the Tenant’s Work theretofore performed; and (D) Tenant has furnished Landlord (a) an affidavit from Tenant listing all contractors and suppliers whom Tenant has contracted with in connection with the Tenant Improvements in Tenant’s Work, together with the applicable Building; cost of each contract, and (Bb) executed unconditional final mechanics’ lien releases, in statutory form, an affidavit from Tenant’s general contractor and listing all subcontractors, laborers, materialmen subcontractors and suppliers used by Tenant whom the general contractor has contracted with respect to all work in and to the Premises located in the applicable Building; (C) a certificate from Tenant’s architect or space planner, in a form reasonably acceptable to Landlord, certifying that the construction of the Tenant Improvements in the applicable Building has been substantially completed and meets all applicable building codes; (D) a copy of the certificate of occupancy (or similar governmental authorization) for the applicable Building; (E) “as-built” drawings for the Tenant Improvements in the applicable Building, signed by either Tenant’s architect, space planner or contractor, and electronic CAD files from Tenant’s Contractor and all subcontractors; and (F) a final punch list signed off by both Tenant and Landlord and/or their architects. Thereafter, Landlord shall deliver, within fifteen (15) days following Tenant’s delivery of the materials and information required for disbursement thereof in the preceding sentence, a check payable to Tenant in the amount of that portion of the Tenant Allowance requested by Tenant and paid to third parties in connection with the Tenant’s Work, together with the cost of each contract. (ii) With respect to the last installment: (A) Tenant Improvements has performed all the Tenant’s Work in substantial accordance with the approved Working Drawings and in substantial accordance with all other applicable provisions of this Lease; (B) Tenant has furnished Landlord (a) an affidavit from Tenant listing all contractors and suppliers whom Tenant has contracted with in connection with the Tenant’s Work, together with the cost of each contract, and (b) an affidavit from Tenant’s general contractor listing all subcontractors and suppliers whom the general contractor has contracted with in connection with the Tenant’s Work, together with the cost of each contract; (C) If applicable, Tenant has obtained a temporary or permanent certificate of occupancy with respect to the Premises; (D) Tenant has fully paid for the applicable Building (which amount shall not exceed the portion all of the Tenant’s Work and has furnished to Landlord a certificate from an officer of Tenant Allowance provided stating same and setting forth the total amount that was spent on the Tenant’s Work; (E) Tenant has furnished Landlord original, valid, unconditional mechanic’s lien releases from the Contractor and all other contractors and suppliers who performed the Tenant’s Work or furnished supplies for such Building as specified or in connection with the Basic Lease Information)Tenant’s Work. Landlord’s payment of If Tenant fails to request any portion of the Tenant Allowance shall not be deemed Landlord’s approval any by the first (1st) anniversary of the first Possession Date, Tenant Improvements absent Landlord’s prior approval pursuant shall have no further right to this Work Letterreceive same. Landlord’s obligation If Landlord fails to disburse pay the Tenant Allowance for each Building under this Paragraph 9(bor Design Allowance when due within forty-five (45 days) shall expire six upon Tenant satisfying the conditions of 7 (6B) months after the Delivery Date for the applicable Buildingabove, subject to extension due to Force Majeure, such that Landlord shall not be obligated to provide to Tenant any undisbursed portion of may xxxxx Minimum Monthly Rent until the Tenant Allowance for and/or Design Allowance (as applicable) has been fully recovered or has been paid in full by Landlord. Within a Building unless reasonable amount of time after Tenant has delivered completed Tenant’s Work, Tenant shall provide to Landlord all documents a copy of the as-builts required above within nine (9) months after the Delivery Date of such Buildingelsewhere in this Exhibit.

Tenant Allowance. Landlord shall provide grants Tenant an allowance for each Building in an the amount not to exceed the sum set forth in Item T of the Basic Lease Information for the Tenant Allowance for the applicable Building Provisions (collectively, the “Tenant Improvement Allowance”), ) to be used for additions, alterations, or improvements on the Premises. In no event shall said Tenant Improvement Allowance be applied toward towards Xxxxxx’s signage, furniture, removeable fixtures, and equipment. Any and all improvements, alterations, and additions to the cost of the following items Premises in respect excess of the Tenant Improvements in the applicable Building: Architectural Improvement Allowance shall be at Tenant's sole cost and engineering fees, space planning, building permits or other governmental feesexpense, and the cost of labor, materials, contractors fees and overhead, and other charges included in the construction contract for construction of Tenant Improvements, including the contractor’s fee, overhead and general conditions, sales and use taxes, the cost subject to provisions of the builder’s risk insurance during construction and all testing and inspection costsLease governing same. If Landlord elects to itself construct Provided Tenant is not then in Default under the Restroom ImprovementsLease, Landlord shall make payments pay said allowance to Tenant within thirty (30) days after the later of (1) Tenant opening for business and installing its contractor exterior fascia signage in accordance with any necessary Landlord approvals and the requirements of this Lease; (2) receipt by Landlord of paid invoices for the Restroom Improvements Tenant’s Work, as and when such costs are incurred and deduct the amount of such payments from defined in Section 9.1, totaling at least the Tenant Allowance Improvement Allowance; (3) receipt by Landlord of "Unconditional Release of Lien" documents from all general contractors and subcontractors for Building 2 up to the maximum amount stated all material and labor supplied in Paragraph I of this connection with Xxxxxx’s Work Letter. Landlord shall not be obligated to disburse any remaining portion as well as a copy of the Tenant Allowance attributable to a Building until such time as (i) the Commencement Date Certificate of Occupancy for the applicable Building has occurred and Tenant has accepted delivery of the Building and made the initial prepayment of Rent with respect to the applicable portion of the Premises; and (ii4) Tenant has delivered to Landlord and Landlord has approved, in Landlord’s reasonable discretion, all of satisfaction that the following: (A) invoices, paid receipts and/or related evidence reasonably acceptable to Landlord establishing that Tenant has paid an amount equal to that portion of the Tenant Allowance requested by Tenant to third parties in connection with the Tenant Improvements in the applicable Building; (B) executed unconditional final mechanics’ lien releases, in statutory form, from Tenant’s contractor and all subcontractors, laborers, materialmen and suppliers used by Tenant with respect to all work in and improvements made to the Premises located in the applicable Building; (C) a certificate from Tenant’s architect or space planner, by Tenant have been done in a form reasonably acceptable good, workmanlike manner. Landlord shall have no obligation to pay the Tenant Improvement Allowance to Tenant if Tenant does not send Landlord, certifying that the construction within one hundred eighty (180) days of the Tenant Improvements in Rent Commencement Date, the applicable Building has been substantially completed and meets all applicable building codes; (D) a copy of the certificate of occupancy (or similar governmental authorization) for the applicable Building; (E) “as-built” drawings for the Tenant Improvements in the applicable Building, signed by either Tenant’s architect, space planner or contractor, and electronic CAD files from Tenant’s Contractor and all subcontractors; and (F) a final punch list signed off by both Tenant and Landlord and/or their architects. Thereafter, Landlord shall deliver, within fifteen (15) days following Tenant’s delivery of the materials and information required for disbursement thereof in the preceding sentence, a check payable to Tenant in the amount of that portion of the Tenant Allowance requested by Tenant and paid to third parties in connection with the Tenant Improvements for the applicable Building (which amount shall not exceed the portion of the Tenant Allowance provided for such Building as items specified in the Basic Lease Information). Landlord’s payment of any portion of the Tenant Allowance shall not be deemed Landlord’s approval any of the Tenant Improvements absent Landlord’s prior approval pursuant to this Work Letter. Landlord’s obligation to disburse the Tenant Allowance for each Building under this Paragraph 9(b) shall expire six (6) months after the Delivery Date for the applicable Building, subject to extension due to Force Majeure, such that Landlord shall not be obligated to provide to Tenant any undisbursed portion of the Tenant Allowance for a Building unless Tenant has delivered to Landlord all documents required above within nine (9) months after the Delivery Date of such Buildingabove.

Tenant Allowance. Subject to the terms and conditions hereof, Landlord shall agrees to provide to Tenant an allowance for each Building in an amount not equal to exceed the sum set forth in the Basic Lease Information for the Tenant Allowance for the applicable Building THREE HUNDRED EIGHTY THOUSAND and 00/100 Dollars (collectively, the $380,000.00)(the “Tenant Allowance”), to . The Tenant Allowance shall be used and applied toward by Tenant solely on account of the cost of Tenant’s Work. Provided that the Tenant (i) has opened for business in the Premises, (ii) has completed all of such Tenant’s Work in accordance with the terms of this Work Letter, has paid for all of such Tenant’s Work in full and has delivered to Landlord lien waivers from all persons who might have a lien as a result of such work in recordable form, (iii) has delivered to Landlord its certificate specifying the total cost of such Tenant’s Work and all contractors, subcontractors and suppliers involved with Tenant’s Work, together with evidence of such cost in the form of paid invoices, receipts and the like, (iv) has made written request for such payment on or before the date that is twelve (12) months following items the date this Amendment is fully executed, (v) is not otherwise in respect default under this Lease beyond any applicable notice and cure period, and (vi) there are no liens against Tenant’s interest in the Lease or against the Building or arising out of Tenant’s Work or any litigation in which Tenant is a party, then within thirty (30) days after the satisfaction of the Tenant Improvements in the applicable Building: Architectural and engineering fees, space planning, building permits or other governmental fees, and the cost of labor, materials, contractors fees and overhead, and other charges included in the construction contract for construction of Tenant Improvements, including the contractor’s fee, overhead and general foregoing conditions, sales and use taxes, the cost of the builder’s risk insurance during construction and all testing and inspection costs. If Landlord elects to itself construct the Restroom Improvements, Landlord shall make payments pay to its contractor for the Restroom Improvements as and when such costs are incurred and deduct Tenant the lesser of the amount of such payments from costs so certified or the amount of the Tenant Allowance for Building 2 up Allowance. For the purposes hereof, the cost to be so reimbursed by Landlord shall include the maximum amount stated in Paragraph I hard costs of this Work LetterTenant’s Work, together with Tenant’s actual out-of-pocket engineering, architectural, reasonable project management and permitting costs, but not the cost of any of Tenant’s personal property, trade fixtures, trade equipment, or wiring. Landlord shall not be obligated under no obligation to disburse any remaining portion of the Tenant Allowance attributable to a Building until such time as (i) the Commencement Date for the applicable Building has occurred and Tenant has accepted delivery of the Building and made the initial prepayment of Rent with respect to the applicable portion of the Premises; and (ii) Tenant has delivered to Landlord and Landlord has approved, in Landlord’s reasonable discretion, all of the following: (A) invoices, paid receipts and/or related evidence reasonably acceptable to Landlord establishing that Tenant has paid an amount equal to that portion of the Tenant Allowance requested by Tenant to third parties in connection with the Tenant Improvements in the applicable Building; (B) executed unconditional final mechanics’ lien releases, in statutory form, from Tenant’s contractor and all subcontractors, laborers, materialmen and suppliers used by Tenant with respect to all work in and to the Premises located in the applicable Building; (C) a certificate from Tenant’s architect or space planner, in a form reasonably acceptable to Landlord, certifying that the construction of the Tenant Improvements in the applicable Building has been substantially completed and meets all applicable building codes; (D) a copy of the certificate of occupancy (or similar governmental authorization) for the applicable Building; (E) “as-built” drawings for the Tenant Improvements in the applicable Building, signed by either Tenant’s architect, space planner or contractor, and electronic CAD files from Tenant’s Contractor and all subcontractors; and (F) a final punch list signed off by both Tenant and Landlord and/or their architects. Thereafter, Landlord shall deliver, within fifteen (15) days following Tenant’s delivery of the materials and information required for disbursement thereof in the preceding sentence, a check payable to Tenant in the amount of that portion of the Tenant Allowance requested by Tenant and paid to third parties in connection with the Tenant Improvements for the applicable Building (which amount shall not exceed the portion of the Tenant Allowance provided for such Building as specified in the Basic Lease Information). Landlord’s payment of apply any portion of the Tenant Allowance for any purposes other than as provided herein, nor shall not Landlord be deemed Landlord’s approval to have assumed any obligations, in whole or in part, of the Tenant Improvements absent Landlord’s prior approval pursuant to this Work Letterany contractors, subcontractors, suppliers, workers or materialmen. Landlord’s obligation to disburse the Tenant Allowance for each Building under this Paragraph 9(b) shall expire six (6) months after the Delivery Date for the applicable Building, subject to extension due to Force Majeure, such that Landlord shall not be obligated to provide to Tenant any undisbursed Any portion of the Tenant Allowance for a Building unless Tenant has delivered to Landlord all documents required above within nine which not requested or applied in compliance with the terms and conditions hereof on or before the date that is twelve (912) months after following the Delivery Date of such Buildingdate this Amendment is fully executed shall be retained by Landlord and forfeited by Tenant.

Tenant Allowance. Tenant intends to make improvements, at its expense, to the Demised Premised. (“Tenant’s Work”), and Landlord shall provide Tenant an allowance for each Building in an amount not agrees to exceed contribute the sum set forth in the Basic Lease Information for the Tenant Allowance for the applicable Building of $700,000.00 (collectively, the “Tenant Allowance”), ) to be applied toward offset the cost of the following items in respect of the Tenant Improvements in the applicable Building: Architectural Tenant’s design, architectural and engineering fees, space planning, building permits or other governmental fees, plans and construction drawings and the cost of laborTenant’s Work which shall include Tenant’s architectural, materialsengineering, contractors fees and overheadpermit, and other charges included in the construction contract for construction of Tenant Improvements, including the contractor’s fee, overhead and general conditions, sales and use taxes, the cost of the builder’s risk insurance during construction and all testing and inspection costs. If Landlord elects to itself construct To the Restroom Improvements, Landlord shall make payments to its contractor for the Restroom Improvements as extent Tenant’s Work and when such costs are incurred and deduct the amount of such payments from other improvements exceed the Tenant Allowance for Building 2 up Allowance, Tenant will be solely liable to pay the maximum amount stated in Paragraph I of this difference and if after all the Tenant’s Work Letter. Landlord shall not be obligated to disburse and improvements are fully completed, if any remaining portion balance of the Tenant Allowance attributable to a Building until exists, such time as (i) the Commencement Date for the applicable Building has occurred and Tenant has accepted delivery of the Building and made the initial prepayment of Rent with respect will be disbursed to the applicable portion Tenant and may be used for any purpose by Tenant. The Tenant Allowance will be paid in multiple installments $l83,333.33 upon substantial completion of the 1/3 of Tenant’s Work; another $l83,333.33 upon substantial completion of 2/3 of Tenant’s Work; and $l83,333.34 on completion of Tenant Work as evidenced in part by a final Certificate of Occupancy for Demised Premises; such installments being payable within ten (10) days following receipt by Landlord of a certification from Tenant’s architect as to the percentage of Tenant’s Work which has been completed. All work shall be performed by licensed persons working under a building permit and all work must be done in a professional and quality manner. Landlord may consult, at its sole cost and expense, with its experts (iiarchitects, engineers and contractors) Tenant has delivered to determine that the work is completed in accordance with the terms of this Lease. Landlord and Landlord has approved, in may require use of a Notice of Commencement form approved by Landlord’s reasonable discretion, all of the following: (A) invoices, paid receipts and/or related evidence reasonably acceptable to Landlord establishing that Tenant has paid an amount equal to that portion . At least $440,000.00 of the Tenant Allowance must be applied toward actual hard costs of the Tenant’s Work and all receipts will be given to Landlord prior to any Landlord payment. Further, Landlord’s obligation to pay is conditioned upon a title search revealing no liens or claims from lienors for work performed by Tenant. Also, all lienors, the general contractor and Tenant shall provide affidavits that all work has been completed through the pay date and all lienors paid through that date, as well as any further documents reasonably requested by Tenant to third parties in connection with the Tenant Improvements in the applicable Building; (B) executed unconditional final mechanics’ lien releases, in statutory form, from TenantLandlord’s contractor title agent. Final payment of $183,333.34 can be held back until title is clear and all subcontractors, laborers, materialmen lien waivers and suppliers used by Tenant with respect to all work in and to the Premises located in the applicable Building; (C) a certificate from Tenant’s architect or space planner, in a form reasonably acceptable to Landlord, certifying that the construction of the Tenant Improvements in the applicable Building has been substantially completed and meets all applicable building codes; (D) a copy of the certificate of occupancy (or similar governmental authorization) for the applicable Building; (E) “as-built” drawings for the Tenant Improvements in the applicable Building, signed by either Tenant’s architect, space planner or contractor, and electronic CAD files from Tenant’s Contractor and all subcontractors; and (F) a final punch list signed off by both Tenant and Landlord and/or their architectsreleases obtained. Thereafter, Landlord shall deliver, within fifteen (15) days following Tenant’s delivery of the materials and information required for disbursement thereof in the preceding sentence, a check payable to Tenant in the amount of that portion The remaining $150,000.00 of the Tenant Allowance requested will be paid and disbursed to Tenant in three equal installments, without any conditions or requirements, but as consideration for the work to be completed by Tenant and paid pursuant to third parties in connection with Article 25: $50,000.00 due 12 months after the Tenant Improvements for Commencement Date $50,000.00 due 24 months after the applicable Building (which amount shall not exceed Commencement Date; and; $50,000.00 due 36 months after the portion of the Tenant Allowance provided for such Building as specified in the Basic Lease Information)Commencement Date. Landlord’s payment of If any portion of the Tenant Allowance shall that is due but not be deemed Landlord’s approval any paid within ten (10) days of when the same is due and payable in accordance with this Section, Tenant Improvements absent Landlord’s prior approval pursuant to this Work Letter. Landlord’s obligation to disburse may offset the Tenant Allowance for each Building under this Paragraph 9(b) shall expire six (6) months after the Delivery Date for the applicable Building, subject to extension due to Force Majeure, such that Landlord shall not be obligated to provide to Tenant any undisbursed unpaid portion of the Tenant Allowance for a Building unless Tenant has delivered to Landlord all documents required above within nine (9) months after Allowance, including interest at the Delivery Date of such BuildingDefault Rate, against next ensuing monthly rent installments until the reimbursement obligation is satisfied.

Tenant Allowance. Landlord shall provide to Tenant an a special allowance for each Building in an amount not equal to exceed the sum set forth in product of (i) Eighty Eight and 00/100 Dollars ($88.00) and (ii) the Basic Lease Information for Rentable Floor Area of the Tenant Allowance for the applicable Building Premises (collectively, the “Tenant Allowance”), to . The Tenant Allowance shall be used and applied toward by Landlord solely on account of the cost of the following items in respect Landlord’s Work. In no event shall Landlord’s obligations to pay or reimburse Tenant for any of the costs of Landlord’s Work exceed the total Tenant Improvements in the applicable Building: Architectural and engineering fees, space planning, building permits or other governmental fees, and Allowance. The Tenant Allowance shall only be applied towards the cost of labor, materials, contractors fees leasehold improvements and overhead, and other charges included in the construction contract for construction of Tenant Improvements, including the contractor’s fee, overhead and general conditions, sales and use taxes, the cost of the builder’s risk insurance during construction and all testing and inspection costs. If no event shall Landlord elects be required to itself construct the Restroom Improvements, Landlord shall make payments to its contractor for the Restroom Improvements as and when such costs are incurred and deduct the amount of such payments from the Tenant Allowance for Building 2 up to the maximum amount stated in Paragraph I of this Work Letter. Landlord shall not be obligated to disburse any remaining portion of the Tenant Allowance attributable to a Building until such time as (i) the Commencement Date for the applicable Building has occurred and Tenant has accepted delivery of the Building and made the initial prepayment of Rent with respect to the applicable portion of the Premises; and (ii) Tenant has delivered to Landlord and Landlord has approved, in Landlord’s reasonable discretion, all of the following: (A) invoices, paid receipts and/or related evidence reasonably acceptable to Landlord establishing that Tenant has paid an amount equal to that portion of the Tenant Allowance requested by Tenant to third parties in connection with the Tenant Improvements in the applicable Building; (B) executed unconditional final mechanics’ lien releases, in statutory form, from Tenant’s contractor and all subcontractors, laborers, materialmen and suppliers used by Tenant with respect to all work in and to the Premises located in the applicable Building; (C) a certificate from Tenant’s architect or space planner, in a form reasonably acceptable to Landlord, certifying that the construction of the Tenant Improvements in the applicable Building has been substantially completed and meets all applicable building codes; (D) a copy of the certificate of occupancy (or similar governmental authorization) for the applicable Building; (E) “as-built” drawings for the Tenant Improvements in the applicable Building, signed by either Tenant’s architect, space planner or contractor, and electronic CAD files from Tenant’s Contractor and all subcontractors; and (F) a final punch list signed off by both Tenant and Landlord and/or their architects. Thereafter, Landlord shall deliver, within fifteen (15) days following Tenant’s delivery of the materials and information required for disbursement thereof in the preceding sentence, a check payable to Tenant in the amount of that portion of the Tenant Allowance requested by Tenant and paid to third parties in connection with the Tenant Improvements for the applicable Building (which amount shall not exceed the portion of the Tenant Allowance provided for such Building as specified in the Basic Lease Information). Landlord’s payment application of any portion of the Tenant Allowance towards Tenant’s personal property, trade fixtures or moving expenses or on account of any supervisory fees, overhead, management fees or other payments to Tenant, or any partner or affiliate of Tenant. In the event that the costs of Landlord’s Work are less than the Tenant Allowance, Tenant shall not be deemed Landlord’s approval entitled to any payment or credit nor shall there be any application of the same toward Annual Fixed Rent or Additional Rent owed by Tenant Improvements absent Landlord’s prior approval pursuant to this Work Letterunder the Lease. Landlord’s obligation to disburse Notwithstanding the foregoing, Tenant Allowance for each Building under this Paragraph 9(bmay use no more than fifteen percent (15%) shall expire six (6) months after the Delivery Date for the applicable Building, subject to extension due to Force Majeure, such that Landlord shall not be obligated to provide to Tenant any undisbursed portion of the Tenant Allowance for, in the aggregate, fees for construction management, architectural and engineering services and other consultants providing services directly related to the design or construction of Landlord’s Work and other so-called “soft costs” (collectively, “Soft Costs”). Tenant shall, at the time that Tenant gives Landlord a Building unless Tenant has delivered written authorization to proceed with the Landlord’s Work, prepare and submit to Landlord all documents required above a budget that constitutes Tenant’s good faith estimate of the total amount of Soft Costs to be incurred in connection with the Landlord’s Work. Tenant shall submit an updated budget for Soft Costs from time to time based upon the then current information available to Tenant about the amount of the total Soft Costs for the Landlord’s Work. Landlord shall provide Tenant with an amount equal to the product of (i) Ten Cents ($.10) and (ii) the Rentable Floor Area of the Premises (the “Space Plan Allowance”) towards the cost of plans prepared for Tenant’s space plans. Landlord shall, within nine thirty (930) months after days of receipt of invoices from Tenant or Tenant’s design professional, pay the Delivery Date applicable portion of such Buildingthe Space Plan Allowance to Tenant.

Tenant Allowance. As consideration for the extension of the Lease as provided herein, Landlord shall provide Tenant with an allowance of up to $4.00 PSF (for each Building a total amount of $53,320.00) (the “Allowance”) for improvements and/or alterations to the Premises. In order to receive all or a portion of the Allowance (as provided herein), Tenant shall provide to Landlord reasonable details of the work contemplated by the Tenant for the Premises (hereinafter the “Tenant Improvement Work”) and shall respond to all reasonable inquiries for information requested by Landlord. Landlord shall have twenty (20) days to review and approve such details for the proposed Tenant Improvement Work in an amount its reasonable discretion, such approval not to exceed be unreasonably withheld, conditioned or delayed. Notwithstanding any disapproval or condition related to an adverse impact of Tenant’s Improvement Work to the sum set forth Building structure or the major systems of the Building shall be deemed reasonable. Failure by Landlord to approve or disapprove such proposed Tenant Improvement Work within the time limits prescribed herein shall constitute approval by Landlord. Landlord and Tenant shall work together in good faith to resolve any disputes or differences that arise in the Basic Lease Information event Landlord notifies Tenant in a timely fashion of its disapproval of any aspect of such proposed Tenant Improvement Work. In no event shall Tenant be responsible for payment to Landlord or Landlord’s architect or other consultants for costs incurred by Landlord in connection with Landlord’s review of Tenant’s proposed Tenant Improvement Work. Tenant shall be solely responsible for all permits and such other approvals required for the Tenant Allowance for Improvement Work. Tenant shall cause the applicable Building work to be completed in a good and workmanlike manner, using new materials, in compliance with law. Upon completion of the Tenant Improvement Work, Tenant shall provide Landlord with detailed as built plans and specifications as well as invoices related to the Tenant Improvement Work (collectively, hereinafter the “Tenant AllowanceImprovement Work Invoices”). Within thirty (30) days of Landlord’s receipt (and reasonable review of the Work) of the Tenant Improvement Work Invoices and the final plans and specifications, Landlord shall pay Tenant the lesser of: (i) the total amount of the Tenant Improvement Work Invoices, or (ii) the Allowance. For the avoidance of doubt, Tenant shall not be provided a rent credit to be applied toward the extent that the cost of the following items in respect of the Tenant Improvements in the applicable Building: Architectural and engineering fees, space planning, building permits or other governmental fees, and the cost of labor, materials, contractors fees and overhead, and other charges included in the construction contract for construction of Tenant Improvements, including the contractor’s fee, overhead and general conditions, sales and use taxes, the cost of the builder’s risk insurance during construction and all testing and inspection costs. If Landlord elects to itself construct the Restroom Improvements, Landlord shall make payments to its contractor for the Restroom Improvements as and when such costs are incurred and deduct Improvement Work is less than the amount of such payments from the Allowance. Tenant shall comply with terms of Section 6.7 of the Lease in relation to the Tenant Allowance for Building 2 up to the maximum amount stated in Paragraph I of this Work Letter. Landlord shall not be obligated to disburse any remaining portion of the Tenant Allowance attributable to a Building until such time as (i) the Commencement Date for the applicable Building has occurred and Tenant has accepted delivery of the Building and made the initial prepayment of Rent with respect to the applicable portion of the Premises; and (ii) Tenant has delivered to Landlord and Landlord has approved, in Landlord’s reasonable discretion, all of the following: (A) invoices, paid receipts and/or related evidence reasonably acceptable to Landlord establishing that Tenant has paid an amount equal to that portion of the Tenant Allowance requested by Tenant to third parties in connection with the Tenant Improvements in the applicable Building; (B) executed unconditional final mechanics’ lien releases, in statutory form, from Tenant’s contractor and all subcontractors, laborers, materialmen and suppliers used by Tenant with respect to all work in and to the Premises located in the applicable Building; (C) a certificate from Tenant’s architect or space planner, in a form reasonably acceptable to Landlord, certifying that the construction of the Tenant Improvements in the applicable Building has been substantially completed and meets all applicable building codes; (D) a copy of the certificate of occupancy (or similar governmental authorization) for the applicable Building; (E) “as-built” drawings for the Tenant Improvements in the applicable Building, signed by either Tenant’s architect, space planner or contractor, and electronic CAD files from Tenant’s Contractor and all subcontractors; and (F) a final punch list signed off by both Tenant and Landlord and/or their architects. Thereafter, Landlord shall deliver, within fifteen (15) days following Tenant’s delivery of the materials and information required for disbursement thereof in the preceding sentence, a check payable to Tenant in the amount of that portion of the Tenant Allowance requested by Tenant and paid to third parties in connection with the Tenant Improvements for the applicable Building (which amount shall not exceed the portion of the Tenant Allowance provided for such Building as specified in the Basic Lease Information). Landlord’s payment of any portion of the Tenant Allowance shall not be deemed Landlord’s approval any of the Tenant Improvements absent Landlord’s prior approval pursuant to this Work Letter. Landlord’s obligation to disburse the Tenant Allowance for each Building under this Paragraph 9(b) shall expire six (6) months after the Delivery Date for the applicable Building, subject to extension due to Force Majeure, such that Landlord shall not be obligated to provide to Tenant any undisbursed portion of the Tenant Allowance for a Building unless Tenant has delivered to Landlord all documents required above within nine (9) months after the Delivery Date of such BuildingImprovement Work.

Tenant Allowance. Landlord shall agrees to provide to Tenant an allowance with respect to the Premises of $20.00 per rentable square foot (calculated as provided in the Lease) (the "TENANT IMPROVEMENT ALLOWANCE"). The Tenant Improvement Allowance may be applied to the cost of all (i) tenant improvements, (ii) space planning, (iii) design and construction documents and (iv) general contractor fees, including, without limitation, the Landlord's Work (but excluding the Base Building Work which shall be paid for each Building in an amount not to solely by Landlord). In the event the Tenant Improvement Allowance shall exceed the sum set forth amount of Landlord's Work or any of the other expenses enumerated in the Basic Lease Information for items (i) through (iv) above, all of which shall be funded out of the Tenant Improvement Allowance, to the extent there remains undisbursed portions thereof, upon presentation of invoices or other reasonable documentation respecting same. Any unused portion of the Tenant Improvement Allowance for shall be converted to an equivalent amount of Base Rent abatement in direct chronological order of due dates; provided, however, that Landlord shall have no obligation to provide any Base Rent abatement at any time that Tenant shall be in default under the applicable Building Lease or at any time that the remainder of the Tenant Improvement Allowance shall be less than the remaining costs of Landlord's Work. To the extent that the costs of Landlord's Work exceed the Tenant Improvement Allowance (collectivelythe "Deficiency Amount"), Tenant shall remit its pro rata percentage share of each such installment due under the Construction Contract, calculated by utilizing a fraction, the “Tenant Allowance”), to be applied toward numerator of which is the Deficiency Amount and the denominator of which is the sum of (i) the cost of Landlord's Work and (ii) the cost of the following items in respect of the Tenant Improvements in the applicable Building: Architectural and engineering feesBase Building Work, space planningto Contractor, building permits or other governmental fees, and the cost of labor, materials, contractors fees and overhead, and other charges included in the construction contract for construction of Tenant Improvements, including the contractor’s fee, overhead and general conditions, sales and use taxes, the cost of the builder’s risk insurance during construction and all testing and inspection costs. If Landlord elects to itself construct the Restroom Improvements, Landlord shall make payments to its contractor for the Restroom Improvements as and when such costs periodic payments are incurred and deduct due under the amount of such payments from the Tenant Allowance for Building 2 up to the maximum amount stated in Paragraph I of this Work Letter. Landlord shall not be obligated to disburse any remaining portion of the Tenant Allowance attributable to a Building until such time as (i) the Commencement Date for the applicable Building has occurred and Tenant has accepted delivery of the Building and made the initial prepayment of Rent with respect to the applicable portion of the Premises; and (ii) Tenant has delivered to Landlord and Landlord has approved, in Landlord’s reasonable discretion, all of the following: (A) invoices, paid receipts and/or related evidence reasonably acceptable to Landlord establishing that Tenant has paid an amount equal to that portion of the Tenant Allowance requested by Tenant to third parties in connection with the Tenant Improvements in the applicable Building; (B) executed unconditional final mechanics’ lien releases, in statutory form, from Tenant’s contractor and all subcontractors, laborers, materialmen and suppliers used by Tenant with respect to all work in and to the Premises located in the applicable Building; (C) a certificate from Tenant’s architect or space planner, in a form reasonably acceptable to Landlord, certifying that the construction of the Tenant Improvements in the applicable Building has been substantially completed and meets all applicable building codes; (D) a copy of the certificate of occupancy (or similar governmental authorization) for the applicable Building; (E) “as-built” drawings for the Tenant Improvements in the applicable Building, signed by either Tenant’s architect, space planner or contractor, and electronic CAD files from Tenant’s Contractor and all subcontractors; and (F) a final punch list signed off by both Tenant and Landlord and/or their architects. Thereafter, Landlord shall deliver, within fifteen (15) days following Tenant’s delivery of the materials and information required for disbursement thereof in the preceding sentence, a check payable to Tenant in the amount of that portion of the Tenant Allowance requested by Tenant and paid to third parties in connection with the Tenant Improvements for the applicable Building (which amount shall not exceed the portion of the Tenant Allowance provided for such Building as specified in the Basic Lease Information). Landlord’s payment of any portion of the Tenant Allowance shall not be deemed Landlord’s approval any of the Tenant Improvements absent Landlord’s prior approval pursuant to this Work Letter. Landlord’s obligation to disburse the Tenant Allowance for each Building under this Paragraph 9(b) shall expire six (6) months after the Delivery Date for the applicable Building, subject to extension due to Force Majeure, such that Landlord shall not be obligated to provide to Tenant any undisbursed portion of the Tenant Allowance for a Building unless Tenant has delivered to Landlord all documents required above within nine (9) months after the Delivery Date of such BuildingConstruction Contract.

Tenant Allowance. Landlord agrees that it shall provide contribute the Tenant an allowance for each Building in an amount not to exceed the sum Allowance [as set forth in the Basic Lease Information for the Tenant Allowance for the applicable Building (collectively, the “Tenant Allowance”Section 1.01(q), to be applied ] toward the cost and expense of the following items in respect Landlord's Work ("Tenant Allowance") under a finished ceiling, which cost and expense shall include, but not be limited to, all construction labor and materials, including demolition and removal of the Tenant Improvements in the applicable Building: Architectural debris, and installation of partitioning doors, floor covering, architectural and engineering feescosts, space planningplan preparation and reproduction, building permits or other governmental feesincluding mechanical, electrical, plumbing, and the cost structural drawings, procurement of labor, materials, contractors fees permits and overheadapprovals, and other charges included construction management and inspection fees. Landlord, at Landlord's cost and expense, shall provide a finished ceiling to include 2x2 grid, 2x2 reveal edge acoustical tile, 2x4 T8 fluorescent deep cell parabolic fixtures, light switches, and HVAC distribution consistent with and in the construction contract for construction of Tenant Improvements, including the contractor’s fee, overhead and general conditions, sales and use taxescompliment to Tenant's Plan, the cost of which will not be applied to the builder’s risk insurance during construction and all testing and inspection costsTenant Allowance. The cost of relocation of sprinkler heads required by Tenant's Plan will be applied to the Tenant Allowance. Tenant shall have the right to review, upon request, invoices for the performance of Landlord's Work, however, Tenant shall have no right to disapprove such invoices or delay the payment thereof. To the extent the cost of Landlord's Work exceeds the Tenant Allowance, such excess cost shall be paid by Tenant to Landlord upon Landlord's demand. If Tenant shall fail to pay such excess cost within ten (10) days of demand from Landlord elects to itself construct therefor, such failure shall be an Event of Default (as defined in Section 14.01 below) under this Lease. To the Restroom Improvementsextent that Landlord's Work shall be less than the Tenant's Allowance, Landlord shall make payments to its contractor for the Restroom Improvements as and when such costs are incurred and deduct the amount of such payments from the Tenant Allowance for Building 2 up to the maximum amount stated in Paragraph I of this Work Letter. Landlord shall not be obligated required to disburse contribute or pay such differential to Tenant, nor shall such differential be available to Tenant as a credit against any remaining portion obligations of Tenant under this Lease. It is expressly understood and agreed that all improvements installed within the Tenant Allowance attributable to a Building until such time as Premises in accordance with Landlord's Work shall, upon completion and installation, be deemed the property of Landlord, including any fixtures or equipment (iexcept for trade fixtures and equipment, moveable office partitions, furniture or other personal property) the Commencement Date for the applicable Building has occurred and Tenant has accepted delivery of the Building and made the initial prepayment of Rent with respect to the applicable portion of the Premises; and (ii) Tenant has delivered to Landlord and which Landlord has approved, in Landlord’s reasonable discretion, all of the following: (A) invoices, paid receipts and/or related evidence reasonably acceptable provided allowances to Landlord establishing that Tenant has paid an amount equal to that portion of the Tenant Allowance requested by Tenant to third parties in connection with the Tenant Improvements in the applicable Building; (B) executed unconditional final mechanics’ lien releasesperformance of Landlord's Work. In addition, in statutory formLandlord may, from upon notice to Tenant’s contractor and all subcontractors, laborers, materialmen and suppliers used by Tenant with respect to all work in and relinquish its rights to the Premises located in the applicable Building; (C) a certificate from Tenant’s architect or space planner, in a form reasonably acceptable improvements installed pursuant to Landlord, certifying that the construction 's Work and compel Tenant to remove same prior to expiration of the Tenant Improvements in the applicable Building has been substantially completed and meets all applicable building codes; (D) a copy of the certificate of occupancy (or similar governmental authorization) for the applicable Building; (E) “as-built” drawings for the Tenant Improvements in the applicable Building, signed by either Tenant’s architect, space planner or contractor, and electronic CAD files from Tenant’s Contractor and all subcontractors; and (F) a final punch list signed off by both Tenant and Landlord and/or their architects. Thereafter, Landlord shall deliver, within fifteen (15) days following Tenant’s delivery of the materials and information required for disbursement thereof in the preceding sentence, a check payable to Tenant in the amount of that portion of the Tenant Allowance requested by Tenant and paid to third parties in connection with the Tenant Improvements for the applicable Building (which amount shall not exceed the portion of the Tenant Allowance provided for such Building as specified in the Basic Lease Information). Landlord’s payment of any portion of the Tenant Allowance shall not be deemed Landlord’s approval any of the Tenant Improvements absent Landlord’s prior approval pursuant to this Work Letter. Landlord’s obligation to disburse the Tenant Allowance for each Building under this Paragraph 9(b) shall expire six (6) months after the Delivery Date for the applicable Building, subject to extension due to Force Majeure, such that Landlord shall not be obligated to provide to Tenant any undisbursed portion of the Tenant Allowance for a Building unless Tenant has delivered to Landlord all documents required above within nine (9) months after the Delivery Date of such BuildingTerm.

Tenant Allowance. Landlord shall provide Tenant an allowance for each Building agrees to accept the Premises “as is”. Unless otherwise stated in an amount not to exceed the sum set forth in the Basic Lease Information for the Tenant Allowance for the applicable Building (collectively, the “Tenant Allowance”), to be applied toward the cost of the following items in respect of the Tenant Improvements in the applicable Building: Architectural and engineering fees, space planning, building permits or other governmental fees, and the cost of labor, materials, contractors fees and overhead, and other charges included in the construction contract for construction of Tenant Improvements, including the contractor’s fee, overhead and general conditions, sales and use taxes, the cost of the builder’s risk insurance during construction and all testing and inspection costs. If Landlord elects to itself construct the Restroom Improvementsthis Article, Landlord shall make payments agrees to its contractor for reimburse Tenant the Restroom Improvements as and when such costs are incurred and deduct the amount of such payments from the Tenant Allowance for Building 2 up to the maximum amount stated in Paragraph I Section 1.1(u) of this Work LetterLease as a tenant finish allowance. Landlord Said allowance shall not be obligated due and payable to disburse any remaining portion of Tenant within thirty (30) days after the following conditions have been met: (a) Tenant Allowance attributable to a Building until such time as is open for business with the public in the entire Premises and has paid the first month’s rent due in advance and security deposit, if any. REGENCY CENTERS INITIAL HERE /s/ [ILLEGIBLE] /s/ [ILLEGIBLE] (i) the Commencement Date for the applicable Building has occurred and Tenant has accepted delivery of the Building and made the initial prepayment of Rent with respect to the applicable portion of the Premises; and (iib) Tenant has delivered furnished to Landlord original affidavits, original lien waivers on Regency’s standard waiver form and Landlord has approved, in Landlord’s reasonable discretion, all of the following: (A) invoices, paid receipts and/or related evidence reasonably acceptable to Landlord establishing that Tenant has paid an amount equal to that portion of for physical improvements performed within and for the Tenant Allowance requested by Tenant to third parties in connection with the Tenant Improvements in the applicable Building; (B) executed unconditional final mechanics’ lien releases, in statutory form, Premises from Tenant’s contractor general contractor, and all subcontractorssub-contractors and material suppliers. This support provided to Landlord should be reasonably satisfactory in establishing payment in full for all labor and materials, laborers, materialmen and suppliers used by Tenant with respect to all work in and to which may form a predicate for a claim of lien against the Premises located in the applicable Building; (C) a certificate from Tenant’s architect or space planner, in a form reasonably acceptable to Landlord, certifying that the construction Premises. The actual amount of the Tenant Improvements in reimbursement will be the applicable Building has been substantially completed and meets all applicable building codes; (D) a copy lesser of the sum total of all the receipts or the amount stated in Section 1.1(u) of this Lease. (c) A certificate of occupancy (or similar an equivalent) from the governmental authorizationauthority having jurisdiction has been delivered to Landlord. (d) Landlord has received and approved a copy of a HVAC maintenance agreement as required by Section 13.2. (e) Landlord has received a certificate of insurance as required by Section 11.4. (f) Receipt by Landlord of evidence that Tenant has paid its utility deposits and local government impact fees. (g) Receipt by Landlord of Tenant’s As Built plans confirming compliance with the Americans with Disabilities Act. (h) Receipt by Landlord of a Form W-9, Request for Taxpayer Identification Number and Certification, executed by Tenant. (i) Tenant is not in default. (j) Tenant has installed its permanent signage on the exterior of the Premises. If Tenant fails to request reimbursement of the tenant finish allowance within one hundred eighty (180) days of receiving its certificate of occupancy for the applicable Building; Premises, then this Section shall be deemed terminated and null and void. Tenant may request an extension of the one hundred eighty (E180) “as-built” drawings for the Tenant Improvements in the applicable Building, signed by either Tenant’s architect, space planner or contractor, and electronic CAD files from Tenant’s Contractor and all subcontractors; and day period with thirty (F) a final punch list signed off by both Tenant and Landlord and/or their architects. Thereafter, Landlord shall deliver, within fifteen (1530) days following Tenant’s delivery of the materials and information required for disbursement thereof in the preceding sentence, a check payable prior written notice to Tenant in the amount of that portion of the Tenant Allowance requested by Tenant and paid to third parties in connection with the Tenant Improvements for the applicable Building (which amount shall not exceed the portion of the Tenant Allowance provided for such Building as specified in the Basic Lease Information). Landlord’s payment of any portion of the Tenant Allowance shall not be deemed Landlord’s approval any of the Tenant Improvements absent Landlord’s prior approval pursuant to this Work Letter. Landlord’s obligation to disburse the Tenant Allowance for each Building under this Paragraph 9(b) shall expire six (6) months after the Delivery Date for the applicable Building, subject to extension due to Force Majeure, such that Landlord shall not be obligated to provide to Tenant any undisbursed portion of the Tenant Allowance for a Building unless Tenant has delivered to Landlord all documents required above within nine (9) months after the Delivery Date of such Building.

Tenant Allowance. From the Reconfigured Commencement Date, Landlord shall provide hereby grants to Tenant an allowance for each Building in an amount not to exceed the sum set forth in the Basic Lease Information for the Tenant Allowance for the applicable Building (collectively, the “Tenant Allowance”), to be applied toward the cost of the following items in respect of the Tenant Improvements in the applicable Building: Architectural and engineering fees, space planning, building permits or other governmental fees, and the cost of labor, materials, contractors fees and overhead, and other charges included in the construction contract for construction of Tenant Improvements, including the contractor’s fee, overhead and general conditions, sales and use taxes, the cost of the builder’s risk insurance during construction and all testing and inspection costs. If Landlord elects to itself construct the Restroom Improvements, Landlord shall make payments to its contractor for the Restroom Improvements as and when such costs are incurred and deduct the amount of such payments from the Tenant Allowance for Building 2 up to the maximum amount stated in Paragraph I of this Work Letter. Landlord shall not be obligated to disburse any remaining portion of the Tenant Allowance attributable to a Building until such time as (i) the Commencement Date for the applicable Building has occurred and Tenant has accepted delivery of the Building and made the initial prepayment of Rent with respect to the applicable portion of the Premises; and (ii) Tenant has delivered to Landlord and Landlord has approved, in Landlord’s reasonable discretion, all of the following: (A) invoices, paid receipts and/or related evidence reasonably acceptable to Landlord establishing that Tenant has paid an amount equal to that portion $8.00 per square foot of the Tenant Demised Premises (the “Allowance”). Except as otherwise provided herein, the Allowance shall be used for construction and installation of the work within the Demised Premises requested by Tenant to third parties in connection with (“Allowance Work”), including the Tenant Improvements in the following (as may be applicable Building; (B) executed unconditional final mechanics’ lien releases, in statutory form, from Tenant’s contractor and all subcontractors, laborers, materialmen and suppliers used by Tenant with respect to all work in and to the Allowance Work) : (a) Installation within the Demised Premises located in of all partitioning, doors, floor coverings, ceilings, wall coverings and painting, millwork and similar items; (b) All electrical wiring, lighting fixtures, outlets and switches, and other electrical work to be installed within the applicable Building; Demised Premises; (Cc) a certificate from Tenant’s architect or space plannerThe furnishing and installation of all duct work, in a form reasonably acceptable to Landlordterminal boxes, certifying that diffusers and accessories required for the construction completion of the heating, ventilation and air conditioning systems within the Demised Premises; (d) Any additional Tenant Improvements in the applicable Building has been substantially completed requirements including, but not limited to, temperature control, special heating, ventilation and meets all applicable building codesair conditioning, noise or vibration control or other special systems; (e) Testing and inspection costs; (f) General conditions and contractor’s fees; (g) ‘Soft costs,’ including plan preparation costs and architectural and engineering costs; and (Dh) Permit and application costs. Tenant shall receive a copy of the certificate of occupancy (or similar governmental authorization) for the applicable Building; (E) “as-built” drawings for the Tenant Improvements in the applicable Building, signed by either Tenant’s architect, space planner or contractor, and electronic CAD files from Tenant’s Contractor and all subcontractors; and (F) a final punch list signed off by both Tenant and Landlord and/or their architects. Thereafter, Landlord shall deliver, within fifteen (15) days following Tenant’s delivery of the materials and information required for disbursement thereof in the preceding sentence, a check payable credit against Fixed Annual Rent equal to Tenant in the amount of that portion of the Tenant Allowance requested by Tenant and paid to third parties in connection with the Tenant Improvements for the applicable Building (which amount shall not exceed the portion of the Tenant Allowance provided for such Building as specified in the Basic Lease Information). Landlord’s payment of any portion of the Tenant Allowance not used for Allowance Work on or before January 1, 2026. Tenant, at Tenant’s sole option, shall not be deemed have the right to (I) request Landlord to perform Allowance Work or (II) directly contract with contractors and other service providers for the performance of Allowance Work, which contractors and other service providers are subject to Landlord’s approval any approval, not to be unreasonably withheld or delayed. If Tenant exercises option (II) above, Tenant shall hire an architect and diligently prosecute all municipal permits and approvals for Tenant’s Allowance Work, and in such case Landlord shall charge Tenant and Tenant shall pay Landlord a fee for reviewing Tenant’s plans (which will be prepared by a licensed architect) and its contractor’s performance of the Tenant’s Allowance Work equal to five percent (5%) of the cost of Tenant’s Allowance Work. In all other respects Tenant Improvements absent Landlord’s prior approval pursuant shall comply with Section 25 of the Lease. Notwithstanding anything in the Lease (including, without limitation, Section 25 of the Lease) to this Work Letter. Landlord’s obligation to disburse the Tenant Allowance for each Building under this Paragraph 9(b) shall expire six (6) months after the Delivery Date for the applicable Buildingcontrary, subject to extension due to Force Majeure, such that Landlord shall not be obligated unreasonably withhold, condition or delay its approval of any Allowance Work proposed by Tenant, and Tenant shall have no obligation to provide to Tenant any undisbursed portion remove Allowance Work improvements upon the expiration (or sooner termination) of the Tenant Allowance for a Building unless Tenant has delivered to Landlord all documents required above within nine (9) months after the Delivery Date of such BuildingTerm.

Tenant Allowance. Landlord shall shall, in accordance with Paragraph 5(c) below, provide Tenant an allowance of up to the maximum amount of Two Hundred and Six Thousand Nine Hundred Eighty Eight Dollars ($206,988), calculated at $12.00 per square foot (the “Allowance”), and in no event shall Landlord be obligated to provide more than the full amount of the Allowance. The Allowance shall be utilized by Tenant on or before May 1, 2011, time being of the essence, and shall be used for each Building Landlord approved improvements or renovations to the Premises, first made after the date of this Amendment, which improvements (and renovating) shall be performed by Tenant in an amount not to exceed the sum set forth a good and workmanlike manner and in the Basic Lease Information accordance with Tenant’s Plans for the Tenant Allowance for Premises, the applicable Building terms of the Lease and all legal requirements (collectively, the “Tenant AllowanceImprovements”), to be applied toward the cost of the following items in respect of the . Tenant Improvements in the applicable Building: Architectural and engineering fees, space planning, building permits or other governmental fees, and the cost of labor, materials, contractors fees and overhead, and other charges included in the construction contract for construction of Tenant Improvements, including the contractor’s fee, overhead and general conditions, sales and shall use taxes, the cost of the builder’s risk insurance during construction and all testing and inspection costs. If a Landlord elects to itself construct the Restroom Improvements, Landlord shall make payments to its approved contractor for the Restroom Improvements. Tenant, at its sole cost and expense, shall be responsible for the payment of any costs of the Improvements as in excess of the Allowance and when such costs are incurred and deduct the amount entire cost of such payments from the Tenant Allowance for Building 2 up other additions, alterations or improvements to the maximum amount stated Premises. Prior to the commencement of any work in Paragraph I the Premises, Tenant shall obtain approval of this Work Letter. Tenant’s Plans and shall request Landlord’s approval, such approval by Landlord shall not to be obligated unreasonably withheld, delayed or conditioned, such request to disburse any remaining portion of the Tenant Allowance attributable to a Building until such time as be accompanied by: (i) the Commencement Date any plans and specifications for the applicable Building has occurred and Tenant has accepted delivery of the Building and made the initial prepayment of Rent with respect to the applicable portion of the Premises; and Improvements, (ii) names and addresses of each of the contractors and subcontractors to perform the Improvements, (iii) copies of applicable contracts, subcontracts and necessary permits for the Improvements, and (iv) certificates of insurance, in form acceptable to the Landlord evidencing that all contractors and subcontractors who will perform labor or furnish materials, have insurance coverage in form and amounts required by Landlord insuring Landlord, Landlord’s Managing Agent, Landlord’s lenders and Tenant has delivered against any and all liability for personal injury, including workers’ compensation claims and for property damage that may arise out of or be in any manner connected with the Improvements. No Improvements or other alterations, additions or improvements to Landlord and the Premises shall be made unless Landlord has approved, in Landlord’s reasonable discretion, all of the following: (A) invoices, paid receipts and/or related evidence reasonably acceptable to Landlord establishing that Tenant has paid an amount equal to that portion of the Tenant Allowance requested by Tenant to third parties given its prior written consent thereto. All work done in connection with the Tenant Improvements shall be done in accordance with this Paragraph 5 and the applicable Building; (B) executed unconditional final mechanics’ lien releases, in statutory form, from Tenant’s contractor and all subcontractors, laborers, materialmen and suppliers used by Tenant with respect to all work in and to the Premises located in the applicable Building; (C) a certificate from Tenant’s architect or space planner, in a form reasonably acceptable to Landlord, certifying that the construction terms of the Tenant Improvements in Lease, specifically, without limitation, the applicable Building has been substantially completed and meets all applicable building codes; (D) a copy terms of Paragraph 15 of the certificate of occupancy (or similar governmental authorization) for the applicable Building; (E) “as-built” drawings for the Tenant Improvements in the applicable Building, signed by either Tenant’s architect, space planner or contractor, and electronic CAD files from Tenant’s Contractor and all subcontractors; and (F) a final punch list signed off by both Tenant and Landlord and/or their architects. Thereafter, Landlord shall deliver, within fifteen (15) days following Tenant’s delivery of the materials and information required for disbursement thereof in the preceding sentence, a check payable to Tenant in the amount of that portion of the Tenant Allowance requested by Tenant and paid to third parties in connection with the Tenant Improvements for the applicable Building (which amount shall not exceed the portion of the Tenant Allowance provided for such Building as specified in the Basic Lease Information). Landlord’s payment of any portion of the Tenant Allowance shall not be deemed Landlord’s approval any of the Tenant Improvements absent Landlord’s prior approval pursuant to this Work Letter. Landlord’s obligation to disburse the Tenant Allowance for each Building under this Paragraph 9(b) shall expire six (6) months after the Delivery Date for the applicable Building, subject to extension due to Force Majeure, such that Landlord shall not be obligated to provide to Tenant any undisbursed portion of the Tenant Allowance for a Building unless Tenant has delivered to Landlord all documents required above within nine (9) months after the Delivery Date of such BuildingOriginal Lease.

Tenant Allowance. The Landlord shall provide the Tenant an with a tenant improvement allowance for each Building in an amount not to exceed the sum set forth in the Basic Lease Information for amount of [$[●]] per square foot of Gross Rentable Area of the Tenant Allowance for the applicable Building Premises (collectively, the “Tenant Allowance”)) for the purpose of reimbursing the Tenant for a portion of its out of pocket costs in completing the Tenant’s Work, such payment to be applied toward made within ten (10) days after the cost satisfaction of all of the following items in respect conditions: (a) the Tenant has taken possession of the Tenant Improvements Premises and opened for business to the public in the applicable Building: Architectural and engineering fees, space planning, building permits or other governmental fees, and the cost of labor, materials, contractors fees and overhead, and other charges included in the construction contract for construction of Tenant Improvements, including the contractor’s fee, overhead and general conditions, sales and use taxes, the cost whole of the builder’s risk insurance during construction and all testing and inspection costs. If Landlord elects to itself construct the Restroom Improvements, Landlord shall make payments to its contractor Premises for the Restroom Improvements as and when such costs are incurred and deduct specifically permitted use in Section 7.1 of this Lease; (b) the amount of such payments Landlord has received from the Tenant, if required by the city or local government in which the Development is located, an occupancy permit allowing the Tenant to conduct its business within the Premises; (c) the Landlord has received from the Tenant Allowance for Building 2 up to the maximum amount stated in Paragraph I a statutory declaration of this Work Letter. Landlord shall not be obligated to disburse any remaining portion an officer of the Tenant Allowance attributable to a Building until such time as Tenant, executed no less than sixty (i60) days after the Commencement Date for completion of the applicable Building has occurred and Tenant’s Work, certifying that the Tenant has accepted delivery of the Building and made the initial prepayment of Rent paid all accounts owing with respect to the applicable portion Tenant’s Work, that no Person is entitled to claim a lien against the title to the Lands with respect to any of the Premises; Tenant’s Work and that the statutory holdback period under the applicable builders’ lien legislation has expired; (iid) Tenant any lien that may have been filed against the Development or Lands with respect to the Tenant’s Work has been discharged; (e) this Lease has been executed and delivered to by the Landlord and the Tenant; (f) no Event of Default exists under this Lease; (g) the Landlord has approvedreceived from the Tenant duly receipted invoices and other proof satisfactory to the Landlord evidencing the actual out of pocket expenses incurred by the Tenant in performing the Tenant’s Work (the “Tenant’s Actual Costs”); and (h) the Landlord has received a letter from the Tenant requesting the payment of the Tenant Allowance, in Landlord’s reasonable discretion, confirming that all of the following: other conditions in paragraphs (Aa) invoices, paid receipts and/or related evidence reasonably acceptable to Landlord establishing that Tenant has paid an amount equal to that portion of the Tenant Allowance requested by Tenant to third parties in connection with the Tenant Improvements in the applicable Building; (B) executed unconditional final mechanics’ lien releases, in statutory form, from Tenant’s contractor and all subcontractors, laborers, materialmen and suppliers used by Tenant with respect to all work in and to the Premises located in the applicable Building; (C) a certificate from Tenant’s architect or space planner, in a form reasonably acceptable to Landlord, certifying that the construction of the Tenant Improvements in the applicable Building has been substantially completed and meets all applicable building codes; (D) a copy of the certificate of occupancy (or similar governmental authorization) for the applicable Building; (E) “as-built” drawings for the Tenant Improvements in the applicable Building, signed by either Tenant’s architect, space planner or contractor, and electronic CAD files from Tenant’s Contractor and all subcontractors; and (F) a final punch list signed off by both Tenant and Landlord and/or their architects. Thereafter, Landlord shall deliver, within fifteen (15) days following Tenant’s delivery of the materials and information required for disbursement thereof in the preceding sentence, a check payable to Tenant in the amount of that portion of the Tenant Allowance requested by Tenant and paid to third parties in connection with the Tenant Improvements for the applicable Building (which amount shall not exceed the portion of the Tenant Allowance provided for such Building as specified in the Basic Lease Information). Landlord’s payment of any portion of the Tenant Allowance shall not be deemed Landlord’s approval any of the Tenant Improvements absent Landlord’s prior approval pursuant to this Work Letter. Landlord’s obligation to disburse the Tenant Allowance for each Building under this Paragraph 9(b) shall expire six (6) months after the Delivery Date for the applicable Building, subject to extension due to Force Majeure, such that Landlord shall not be obligated to provide to Tenant any undisbursed portion of the Tenant Allowance for a Building unless Tenant has delivered to Landlord all documents required above within nine (9) months after the Delivery Date of such Building.to

Tenant Allowance. (1) Landlord shall provide Tenant an with a tenant allowance for each Building in an amount not to exceed the sum set forth in the Basic Lease Information for amount of Ten and 45/100 Dollars ($10.45) per rentable square foot of the Tenant Allowance for Premises (the applicable Building (collectively, the “"Tenant Allowance”"), to be applied toward the cost of the following items expended at Tenant's discretion subject to Landlord's approval, which shall not be unreasonably withheld, conditioned or delayed and to be funded as provided in respect of the Tenant Improvements in the applicable Building: Architectural and engineering fees, space planning, building permits or other governmental fees, and the cost of labor, materials, contractors fees and overhead, and other charges included in the construction contract for construction of Tenant Improvements, including the contractor’s fee, overhead and general conditions, sales and use taxes, the cost of the builder’s risk insurance during construction and all testing and inspection costs. If Landlord elects to itself construct the Restroom Improvements, Landlord shall make payments to its contractor for the Restroom Improvements as and when such costs are incurred and deduct the amount of such payments from the Tenant Allowance for Building 2 up to the maximum amount stated in Paragraph I of this Work Letterparagraph 3(c)(3) below. Landlord shall not be obligated to disburse charge Tenant any remaining portion fee of any kind for managing the design and construction of the Tenant Allowance attributable to a Building until such time as (i) the Commencement Date for the applicable Building has occurred and Tenant has accepted delivery of the Building and made the initial prepayment of Rent with respect improvements to the applicable portion of Premises (the Premises"Tenant Improvements"); and (ii) Tenant has delivered to however, any third party charges or expenses incurred by Landlord and Landlord has approved, in Landlord’s reasonable discretion, all of the following: (A) invoices, paid receipts and/or related evidence reasonably acceptable to Landlord establishing that Tenant has paid an amount equal to that portion of the Tenant Allowance requested by Tenant to third parties in connection with the Tenant Improvements shall be deducted from the Tenant Allowance. With the exception of Tenant's personal property and trade fixtures which can be removed by tenant without permanent damage to the Building Systems or Structural Components, all such alterations, additions and improvements shall immediately become Landlord's property and, at the end of the Term hereof, shall remain on the Premises or in the applicable BuildingBuilding without compensation to Tenant; provided, however, that if Landlord at the time of consenting to the making of any alterations, additions and improvements (Bother than the Tenant Improvements, which shall remain in the Premises) executed unconditional final mechanics’ lien releasesrequires that Tenant remove any such installations, in statutory formalterations additions or improvements, from Tenant’s contractor Tenant shall, no later than the end of the Term, at its sole cost and all subcontractorsexpense, laborersremove the same and repair and restore the Premises and the Building to their original condition at the commencement of the Term. (2) Tenant shall perform its own space planning and design, materialmen including the production of construction documents and suppliers used mechanical, electrical and plumbing plans by engineers selected by Tenant with respect and Tenant shall engage an architect and perform project management services ("Space Planning Expenses"). Space Planning Expenses shall be paid by Landlord, which amount shall be deducted from the Tenant Allowance, but under no circumstances shall Landlord be obligated to all work pay any amounts towards the Space Planning Expenses in excess of the Tenant Allowance remaining after deduction of the aforementioned third party charges and expenses incurred by Landlord. Subject to the Premises located in foregoing, Space Planning Expenses incurred by Tenant prior to the applicable Building; Lease Effective Date shall be reimbursed by the Landlord upon the Effective Date. (C3) a certificate Landlord shall make disbursements from Tenant’s architect or space planner, in a form reasonably acceptable to Landlord, certifying that the Tenant Allowance for the payment of the costs of construction of the Tenant Improvements. As the Tenant's general contractor constructs the Tenant Improvements and is entitled to payment (each such payment, a "Contractor Payment") under Tenant's general contract, Tenant shall notify Landlord as to the date on which Tenant's general contractor and Tenant's architect have scheduled the periodic draw walk (which shall be no more often than twice monthly) and Landlord and Landlord's lender, if any, shall be entitled to participate in the applicable Building periodic draw walk. Within thirty (30) days after the date on which Tenant's general contractor and Landlord have agreed upon the amount of any periodic draw requests as certified by Tenant's architect, Landlord shall be obligated to reimburse Tenant for Landlord's share of each such Contractor Payment (to the extent certified by Tenant's architect) paid by Tenant to Tenant's general contractor until the balance of the Tenant Allowance has been substantially completed fully utilized. For purposes hereof, Landlord's share shall be equal to the amount of the Contractor Payment multiplied by the lesser of (x) one (1), or (y) a fraction determined immediately prior to the first payment under the Construction Contract, the numerator of which is the amount of the Tenant Allowance, and meets all applicable building codes; the denominator of which is the total estimated cost of constructing the Tenant Improvements under the general contract (Da "Landlord Payment"), which Landlord Payment shall be made by Landlord from the Tenant Allowance and shall not exceed in the aggregate the then unadvanced portion of the Tenant Allowance. All payments of the Tenant Allowance shall be made to Tenant within thirty (30) days after Landlord's receipt of an invoice from Tenant requesting reimbursement of such costs and expenses, which invoice shall include the architects' certification and documentation reasonably acceptable to Landlord and Landlord's lender to confirm payment of such costs and expenses, together with a copy of the certificate draw request and all supporting information and partial lien wavers and releases from Tenant, Tenant's general contractor and subcontractors with contracts in excess of occupancy $25,000. Tenant's general contract shall be subject to a 10% retainage by Tenant. Landlord shall not be required to reimburse Tenant for Landlord's share of the required retainage until thirty (or similar governmental authorization30) for the applicable Building; days after Landlord's receipt of: (Ea) “as-built” drawings for written notice from Tenant certifying that Tenant has inspected, approved and accepted the Tenant Improvements Improvements, that all work described in the applicable BuildingFinal Construction Documents has been completed, signed by either Tenant’s architect, space planner or contractorincluding punch list items thereunder, and electronic CAD files from Tenant’s Contractor and that all subcontractorscosts in excess of the Tenant Allowance have been paid; and (Fb) a Landlord has been provided with final punch list signed off as-built construction drawings and other close out documentation, along with final lien waivers and releases from Tenant, Tenant's general contractor and all subcontractors with contracts in excess of $25,000. Upon the occurrence and during the continuation of any Event of Default by both Tenant under the Lease that continues beyond any applicable notice and Landlord and/or their architects. Thereaftercure periods, Landlord shall deliver, within fifteen (15) days following Tenant’s delivery have no obligation to fund or make any further disbursements of the materials and information required for disbursement thereof in the preceding sentence, a check payable to Tenant in the amount of that Allowance. Any portion of the Tenant Allowance requested not used for the Tenant Improvements, may be used by Tenant and paid to third parties in connection with the Tenant Improvements pay for the applicable Building (cost of repairing or restoring the Premises to the condition required for Tenant's surrender thereof. Tenant's general contractor shall be subject to the approval of Landlord, which amount shall not exceed the portion of the Tenant Allowance provided for such Building as specified in the Basic Lease Information). Landlord’s payment of any portion of the Tenant Allowance approval shall not be deemed Landlord’s approval any unreasonably withheld, conditioned or delayed. (4) Landlord hereby approves either IA or AI as Tenant's architect. Tenant shall deliver to Landlord the construction drawings and specifications including complete sets of detailed architectural, structural, mechanical, electrical and plumbing working drawings (the "Preliminary Construction Documents") for all Tenant Improvements desired by Tenant in the Premises, including, without limitation, communications and data cabling, roof-mounted antennae and/or satellite dishes, millwork, cabinetry, woodwork, interior and exterior signage, and customized fixtures, as such documentation is prepared by Tenant's architect, through the schematic, design development and final construction drawings phases of the Tenant Improvements absent Landlord’s prior approval pursuant to this Work Letter. Landlord’s obligation to disburse the Tenant Allowance for each Building under this Paragraph 9(b) shall expire six (6) months after the Delivery Date for the applicable Building, subject to extension due to Force Majeure, such that Landlord shall not be obligated to provide to Tenant any undisbursed portion of the Tenant Allowance for a Building unless Tenant has delivered to Landlord all documents required above within nine (9) months after the Delivery Date of such Building.Preliminary

Tenant Allowance. Landlord shall provide Upon completion of the Tenant an allowance for each Building in an amount not to exceed the sum Work and Tenant’s satisfaction of all requirements set forth in the Basic Lease Information for this Exhibit “D”, Landlord shall contribute an amount up to the Tenant Allowance set forth in Article 1 (“Landlord’s Contribution”) for application to the applicable Building (collectively, the “Tenant Allowance”), extent thereof to be applied toward the cost of the following items in respect of Tenant Work. Should the total Tenant Improvements in the applicable Building: Architectural and engineering fees, space planning, building permits or other governmental fees, and the cost of labor, materials, contractors fees and overhead, and other charges included in the construction contract for construction of Tenant Improvements, including the contractor’s fee, overhead and general conditions, sales and use taxes, Allowance exceed the cost of the builder’s risk insurance during construction and all testing and inspection costsTenant Work, the difference may be applied as a credit towards Base Rent (the “Rent Credit”). If Landlord elects to itself construct the Restroom Improvements, Landlord shall make payments to its contractor for the Restroom Improvements as and when such costs are incurred and deduct the amount of such payments from the Tenant Allowance for Building 2 up to the maximum amount stated in Paragraph I of this Work Letter. Landlord shall not be obligated to disburse any remaining portion cost of the Tenant Allowance attributable to a Building until such time as (i) the Commencement Date Work exceeds Landlord’s Contribution, Tenant shall have sole responsibility for the applicable Building has occurred payment of such excess cost. Notwithstanding anything herein to the contrary, Landlord may deduct from Landlord’s Contribution any amounts due to Landlord or its architects or engineers under this Exhibit “D” before disbursing any other portion of Landlord’s Contribution. EXCEPT IN THE EVENT OF LANDLORD’S GROSS NEGLIGENCE, OMISSION OR WILLFUL MISCONDUCT, LANDLORD SHALL NOT BE LIABLE FOR ANY INJURY, LOSS OR DAMAGE TO ANY OF TENANT’S INSTALLATIONS OR DECORATIONS NOT INSTALLED BY LANDLORD. TENANT SHALL INDEMNIFY AND HOLD HARMLESS LANDLORD AND LANDLORD’S CONTRACTORS FROM AND AGAINST ANY AND ALL COSTS, EXPENSES, CLAIMS, LIABILITIES AND CAUSES OF ACTION ARISING OUT OF OR IN CONNECTION WITH WORK PERFORMED IN THE PREMISES BY OR ON BEHALF OF TENANT (BUT EXCLUDING WORK PERFORMED BY LANDLORD OR LANDLORD’S CONTRACTORS). LANDLORD IS NOT RESPONSIBLE FOR THE FUNCTION AND MAINTENANCE OF THE TENANT IMPROVEMENTS WHICH ARE DIFFERENT FROM LANDLORD’S STANDARD IMPROVEMENTS AT THE PROPERTY OR TENANT IMPROVEMENTS, EQUIPMENT, CABINETS OR FIXTURES NOT INSTALLED BY LANDLORD. SUCH ENTRY BY TENANT AND TENANT’S CONTRACTORS PRIOR TO THE COMMENCEMENT DATE PURSUANT TO THIS SECTION SHALL BE DEEMED TO BE UNDER ALL OF THE TERMS, COVENANTS, PROVISIONS AND CONDITIONS OF THE LEASE EXCEPT THE COVENANT TO PAY RENT. COMMERCIAL LEASEYERBAE, LLCCANYON VILLAGE – SUITE D-380EXECUTION COMMERCIAL LEASEYERBAE, LLCCANYON VILLAGE – SUITE D-380EXECUTION _______________________________ _______________________________ _______________________________ _______________________________ Re: Lease Agreement (the “Lease”) dated __________, 20__, between ______________, a _______________(“Landlord”), and ______________, a ________________(“Tenant”). Capitalized terms used herein but not defined shall be given the meanings assigned to them in the Lease. Ladies and Gentlemen: Landlord and Tenant has accepted delivery of the Building and made the initial prepayment of Rent with respect to the applicable portion of the Premises; and (ii) Tenant has delivered to Landlord and Landlord has approved, in Landlord’s reasonable discretion, all of the following: (A) invoices, paid receipts and/or related evidence reasonably acceptable to Landlord establishing that Tenant has paid an amount equal to that portion of the Tenant Allowance requested by Tenant to third parties in connection with the Tenant Improvements in the applicable Building; (B) executed unconditional final mechanics’ lien releases, in statutory form, from Tenant’s contractor and all subcontractors, laborers, materialmen and suppliers used by Tenant with respect to all work in and to the Premises located in the applicable Building; (C) a certificate from Tenant’s architect or space planner, in a form reasonably acceptable to Landlord, certifying that the construction of the Tenant Improvements in the applicable Building has been substantially completed and meets all applicable building codes; (D) a copy of the certificate of occupancy (or similar governmental authorization) for the applicable Building; (E) “as-built” drawings for the Tenant Improvements in the applicable Building, signed by either Tenant’s architect, space planner or contractor, and electronic CAD files from Tenant’s Contractor and all subcontractors; and (F) a final punch list signed off by both Tenant and Landlord and/or their architects. Thereafter, Landlord shall deliver, within fifteen (15) days following Tenant’s delivery of the materials and information required for disbursement thereof in the preceding sentence, a check payable to Tenant in the amount of that portion of the Tenant Allowance requested by Tenant and paid to third parties in connection with the Tenant Improvements for the applicable Building (which amount shall not exceed the portion of the Tenant Allowance provided for such Building agree as specified in the Basic Lease Information). Landlord’s payment of any portion of the Tenant Allowance shall not be deemed Landlord’s approval any of the Tenant Improvements absent Landlord’s prior approval pursuant to this Work Letter. Landlord’s obligation to disburse the Tenant Allowance for each Building under this Paragraph 9(b) shall expire six (6) months after the Delivery Date for the applicable Building, subject to extension due to Force Majeure, such that Landlord shall not be obligated to provide to Tenant any undisbursed portion of the Tenant Allowance for a Building unless Tenant has delivered to Landlord all documents required above within nine (9) months after the Delivery Date of such Building.follows:

Tenant Allowance. Landlord The Tenant Allowance shall provide Tenant an be calculated and applied as follows: (a) The allowance for each Building in an amount not to exceed the sum set forth Switch Area (constituting one-half of the First Floor) shall be $30.00 per square foot of net rentable area. (b) The allowance for the Office Space (as defined hereinafter) in the Basic Lease Information Demised Premises shall be $25:00 per square foot of net rentable area. (c) To the extent Tenant designates part of one or more floors (up to a maximum allocation of 1,800 square feet per full floor) for the use as Storage Space (as defined hereinafter), there is no Tenant Allowance for the applicable Building such Storage Space. At this time, Tenant does not intend to designate any Storage Space; such space will be built out as office Space. (collectively, the “d) The Tenant Allowance”Allowances described in (a), to (b) and (c) above may be applied toward the cost of the following items in respect of the Tenant Improvements in the applicable Building: Architectural utilized for design, permits, architect and engineering fees, space planning, building permits or other governmental fees, and completion of Tenant's Work including equipment and infrastructure serving the cost of labor, materials, contractors fees and overhead, and other charges included in the construction contract for construction of Tenant Improvements, including the contractor’s fee, overhead and general conditions, sales and use taxes, the cost of the builder’s risk insurance during construction and all testing and inspection costs. If Landlord elects Switch Area. (e) Up to itself construct the Restroom Improvements, Landlord shall make payments to its contractor for the Restroom Improvements as and when such costs are incurred and deduct the amount of such payments from the Tenant Allowance for Building 2 up to the maximum amount stated in Paragraph I of this Work Letter. Landlord shall not be obligated to disburse any remaining portion $5.00 per rental square foot of the Tenant Allowance attributable may be utilized by Tenant for any of its costs associated with locating to a Building until such time as (i) the Commencement Date for the applicable Building has occurred and Tenant has accepted delivery of the Building and made including but not limited to cabling costs, costs for furniture or other equipment to be installed in the initial prepayment premises, cost of Rent with respect to the applicable building signage, printing costs, or moving costs; or Tenant may, at its option, use any of such portion of the Premises; and allowance to offset rent due under the Lease. (iif) Tenant has delivered to Landlord and Landlord has approved, in Landlord’s reasonable discretion, Provided all of the following: Tenant's Allowance described in (Aa), (b) invoicesand (c) above is used for completing Tenant's Work (hard and soft costs), Landlord, upon Tenant's request, shall fund up to an additional $5.00 per rentable square foot to offset additional costs of Tenant related to its relocating to the Building whether such costs are hard or soft construction costs, equipment or other costs. Said additional funding shall be amortized over the Term commencing on January 1, 2000 (ending December 31, 2006) at an interest rate of 10%, shall be fully secured by Letter of Credit, and shall be paid receipts and/or related evidence reasonably acceptable to Landlord establishing that Tenant has paid an amount equal to that portion of the Tenant Allowance requested by Tenant to third parties in connection with monthly as additional rent. There shall be no escalations on the amortization payments. If Tenant Improvements in the applicable Building; (B) executed unconditional final mechanics’ lien releases, in statutory form, from Tenant’s contractor and all subcontractors, laborers, materialmen and suppliers used by Tenant with respect to all work in and to the Premises located in the applicable Building; (C) a certificate from Tenant’s architect or space planner, in a form reasonably acceptable to Landlord, certifying that the construction of the Tenant Improvements in the applicable Building has been substantially completed and meets all applicable building codes; (D) a copy of the certificate of occupancy (or similar governmental authorization) for the applicable Building; (E) “as-built” drawings for the Tenant Improvements in the applicable Building, signed by either Tenant’s architect, space planner or contractor, and electronic CAD files from Tenant’s Contractor and all subcontractors; and (F) a final punch list signed off by both Tenant and Landlord and/or their architects. Thereafterexercises its rights under this Section 1.5, Landlord shall deliver, within fifteen (15) days following Tenant’s delivery of the materials and information required for disbursement thereof in the preceding sentence, a check payable Tenant agree to Tenant in the amount of that portion of the Tenant Allowance requested by Tenant amend and paid restate this Lease to third parties in connection with the Tenant Improvements for the applicable Building (which amount shall not exceed the portion of the Tenant Allowance provided for such Building as specified in the Basic Lease Information). Landlord’s payment of any portion of the Tenant Allowance shall not be deemed Landlord’s approval any of the Tenant Improvements absent Landlord’s prior approval pursuant to reflect this Work Letter. Landlord’s obligation to disburse the Tenant Allowance for each Building under this Paragraph 9(b) shall expire six (6) months after the Delivery Date for the applicable Building, subject to extension due to Force Majeure, such that Landlord shall not be obligated to provide to Tenant any undisbursed portion of the Tenant Allowance for a Building unless Tenant has delivered to Landlord all documents required above within nine (9) months after the Delivery Date of such Buildingeconomic change.

Tenant Allowance. Landlord shall provide reimburse Tenant an allowance for each Building in an amount not to exceed the sum set forth in the Basic Lease Information for the Tenant Allowance for the applicable Building (collectively, the “Tenant Allowance”), to be applied toward the cost of the following items in respect of the Tenant Improvements in the applicable Building: Architectural and engineering fees, space planning, building permits or other governmental fees, and the cost of labor, materials, contractors fees and overhead, and other charges included in the construction contract for construction of Tenant Improvements, including the contractor’s fee, overhead and general conditions, sales and use taxes, the cost of the builder’s risk insurance during construction and all testing and inspection costs. If Landlord elects to itself construct the Restroom Improvements, Landlord shall make payments to its contractor for the Restroom Improvements as and when such costs are incurred and deduct the amount of such payments from the Tenant Allowance for Building 2 up to the a maximum amount stated in Paragraph I of this Work Letter. Landlord shall not be obligated to disburse any remaining portion of the Tenant Allowance attributable to a Building until such time as One Hundred Seventeen Thousand Dollars (i$117,000.00) the Commencement Date for the applicable Building has occurred and Tenant has accepted delivery of the Building and made the initial prepayment of Rent with respect to the applicable portion of the Premises; and (ii) Tenant has delivered to Landlord and Landlord has approved, in Landlord’s reasonable discretion, all of the following: (A) invoices, paid receipts and/or related evidence reasonably acceptable to Landlord establishing that Tenant has paid an amount equal to that portion of the Tenant Allowance requested by Tenant to third parties in connection with the Tenant Improvements in the applicable Building; (B) executed unconditional final mechanics’ lien releases, in statutory form, from Tenant’s contractor and all subcontractors, laborers, materialmen and suppliers used by Tenant with respect to all work in and to the Premises located in the applicable Building; (C) a certificate from Tenant’s architect or space planner, in a form reasonably acceptable to Landlord, certifying that the construction of the Tenant Improvements (the “Tenant Improvement Allowance”); any and all costs for Tenant Improvements in the applicable Building has been substantially completed and meets all applicable building codes; (D) a copy excess of the certificate Tenant Improvement Allowance shall be paid by Tenant. Landlord shall reimburse Tenant for any costs incurred by Tenant in constructing the Tenant Improvements, up to a maximum amount equal to the Tenant Improvement Allowance, within thirty (30) days of occupancy receiving invoices from Tenant detailing the Tenant Improvement costs incurred by Tenant. In the event Landlord pays more than the Tenant Improvement Allowance for any Tenant Improvements, any such excess amount shall reimbursed to Landlord by Tenant within ten (10) business days of receiving an invoice therefore from Landlord. In the event Tenant fails to pay any amounts it is required to pay hereunder when due, Tenant shall be responsible to pay any and all late charges, interest and other charges related thereto, and agrees to indemnify and hold Landlord harmless from and against any and all claims, liabilities, charges, damages, costs and expenses incurred by Landlord as a result of any late payment or similar governmental authorization) for the applicable Building; (E) “as-built” drawings failure to pay by Tenant of any amounts required to be paid hereunder by Tenant. The Tenant Improvement Allowance will be used only for the Tenant Improvements in the applicable Buildingto be constructed under Paragraph 2.7, signed by either Tenant’s architect, space planner or contractorbelow, and electronic CAD files from Tenant’s Contractor and all subcontractors; and (F) a final punch list signed off by both Tenant and Landlord and/or their architects. Thereafter, Landlord shall deliver, within fifteen (15) days following Tenant’s delivery of the materials and information required for disbursement thereof in the preceding sentence, a check payable to Tenant in the amount of that portion of the Tenant Allowance requested by Tenant and paid to third parties in connection with the Tenant Improvements for the applicable Building (which amount shall not exceed the portion of the Tenant Allowance provided for such Building as specified in the Basic Lease Information). Landlord’s payment of any portion of the Tenant Allowance shall not be deemed Landlord’s approval any of the Tenant Improvements absent Landlord’s prior approval pursuant to this Work Letter. Landlord’s obligation to disburse the Tenant Allowance for each Building under this Paragraph 9(b) shall expire six (6) months after the Delivery Date for the applicable Buildingapplied against moveable furniture, subject to extension due to Force Majeure, such that Landlord shall not be obligated to provide to Tenant any undisbursed portion of the Tenant Allowance for a Building unless Tenant has delivered to Landlord all documents required above within nine (9) months after the Delivery Date of such Buildingconsultant fees or other relocation-related uses.

Tenant Allowance. Landlord will provide a Tenant allowance on a monthly progress basis, equal to all costs to upgrade the floor loading, roof improvements, and generator enclosure as outlined in Exhibit C upon Lease commencement. Landlord will amortize the final amount over the first seven (7) years of the Lease Term at a ten percent (10%) per annum interest rate and Tenant shall provide Tenant an allowance for each Building in an amount not pay such amounts as Additional Rent. Landlord's obligation to exceed the sum set forth in the Basic Lease Information for pay the Tenant Allowance allowance is wholly conditioned upon Tenant not being in default under the terms of this Lease (subject to applicable cure periods) prior to payment of the Tenant allowance. In the event this Lease is terminated prior to the payment of the Tenant allowance as a result of Tenant's default hereunder, Tenant shall be solely liable for payment of any and all amounts of the applicable Building (collectivelyTenant allowance to Tenant's contractor. Notwithstanding anything to the contrary in this Section 2.2, payments of the “Tenant Allowance”), to allowance may be applied toward the cost withheld by Landlord on account of any of the following items in respect of the Tenant Improvements in the applicable Building: Architectural and engineering feesproblems, space planning, building permits claims filed or other governmental fees, and the cost of labor, materials, contractors fees and overhead, and other charges included in the construction contract for construction of Tenant Improvements, including the contractor’s fee, overhead and general conditions, sales and use taxes, the cost of the builder’s risk insurance during construction and all testing and inspection costs. If Landlord elects to itself construct the Restroom Improvements, Landlord shall make payments to its contractor for the Restroom Improvements as and when such costs are incurred and deduct the amount of such payments from the Tenant Allowance for Building 2 up to the maximum amount stated in Paragraph I of this Work Letter. Landlord shall not be obligated to disburse any remaining portion of the Tenant Allowance attributable to a Building until such time as (i) the Commencement Date for the applicable Building has occurred and Tenant has accepted delivery of the Building and made the initial prepayment of Rent with respect to the applicable portion of the Premises; and (ii) Tenant has delivered to Landlord and Landlord has approved, in Landlord’s reasonable discretion, all of the following: (A) invoices, paid receipts and/or related evidence reasonably acceptable to Landlord establishing that Tenant has paid an amount equal to that portion of the Tenant Allowance requested threatened by Tenant to third parties in connection with Tenant Improvements, damage to the Property due to Tenant or its agents, employees, contractors or subcontractors, other improvements of Tenant to the Premises or Tenant's breach of any of its obligations under this Lease. Landlord shall pay the Tenant allowance once the problems are remedied to its reasonable satisfaction. Tenant shall have the right, through Tenant's Project Manager to approve or disapprove modifications or changes to all construction budgets, changes to plans and specifications with respect to the Tenant Improvements in accordance with the applicable Building; (B) executed unconditional final mechanics’ lien releases, in statutory form, from Tenant’s contractor and all subcontractors, laborers, materialmen and suppliers used by Tenant with respect to all work in and terms of Exhibit C. Any modifications or changes to the Premises located approved plans and specifications and budgets will be approved in the applicable Building; (C) a certificate from Tenant’s architect or space planner, in a form reasonably acceptable to Landlord, certifying that the construction of the Tenant Improvements in the applicable Building has been substantially completed and meets all applicable building codes; (D) a copy of the certificate of occupancy (or similar governmental authorization) for the applicable Building; (E) “as-built” drawings for the Tenant Improvements in the applicable Building, signed by either Tenant’s architect, space planner or contractor, and electronic CAD files from Tenant’s Contractor and all subcontractors; and (F) a final punch list signed off by both Tenant and Landlord and/or their architects. Thereafter, Landlord shall deliver, within fifteen (15) days following Tenant’s delivery of the materials and information required for disbursement thereof in the preceding sentence, a check payable to Tenant in the amount of that portion of the Tenant Allowance requested writing by Tenant and paid to third parties in connection with the Tenant Improvements for the applicable Building (which amount shall not exceed the portion of the Tenant Allowance provided for such Building as specified in the Basic Lease Information). Landlord’s payment of any portion of the Tenant Allowance shall not be deemed Landlord’s approval any of the Tenant Improvements absent Landlord’s prior approval pursuant to this Work Letter. Landlord’s obligation to disburse the Tenant Allowance for each Building under this Paragraph 9(b) shall expire six (6) months after the Delivery Date for the applicable Building, subject to extension due to Force Majeure, such that Landlord shall not be obligated to provide to Tenant any undisbursed portion of the Tenant Allowance for a Building unless Tenant has delivered to Landlord all documents required above within nine (9) months after the Delivery Date of such Building.

Tenant Allowance. Upon completion of the Initial Tenant Improvements, as certified to Landlord in writing by the Approved Contractor and as evidenced by a certificate of occupancy issued by the applicable municipal authority, Landlord shall provide pay to Tenant an allowance for each Building within thirty (30) days of such completion the lesser of (i) the costs of the Initial Tenant Improvements, and (ii) $126,072, representing $9.00 p.r.s.f., toward the costs of the Initial Tenant Improvements (the "Initial Tenant Allowance"). Upon completion of the Subsequent Tenant Improvements, as certified to Landlord in an amount not writing by the Approved Contractor and as evidenced by a certificate of occupancy issued by the applicable municipal authority, Landlord shall pay to exceed Tenant within thirty (30) days of such completion the sum set forth in lesser of (i) the Basic Lease Information for costs of the Subsequent Tenant Improvements, and (ii) $169,011, representing $9.00 p.r.s.f., toward the costs of the Subsequent Tenant Improvements (the "Subsequent Tenant Allowance"). (The Initial Tenant Allowance for and the applicable Building (collectively, Subsequent Tenant Allowance shall hereinafter be together referred to as the “"Tenant Allowance”)".) The Tenant Allowance may be used for both "hard costs" and "soft costs," so-called, approved by Landlord in its reasonable discretion and substantiated by evidence reasonably satisfactory to be applied toward Landlord directly related to the cost completion of the following items in respect of the Tenant Improvements in the applicable Building: Architectural and engineering fees, space planning, building permits or other governmental fees, and the cost of labor, materials, contractors fees and overhead, and other charges included in the construction contract for construction of Tenant Improvements, including reasonable fees to unrelated third parties for space planning, architectural and engineering services, license and permit fees related to the contractor’s feeTenant Improvements and painting, overhead lighting, carpeting and general conditions, sales and use taxes, the cost of the builder’s risk insurance during construction and all testing and inspection costscommunication cabling expenses. If Landlord elects Landlord's obligation to itself construct the Restroom Improvements, Landlord shall make payments to its contractor for the Restroom Improvements as and when such costs are incurred and deduct the amount of such payments from pay the Tenant Allowance for Building 2 up to the maximum amount stated in Paragraph I Tenant shall be expressly conditioned upon Landlord's receipt of this Work Letter. Landlord shall not be obligated to disburse any remaining portion current releases and waivers of the Tenant Allowance attributable to a Building until such time as (i) the Commencement Date for the applicable Building has occurred and Tenant has accepted delivery of the Building and made the initial prepayment of Rent with respect to the applicable portion of the Premises; and (ii) Tenant has delivered to Landlord and Landlord has approvedliens, in Landlord’s reasonable discretion, all of the following: (A) invoices, paid receipts and/or related evidence reasonably form and substance acceptable to Landlord establishing that Tenant has paid an amount equal to that portion of the Tenant Allowance requested by Tenant to third parties in Landlord's sole and absolute discretion, from all subcontractors, materialmen, mechanics and suppliers engaged in connection with the Tenant Improvements in the applicable Building; (B) executed unconditional final mechanics’ lien releases, in statutory form, from Tenant’s contractor and all subcontractors, laborers, materialmen and suppliers used by Tenant with respect to all work in and to the Premises located in the applicable Building; (C) a certificate from Tenant’s architect or space planner, in a form reasonably acceptable to Landlord, certifying that the construction of the Tenant Improvements in the applicable Building has been substantially completed and meets all applicable building codes; (D) a copy of the certificate of occupancy (or similar governmental authorization) for the applicable Building; (E) “as-built” drawings for the Tenant Improvements in the applicable Building, signed by either Tenant’s architect, space planner or contractor, and electronic CAD files from Tenant’s Contractor and all subcontractors; and (F) a final punch list signed off by both Tenant and Landlord and/or their architects. Thereafter, Landlord shall deliver, within fifteen (15) days following Tenant’s delivery of the materials and information required for disbursement thereof in the preceding sentence, a check payable to Tenant in the amount of that portion of the Tenant Allowance requested by Tenant and paid to third parties in connection with the Tenant Improvements for the applicable Building (which amount shall not exceed the portion of the Tenant Allowance provided for such Building as specified in the Basic Lease Information). Landlord’s payment of any portion of the Tenant Allowance shall not be deemed Landlord’s approval any of the Tenant Improvements absent Landlord’s prior approval pursuant to this Work Letter. Landlord’s obligation to disburse the Tenant Allowance for each Building under this Paragraph 9(b) shall expire six (6) months after the Delivery Date for the applicable Building, subject to extension due to Force Majeure, such that Landlord shall not be obligated to provide to Tenant any undisbursed portion of the Tenant Allowance for a Building unless Tenant has delivered to Landlord all documents required above within nine (9) months after the Delivery Date of such BuildingImprovements.

Tenant Allowance. Landlord shall provide pay or reimburse Tenant an allowance for each Building in an amount not to exceed the sum set forth in the Basic Lease Information for the costs of completing Tenant's Work up to a maximum amount of $358,000.00 ("Tenant's Allowance"). The cost of all work necessary to complete Tenant's Work (including, but not limited to, all labor, material and permits) and to pay architectural fees, permit fees and engineering fees shall, in excess of Tenant's Allowance, shall be the responsibility of the Tenant. The Tenant's Allowance shall be paid by the Landlord to the contractors, subcontractors and material suppliers or to the extent Tenant Allowance for the applicable Building (collectively, the “Tenant Allowance”)has previously paid such parties, to be applied toward the cost reimburse Tenant within thirty (30) days of the following items in respect Tenant's presentation of the Tenant Improvements in the applicable Building: Architectural and engineering fees, space planning, building permits or other governmental fees, and the cost of labor, materials, contractors fees and overhead, and other charges included in the construction contract for construction of Tenant Improvements, including the contractor’s fee, overhead and general conditions, sales and use taxes, the cost of the builder’s risk insurance during construction and all testing and inspection costs. If documentation ("Draw Documents") reasonably satisfactory to Landlord elects to itself construct the Restroom Improvements, Landlord shall make payments to its contractor for the Restroom Improvements as and when such costs are incurred and deduct the amount of such payments from the Tenant Allowance for Building 2 up to the maximum amount stated in Paragraph I of this Work Letter. Landlord shall not be obligated to disburse any remaining portion of the Tenant Allowance attributable to a Building until such time as evidencing (i) the Commencement Date for amounts due, in relation to Tenant's Work, to the Consultant and any subcontractors and materialmen, including, but not limited to a contractor's sworn statement and lien waivers covering all work performed as of the applicable Building has occurred disbursement date, covering all Tenant's Work for which the Tenant is requesting payment; (ii) a sworn statement from Tenant setting forth in detail all contractors and material suppliers with whom Tenant has accepted delivery contracted, their addresses, work or materials to be furnished, amounts of contracts, amounts paid to date, amounts of current payments and balances due; and (iii) a report by the Building architect who prepared Tenant's Plans certifying that Tenant's Work has been completed and made materials are in place as indicated by the initial prepayment request for payment by Tenant; (iv) an endorsement to Landlord's owner's policy of Rent title insurance showing no mechanic's liens; and (v) a certificate of occupancy from the City of Berkeley, Illinois to the extent required with respect to the applicable portion work. A Tenant Allowance draw shall never exceed, in the aggregate, the remaining unpaid amount of the Premises; and (ii) Tenant has delivered to Landlord and Landlord has approved, Tenant's Allowance. In the event that in Landlord’s 's reasonable discretionopinion, all of the following: (A) invoices, paid receipts and/or related evidence reasonably acceptable cost to Landlord establishing that Tenant has paid an amount equal to that portion of complete the Tenant Allowance requested by Tenant to third parties in connection with Tenant's Work exceeds the Tenant Improvements in the applicable Building; (B) executed unconditional final mechanics’ lien releases, in statutory form, from Tenant’s contractor and all subcontractors, laborers, materialmen and suppliers used by Tenant with respect to all work in and to the Premises located in the applicable Building; (C) a certificate from Tenant’s architect or space planner, in a form reasonably acceptable to Landlord, certifying that the construction of the Tenant Improvements in the applicable Building has been substantially completed and meets all applicable building codes; (D) a copy of the certificate of occupancy (or similar governmental authorization) for the applicable Building; (E) “as-built” drawings for the Tenant Improvements in the applicable Building, signed by either Tenant’s architect, space planner or contractor, and electronic CAD files from Tenant’s Contractor and all subcontractors; and (F) a final punch list signed off by both Tenant and Landlord and/or their architects. Thereafter's Allowance, Landlord shall deliver, within fifteen (15) days following Tenant’s delivery of the materials and information required for disbursement thereof in the preceding sentence, a check payable not have any obligation to Tenant in the amount of that portion of the Tenant Allowance requested by Tenant and paid to third parties in connection with the Tenant Improvements for the applicable Building (which amount shall not exceed the portion of the Tenant Allowance provided for such Building as specified in the Basic Lease Information). Landlord’s payment of disburse any portion of the Tenant's Allowance until Tenant Allowance shall not be deemed Landlord’s approval any of the Tenant Improvements absent Landlord’s prior approval pursuant to this Work Letter. Landlord’s obligation to disburse the Tenant Allowance for each Building under this Paragraph 9(b) shall expire six (6) months after the Delivery Date for the applicable Building, subject to extension due to Force Majeure, has paid such that Landlord shall not be obligated to provide to Tenant any undisbursed portion of the Tenant Allowance for a Building unless Tenant has delivered cost of the Tenant's Work (and provided the Draw Documents with respect thereto) so that the remaining cost of the Tenant's Work is equal to Landlord all documents required above within nine (9) months after the Delivery Date remainder of such Buildingthe Tenant's Allowance.

Tenant Allowance. Subject to the terms and conditions hereof, Landlord shall agrees to provide to Tenant an allowance for each Building in an amount not equal to exceed the sum set forth in the Basic Lease Information for the Tenant Allowance for the applicable Building $432,060.00 (collectively, the “Tenant Allowance”), to . The Tenant Allowance shall be used and applied toward by Tenant solely on account of the cost of Tenant's Work. Provided that the following items Tenant (i) has opened for business in respect the Premises, (ii) has completed all of such Tenant's Work in accordance with the terms of this Work Letter, has paid for all of such Tenant's Work in full and has delivered to Landlord lien waivers from all persons who might have a lien as a result of such work in recordable form, (iii) has delivered to Landlord its certificate specifying the total cost of such Tenant's Work and all contractors, subcontractors and suppliers involved with Tenant's Work, together with evidence of such cost in the form of paid invoices, receipts and the like, (iv) has made written request for such payment on or before February 2, 2019, (v) is not otherwise in default under this Lease beyond the expiration of all applicable notice and cure periods, and (vi) there are no liens against Tenant's interest in the Lease or against the Building or arising out of Tenant's Work or any litigation in which Tenant is a party relating to the Premises, then within thirty (30) days after the satisfaction of the foregoing conditions, the Landlord shall pay to the Tenant the lesser of the amount of such costs so certified or the amount of the Tenant Improvements Allowance. Notwithstanding the foregoing, Tenant may elect to request installments of the Tenant Allowance be paid upon completion of phases of the Tenant's Work. Each installment paid by Landlord will be in the applicable Building: Architectural and engineering fees, space planning, building permits or other governmental fees, and amount of Landlord's pro-rata share based on the ratio of the Tenant Allowance to the total cost of laborTenant's Work (as evidenced by reasonably detailed documentation delivered to Landlord with the requisition first submitted by Tenant), materials, contractors fees and overhead, and other charges included less a retainage equal to the greater of the retainage set forth in the construction contract for or ten percent (10%) of amount due under the construction contract, but in no event shall Landlord be required to pay more than the Tenant Allowance. Any final retainage amounts shall be paid by Landlord following substantial completion of Tenant Improvements, including Tenant's Work and satisfaction of the contractor’s fee, overhead and general conditions, sales and use taxesforegoing requirements with respect to a final installment. For the purposes hereof, the cost of the builder’s risk insurance during construction and all testing and inspection costs. If Landlord elects to itself construct the Restroom Improvements, be so reimbursed by Landlord shall make payments to its contractor for include the Restroom Improvements as hard costs of Tenant's Work and when such costs are incurred and deduct the amount of such payments from the Tenant Allowance for Building 2 up to the maximum amount stated in Paragraph I of this Work Letter. Landlord shall not be obligated to disburse any remaining portion $64,809.00 of the Tenant Allowance attributable to a Building until such time as (i) may be used for Tenant's actual out-of-pocket engineering, architectural and permitting costs, cabling and wiring, but not the Commencement Date for the applicable Building has occurred and Tenant has accepted delivery cost of the Building and made the initial prepayment any of Rent with respect to the applicable portion of the Premises; and (ii) Tenant has delivered to Landlord and Landlord has approvedTenant's personal property, in Landlord’s reasonable discretiontrade fixtures, all of the following: (A) invoices, paid receipts and/or related evidence reasonably acceptable to Landlord establishing that Tenant has paid an amount equal to that portion of the Tenant Allowance requested by Tenant to third parties in connection with the Tenant Improvements in the applicable Building; (B) executed unconditional final mechanics’ lien releases, in statutory form, from Tenant’s contractor and all subcontractors, laborers, materialmen and suppliers used by Tenant with respect to all work in and to the Premises located in the applicable Building; (C) a certificate from Tenant’s architect or space planner, in a form reasonably acceptable to Landlord, certifying that the construction of the Tenant Improvements in the applicable Building has been substantially completed and meets all applicable building codes; (D) a copy of the certificate of occupancy (or similar governmental authorization) for the applicable Building; (E) “as-built” drawings for the Tenant Improvements in the applicable Building, signed by either Tenant’s architect, space planner or contractor, and electronic CAD files from Tenant’s Contractor and all subcontractors; and (F) a final punch list signed off by both Tenant and Landlord and/or their architectstrade equipment. Thereafter, Landlord shall deliver, within fifteen (15) days following Tenant’s delivery of the materials and information required for disbursement thereof in the preceding sentence, a check payable be under no obligation to Tenant in the amount of that portion of the Tenant Allowance requested by Tenant and paid to third parties in connection with the Tenant Improvements for the applicable Building (which amount shall not exceed the portion of the Tenant Allowance provided for such Building as specified in the Basic Lease Information). Landlord’s payment of apply any portion of the Tenant Allowance for any purposes other than as provided herein, nor shall not Landlord be deemed Landlord’s approval to have assumed any obligations, in whole or in part, of the Tenant Improvements absent Landlord’s prior approval pursuant to this Work Letterany contractors, subcontractors, suppliers, workers or materialmen. Landlord’s obligation Further, in no event shall Landlord be required to disburse the Tenant Allowance for each Building under this Paragraph 9(b) shall expire six (6) months after the Delivery Date for the applicable Building, subject to extension due to Force Majeure, such that Landlord shall not be obligated to provide to Tenant pay any undisbursed portion of the Tenant Allowance on account of any supervisory fees, overhead, management fees or other payments to Tenant, or any partner or affiliate of Tenant. Any portion of the Allowance which not requested or applied in compliance with the terms and conditions hereof on or before the second (2nd) anniversary of the 20 Xxxxxx Xxxx Xxxxx Commencement Date shall be retained by Landlord and forfeited by Tenant. Landlord shall be entitled to deduct from the Tenant Allowance an amount equal to the sum of: (i) one percent (1%) of the total cost of Tenant's Work for a Building unless Tenant has delivered Landlord's out-of-pocket costs for supervision of Tenant's Work by Landlord's property management company, plus (ii) actual and reasonable third party expenses incurred by Landlord to Landlord all documents required above within nine (9) months after the Delivery Date of such Buildingreview Tenant's Plans and Tenant's Work.

Tenant Allowance. From and after nine (9) months after the Effective Date, Landlord shall provide to Tenant an allowance in an amount not to exceed One Million and 00/100 Dollars ($1,000,000.00) in the aggregate (the “Tenant Improvement Allowance”) in order to pay for each Building the cost of furniture, equipment, cabling, etc. (the “Tenant Improvements”). Tenant, in its commercially reasonable discretion, shall determine the necessary Tenant Improvements required in order to operate its business in the Premises. Tenant shall submit to Landlord invoices for the cost of the Tenant Improvements that have delivered to or are otherwise installed at the Premises. Within five (5) days of receipt of the invoice, Landlord shall notify Tenant in writing if Landlord objects to the invoice. Failure of Landlord to object to the invoice, shall be deemed an approval of the invoice, provided, however, Landlord cannot object to an invoice for any Tenant Improvements set forth on Exhibit “E” and attached hereto and further provided that Landlord shall not unreasonably object to an invoice for Tenant Improvements not listed on Exhibit “E”, so long as Tenant, in its commercially reasonable discretion, determines that such improvement is required in order to operate its business in the Premises. Within thirty (30) days of receipt of the invoice, Doc #02-572903.1 Landlord shall reimburse Tenant for the cost of the Tenant Improvements in an amount not to exceed the sum set forth in the Basic Lease Information for the Tenant Allowance for the applicable Building (collectively, the “Tenant Improvement Allowance”), to be applied toward the cost of the following items in respect of the Tenant Improvements in the applicable Building: Architectural and engineering fees, space planning, building permits or other governmental fees, and the cost of labor, materials, contractors fees and overhead, and other charges included in the construction contract for construction of Tenant Improvements, including the contractor’s fee, overhead and general conditions, sales and use taxes, the cost of the builder’s risk insurance during construction and all testing and inspection costs. If Landlord elects fails to itself construct the Restroom Improvements, Landlord shall make payments to its contractor for the Restroom Improvements as and when such costs are incurred and deduct the amount of such payments from the Tenant Allowance for Building 2 up to the maximum amount stated in Paragraph I of this Work Letter. Landlord shall not be obligated to disburse any remaining portion pay of the Tenant Allowance attributable to a Building until such time as invoice within thirty (i) the Commencement Date for the applicable Building has occurred and Tenant has accepted delivery of the Building and made the initial prepayment of Rent with respect to the applicable portion of the Premises; and (ii) Tenant has delivered to Landlord and Landlord has approved, in Landlord’s reasonable discretion, all of the following: (A) invoices, paid receipts and/or related evidence reasonably acceptable to Landlord establishing that Tenant has paid an amount equal to that portion of the Tenant Allowance requested by Tenant to third parties in connection with the Tenant Improvements in the applicable Building; (B) executed unconditional final mechanics’ lien releases, in statutory form, from Tenant’s contractor and all subcontractors, laborers, materialmen and suppliers used by Tenant with respect to all work in and to the Premises located in the applicable Building; (C) a certificate from Tenant’s architect or space planner, in a form reasonably acceptable to Landlord, certifying that the construction of the Tenant Improvements in the applicable Building has been substantially completed and meets all applicable building codes; (D) a copy of the certificate of occupancy (or similar governmental authorization) for the applicable Building; (E) “as-built” drawings for the Tenant Improvements in the applicable Building, signed by either Tenant’s architect, space planner or contractor, and electronic CAD files from Tenant’s Contractor and all subcontractors; and (F) a final punch list signed off by both Tenant and Landlord and/or their architects. Thereafter, Landlord shall deliver, within fifteen (1530) days following Tenant’s delivery of the materials and information required for disbursement thereof in the preceding sentencereceipt, a check payable Tenant shall be entitled to Tenant an automatic rent credit in the amount of that portion the invoice and a late fee equal to two percent (2%) of the Tenant Allowance requested by Tenant and paid to third parties in connection with the Tenant Improvements for the applicable Building (which amount shall not exceed the portion of the Tenant Allowance provided for such Building as specified in the Basic Lease Information). Landlord’s payment of any portion of the Tenant Allowance shall not be deemed Landlord’s approval any of the Tenant Improvements absent Landlord’s prior approval pursuant to this Work Letter. Landlord’s obligation to disburse the Tenant Allowance for each Building under this Paragraph 9(b) shall expire six (6) months after the Delivery Date for the applicable Building, subject to extension due to Force Majeure, such that Landlord shall not be obligated to provide to Tenant any undisbursed portion of the Tenant Allowance for a Building unless Tenant has delivered to Landlord all documents required above within nine (9) months after the Delivery Date of such Building.late amount

Tenant Allowance. Landlord shall provide Tenant make available for the performance of Tenant's Work, and for the other purposes hereinafter specified, an allowance for each Building (the "Tenant Allowance") in an amount not equal to exceed the sum product of (i) Sixty-Five Dollars ($65.00) multiplied by (ii) the number of rentable square feet comprising the Premises. Tenant shall perform Tenant’s Work and, except as otherwise set forth in the Basic Lease Information for the Tenant Allowance for the applicable Building (collectivelybelow, the “Tenant Allowance”), shall pay directly to be applied toward its general contractor and other service providers and vendors the cost of performing all improvements shown and contemplated by the following items in respect Tenant's Plans, including, but not limited to, the cost of the Tenant Improvements in the applicable Building: Architectural all permits and governmental inspections, all architectural and engineering fees, space planningproject management fees paid to Tenant’s construction manager (the “Construction Manager”), building permits or other governmental feesthe preparation and delivery to Landlord of the "as-built" plans showing Tenant's Work, in hard copy and an electronic version thereof which is acceptable to Landlord (the "As-Built Plans") (which As-Built Plans shall be delivered to Landlord not later than the tenth (10th) day following the substantial completion of Tenant's Work), and the cost Coordination Fee, all of labor, materials, contractors fees and overhead, and other charges included in the construction contract for construction which costs shall be payable out of Tenant Improvements, including the contractor’s fee, overhead and general conditions, sales and use taxes, the cost of the builder’s risk insurance during construction and all testing and inspection costs. If Landlord elects to itself construct the Restroom Improvements, Landlord shall make payments to its contractor for the Restroom Improvements as and when such costs are incurred and deduct the amount of such payments from the Tenant Allowance for Building 2 up to the maximum extent that the Tenant Allowance is sufficient for that purpose, and any excess amount stated in Paragraph I of this Work Letter. Landlord which costs shall not be obligated to disburse any remaining paid directly by Tenant; provided, however, that (i) the portion of the Tenant Allowance attributable that may be used for moving costs, telephone systems, legal fees, project management fees to the Construction Manager, the purchase of furniture, fixtures and equipment to be used in the Premises, Tenant’s interior signage, and other soft costs shall not exceed an amount in the aggregate which is equal to twenty-five percent (25%) of the Tenant Allowance (the “Permitted Soft Costs Portion”) and (ii) no portion of the Permitted Soft Costs Portion shall be payable unless and until Tenant’s Work has been completed. Tenant shall have the right to hire the Construction Manager to oversee Tenant’s Work, which Contraction Manager shall be subject to Landlord’s prior written approval, not to be unreasonably withheld, conditioned or delayed. Tenant’s Construction Manager will coordinate Tenant programming, approve design drawings on Tenant’s behalf, approve Tenant’s project schedule, approve change orders, approve budgets and expenditures from the Tenant Allowance, ensure conformity of the construction to the Final Plans and Specifications, and manage Tenant's specialty contractors. Landlord shall pay the Tenant Allowance to Tenant, or at Tenant’s written request, to Tenant’s general contractor or Construction Manager (Tenant shall be required to pay all other service providers, including, without limitation, consultants, professionals, and vendors, directly subject to reimbursement from the Tenant Allowance provided there are sufficient funds available for the same), monthly following Landlord’s receipt from Tenant of (i) invoices reasonably evidencing work or services performed with respect to the portion of Tenant’s Work for which payment of a Building portion of the Tenant Allowance is being requested, and (ii) waivers or releases of liens from each of Tenant’s contractors, subcontractors and suppliers in connection with the work performed or materials supplied as evidenced by the aforesaid invoices and by a written certification (including an AIA certification at Landlord’s option) executed by Tenant's general contractor, describing in reasonable detail the items of Tenant's Work which is the basis of Tenant's request for payment of the portion of the Tenant Allowance, and (iii) with respect only to the payment of the final ten percent (10%) of the Tenant Allowance, the delivery of the As-Built Plans, copies of all final inspectional sign-offs for the Tenant’s Work performed by applicable governmental authorities, and all maintenance manuals with respect to Tenant’s Work. Each payment by Landlord shall be made within thirty (30) days of Landlord’s receipt of a draw request which complies with the requirements of this Paragraph 4 and which is received by Landlord not later than the tenth (10th) day of the month in which such draw request is submitted; provided, however, that Landlord shall have the right to retain ten percent (10%) of the amount of the hard costs of Tenant’s Work contained in each such request until completion of Tenant’s Work. All of the retained amounts shall be paid to Tenant upon completion of Tenant’s Work and satisfaction of the other requirements of this Exhibit C. Notwithstanding the foregoing, in the event that Tenant is retaining amounts which are at least equal to those required by the immediately preceding sentence from Tenant’s general contractor and Tenant’s payment request reflects such retainage, then Landlord shall not impose an additional retainage upon such payment request. The portion of the Tenant’s Work which shall be payable out of the Tenant Allowance shall be an amount equal to the portion of the Tenant’s Work which has been completed. Any portion of the Tenant Allowance for which disbursement has not been properly requested prior to the Rent Commencement Date shall be deemed to have been forfeited by Tenant and shall no longer be available to Tenant. Tenant shall have no right to receive any portion of the Tenant Allowance, including, but not limited to, the Permitted Soft Costs Portion, at any time that Tenant is in default under the Lease (until such time as (i) the Commencement Date for default is cured within the applicable Building has occurred notice and Tenant has accepted delivery of cure period provided under the Building and made Lease). Solely in the initial prepayment of Rent with respect event that Landlord fails to disburse the applicable portion of the Premises; and (ii) Tenant has delivered to Landlord and Landlord has approved, in Landlord’s reasonable discretion, all of the following: (A) invoices, paid receipts and/or related evidence reasonably acceptable to Landlord establishing that Tenant has paid an amount equal to that portion of the Tenant Allowance requested by Tenant in accordance with this Work Agreement, Tenant shall have the right to third parties provide Landlord with written demand for disbursement stating that Landlord shall have ten (10) business days after such written demand therefor to pay the portion of the Tenant Allowance that is owed to Tenant in connection accordance with this Work Agreement. If Tenant has fully complied with the Tenant Improvements in the applicable Building; (B) executed unconditional final mechanics’ lien releases, in statutory form, from Tenant’s contractor and all subcontractors, laborers, materialmen and suppliers used by Tenant terms of this Work Agreement with respect to all work in and to the Premises located in disbursement of the applicable Building; (C) a certificate from Tenant’s architect or space planner, in a form reasonably acceptable to Landlord, certifying that the construction portion of the Tenant Improvements in the applicable Building has been substantially completed Allowance which Tenant is requesting, and meets all applicable building codes; (D) a copy Landlord does not disburse such portion of the certificate of occupancy Tenant Allowance within such ten (or similar governmental authorization10) for the applicable Building; (E) “as-built” drawings for the Tenant Improvements in the applicable Building, signed by either Tenant’s architect, space planner or contractor, and electronic CAD files from Tenant’s Contractor and all subcontractors; and (F) a final punch list signed off by both Tenant and Landlord and/or their architects. Thereafter, Landlord shall deliver, within fifteen (15) days business day period following Tenant’s delivery of written demand therefor, then Tenant shall have the materials following rights, as its sole and information required exclusive remedies for disbursement thereof in such failure: (a) to deduct an amount equal to the preceding sentence, a check payable to Tenant in the amount of that portion of the Tenant Allowance requested by Tenant and paid to third parties in connection accordance with the Tenant Improvements for terms of this Work Agreement and not paid by Landlord (plus interest on the applicable Building unpaid portion thereof at the rate of twelve percent (which amount shall not exceed the 12%) per annum with respect to any portion of such costs which remain unpaid for three (3) consecutive months) (such amount being referred to herein as the “Reimbursable Costs”) from Tenant’s next installment(s) of Monthly Base Rent coming due under the Lease until such time as Tenant Allowance provided for has recovered all of the Reimbursable Costs, and (b) if such Building as specified in the Basic Lease Information). Landlord’s payment of failure by Landlord to disburse any portion of the Reimbursable Costs continues for a period of twelve (12) consecutive months after the date that such Reimbursable Costs initially became due and payable to Tenant Allowance hereunder, to file suit against Landlord to recover the Reimbursable Costs (it being agreed that Tenant shall have the right to pursue any combination of the remedies set forth in clauses (a) and (b) hereof until the full amount of the Reimbursable Costs have been received or credited to Tenant, but that such remedies may not be deemed Landlord’s approval any of pursued concurrently). Notwithstanding the foregoing, in the event that Tenant Improvements absent Landlord’s prior approval exercises its offset right pursuant to this Work Letter. Landlord’s obligation Paragraph 4, and a court of competent jurisdiction later determines that Tenant was not entitled to disburse the Tenant Allowance for each Building under this Paragraph 9(b) shall expire six (6) months after the Delivery Date for the applicable Building, subject to extension due to Force Majeure, such that Landlord shall not be obligated to provide to Tenant any undisbursed portion some or all of the amount which was offset, Tenant Allowance for shall reimburse Landlord, within thirty (30) days following the date of issuance of a Building unless Tenant has delivered final, unappealable order by such court, the full amount that was found to Landlord all documents required above within nine (9) months after have been improperly offset, together with interest thereon at the Delivery Date Default Rate from the date of offset through the date of reimbursement of such Buildingamount by Tenant to Landlord.

Tenant Allowance. As an inducement for Tenant to execute this Lease and prepare the Demised Premises for Tenant’s occupancy, Landlord shall provide pay to Tenant an allowance for each Building in an amount up to and not to exceed $14,367,665.00 ($235.00 per rentable square foot of the sum Demised Premises) as reimbursement towards the cost of the design and construction of the initial Tenant’s Work (the “Allowance”) that is completed within the eighteen (18) month anniversary of the Rent Commencement Date. In addition to the Allowance, Landlord shall pay Tenant an additional amount up to and not to exceed $443,257.75 ($7.25 per rentable square foot of the Demised Premises) (the “Restroom Allowance”) as reimbursement towards the cost of the design and construction of the Premises Restroom Work that is completed within the eighteen (18) month anniversary of the Rent Commencement Date. In no event shall Landlord have any obligation to pay any portion of the Allowance or the Restroom Allowance for any Tenant’s Work completed after the eighteenth (18th) month anniversary of the Rent Commencement Date. In addition, in no event shall Landlord have any obligation to pay any portion of the Allowance or the Restroom Allowance for any Tenant’s Work completed prior to the eighteen (18) month anniversary of the Rent Commencement Date unless Tenant has submitted a requisition for such payment within twenty-one (21) months following the Rent Commencement Date. The Allowance and the Restroom Allowance shall be utilized for so-called “hard” and “soft” costs of Tenant’s Work, however, the Restroom Allowance may only be used for such costs relating to the Premises Restroom Work and not for other portions of the Tenant’s Work. As completion of the Tenant’s Work progresses, Tenant may submit requisitions for payment to Landlord from time to time (but not more frequently than once per month) and Landlord shall pay the portion of the Allowance and/or the Restroom Allowance, as the case may be, in the amount set forth in the Basic Lease Information for the requisition to Tenant Allowance for the applicable Building within thirty (collectively30) days following receipt of Tenant’s requisition, the “Tenant Allowance”)together with partial lien waivers, to be applied toward the cost of the following items in respect of the Tenant Improvements in the applicable Building: Architectural and engineering fees, space planning, building permits or other governmental fees, and the cost of labor, materials, contractors fees and overhead, third party paid invoices and other charges included in documentation reasonably requested by Landlord relating to Tenant’s Work covered by the construction contract for construction of Tenant Improvements, including the contractor’s fee, overhead and general conditions, sales and use taxes, the cost of the builder’s risk insurance during construction and all testing and inspection costs. If Landlord elects to itself construct the Restroom Improvements, Landlord shall make payments to its contractor for the Restroom Improvements as and when such costs are incurred and deduct the amount of such payments from the Tenant Allowance for Building 2 up to the maximum amount stated in Paragraph I of this Work Letterrequisition. Landlord shall not be obligated to disburse any remaining portion pay the final payment of the Tenant Allowance attributable to a Building until such time and/or the Restroom Allowance, as the case may be, within thirty (i30) the Commencement Date for the applicable Building has occurred and Tenant has accepted delivery of the Building and made the initial prepayment of Rent with respect to the applicable portion of the Premises; and (ii) Tenant has delivered to Landlord and Landlord has approved, in days following Landlord’s reasonable discretion, receipt of all of the following: (A1) invoicesa detailed statement, including requisitions from Tenant’s general contractor, third party paid receipts and/or related evidence invoices and other documentation reasonably acceptable to Landlord establishing that Tenant has paid an amount equal to that portion of the Tenant Allowance requested by Tenant to third parties Landlord evidencing the total cost of, and payment for, actual work done in connection with the Tenant Improvements Landlord approved plans for Tenant’s Work (and Landlord shall have the right, upon reasonable advance notice to Tenant, to inspect Tenant’s books and records relating to such statement in order to verify the applicable Buildingamount thereof); (B2) executed final and unconditional final mechanics’ lien releaseswaivers relating to items, services and work performed in statutory form, from connection with all phases or portions of Tenant’s contractor and all subcontractorsWork (and, laborers, materialmen and suppliers used by Tenant with respect to all work in and to the Premises located in the applicable Building; (C) a certificate from if Tenant’s architect or space plannergeneral contractor has recorded a Notice of Substantial Completion in Suffolk Registry of Deeds pursuant to MGL Ch. 254 and the statutory period has elapsed since such recording, in a form reasonably acceptable to Landlordand if requested, certifying has provided Landlord with satisfactory evidence that the construction of the Tenant Improvements in the applicable Building has all subcontractors and vendors have been substantially completed and meets all applicable building codes; (D) provided with a copy of the certificate of occupancy (or similar governmental authorization) for the applicable Buildingrecorded notice); (E3) “as-built” drawings for plans showing the Tenant Improvements completed Tenant’s Work; (4) a certificate of Tenant’s architect in the applicable Building, signed by either form of AIA G-704 indicating that the Tenant’s architect, space planner or contractor, and electronic CAD files from Tenant’s Contractor and all subcontractorsWork has been completed in accordance with the approved plans; and (F5) a copy of a final punch list signed off certificate of occupancy for the Demised Premises issued by both Tenant and Landlord and/or their architects. Thereafter, Landlord shall deliver, within fifteen (15) days following Tenant’s delivery the appropriate department of the materials and information required for disbursement thereof City of Boston. Notwithstanding anything to the contrary contained in the preceding sentence, a check payable to Tenant in the amount of that portion of the Tenant Allowance requested by Tenant and paid to third parties in connection with the Tenant Improvements for the applicable Building this Lease: (which amount shall not exceed the portion of the Tenant Allowance provided for such Building as specified in the Basic Lease Information). Landlord’s payment of any portion of the Tenant Allowance shall not be deemed Landlord’s approval any of the Tenant Improvements absent Landlord’s prior approval pursuant to this Work Letter. i) Landlord’s obligation to disburse pay the Allowance and/or the Restroom Allowance shall be conditioned upon there being no then existing Event of Default by Tenant Allowance for each Building in its obligations under this Paragraph 9(bLease beyond any applicable notice and cure periods at the time that Landlord would be required to make such payment; and (ii) Landlord shall expire six have no obligation to advance any funds or pay any amount on account of Tenant’s Work in excess of the Allowance and the Restroom Allowance (6) months after the Delivery Date for the applicable Buildingcollectively, subject to extension due to Force Majeure“Excess TI Costs”), such payment obligation to be Tenant’s. It is expressly understood and agreed that except for Tenant’s movable trade fixtures and equipment, furniture, and other personal property, all of Tenant’s Work shall be property of Landlord whether or not the actual cost shall not be obligated exceed the Allowance and the Restroom Allowance, unless specifically stated to provide the contrary at the time Landlord approves any plans therefor. Notwithstanding anything in this Section 3(E) to the contrary, in addition to the Allowance and the Restroom Allowance, Landlord hereby agrees to reimburse Tenant any undisbursed portion up to $6,113.90 $0.10 per rentable square foot of the Demised Premises for costs and expenses incurred by Tenant Allowance to prepare a test fit plan for a Building unless Tenant’s Work, such reimbursement to be made within thirty (30) days of Landlord’s receipt of evidence reasonably satisfactory that Tenant has delivered to Landlord all documents required above within nine (9) months after the Delivery Date of incurred and paid for such Buildingcosts.

Tenant Allowance. Landlord shall provide agrees to reimburse Tenant an allowance for each Building the Tenant Work in an amount not equal to exceed the sum set forth in the Basic Lease Information for lesser of (l) Tenant’s actual cost of the Tenant Allowance for the applicable Building Work; or (collectively, 2) $101,759.00 (the “Tenant Allowance”), provided, however, that Landlord shall retain 5% of the Tenant Allowance for the cost of Landlord’s construction manager, who shall monitor Tenant’s and its contractors’ performance of the Tenant Work. Tenant must, in order to be applied toward receive said Tenant Allowance, meet all of the following criteria: Upon completion of the Tenant Work, Tenant shall provide Landlord with the following: Written proof (a fully signed “Building Final” from the appropriate governmental authority) the Tenant Work was completed to the satisfaction of the local building department, The original temporary (if applicable) and final certificate of occupancy issued by the local building department, The original as-built plans and specifications in electronic CAD format, A letter from Tenant acknowledging Tenant’s satisfaction with its contractor’s Tenant Work, A request for disbursement of the Tenant Allowance accompanied by paid receipts showing the requested sums were spent on the Tenant Work for the Premises. A detailed breakdown of the cost of the following items Tenant Work (AIA Form 0702 -Application and Certificate for Pavment or similar) Lien releases from Tenant’s contractor, subcontractors and suppliers showing that they have been paid in respect full. Within ten (10) days of Tenant’s satisfaction of the Tenant Improvements in the applicable Building: Architectural and engineering fees, space planning, building permits or other governmental fees, and the cost of labor, materials, contractors fees and overhead, and other charges included in the construction contract for construction of Tenant Improvements, including the contractor’s fee, overhead and general foregoing conditions, sales and use taxes, the cost of the builder’s risk insurance during construction and all testing and inspection costs. If Landlord elects to itself construct the Restroom Improvements, Landlord shall make payments to its contractor for pay the Restroom Improvements as and when such costs are incurred and deduct the amount of such payments from the Tenant Allowance for Building 2 up to the maximum amount stated in Paragraph I of this Work Letter. Landlord shall not be obligated to disburse any remaining portion balance of the Tenant Allowance attributable to a Building until such time as (i) the Commencement Date for the applicable Building has occurred and Tenant has accepted delivery after deduction of the Building and made the initial prepayment of Rent with respect to the applicable portion of the Premises; and (ii) Tenant has delivered to Landlord and Landlord has approved, in Landlord’s reasonable discretion, 5% construction management fee) to Tenant if Tenant fails to satisfy all of the following: (A) invoices, paid receipts foregoing conditions and/or related evidence reasonably acceptable to Landlord establishing that Tenant has paid an amount equal to that portion request reimbursement of the Tenant Allowance requested by Tenant to third parties in connection with the Tenant Improvements in the applicable Building; (B) executed unconditional final mechanics’ lien releases, in statutory form, from Tenant’s contractor and all subcontractors, laborers, materialmen and suppliers used by Tenant with respect to all work in and to the Premises located in the applicable Building; (C) a certificate from Tenant’s architect or space planner, in a form reasonably acceptable to Landlord, certifying that the construction of the Tenant Improvements in the applicable Building has been substantially completed and meets all applicable building codes; (D) a copy of the certificate of occupancy (or similar governmental authorization) for the applicable Building; (E) “as-built” drawings for the Tenant Improvements in the applicable Building, signed by either Tenant’s architect, space planner or contractor, and electronic CAD files from Tenant’s Contractor and all subcontractors; and (F) a final punch list signed off by both Tenant and Landlord and/or their architects. Thereafter, Landlord shall deliver, within fifteen (15) days following Tenant’s delivery of the materials and information required for disbursement thereof in the preceding sentence, a check payable to Tenant in the amount of that portion of the Tenant Allowance requested by Tenant and paid to third parties in connection with the Tenant Improvements for the applicable Building (which amount shall not exceed the portion of the Tenant Allowance provided for such Building as specified in the Basic Lease Information). Landlord’s payment of any portion of the Tenant Allowance shall not be deemed Landlord’s approval any of the Tenant Improvements absent Landlord’s prior approval pursuant to this Work Letter. Landlord’s obligation to disburse the Tenant Allowance for each Building under this Paragraph 9(bthereof) shall expire within six (6) months after from the Delivery Date Reduction Date, then Tenant’s right to receive the same shall be deemed waived and null and void, and Landlord shall thereafter have no obligation to pay the Tenant Allowance (or unpaid portion thereof) to Tenant. Prior to the expiration of such 6-month period, Tenant may submit a written request to Landlord for the applicable Buildingan extension of such 6-month period, subject to extension due to Force Majeure, such that for reasons beyond Tenant’s control. Landlord shall not be obligated unreasonably withhold consent to a request for an extension, and if granted Landlord shall provide to Tenant any undisbursed portion written notice of the Tenant Allowance for a Building length of such extension. No such extension shall be deemed to have been granted unless Tenant and until Landlord has delivered to Landlord all documents required above within nine (9) months after the Delivery Date of such Buildingwritten notice.

Tenant Allowance. Provided that Tenant is not in default, Landlord shall provide Tenant an with a tenant improvement allowance for each Building in an amount not to exceed the sum set forth in the Basic Lease Information amount of up to Thirty Thousand and No/l00 Dollars ($30,000.00) (the "Tenant Allowance") to be applied towards all actual costs and expenses incurred by Tenant to convert any thermostats in the Premises to digital thermostats, if not already converted (collectively, "Tenant Improvements"). All Tenant Improvements performed by Tenant shall be performed in accordance with the terms of the Lease, including without limitation, Section 11 of the Initial Lease. Landlord shall disburse portions of the Tenant Allowance (or any portion thereof) to Tenant, within thirty (30) days following Landlord's receipt of (1) true and complete copies of invokes (collectively, "Invoices") evidencing the actual costs and expenses incurred by Tenant to perform the Tenant Improvements and (ii) executed, unconditional lien waivers for the Tenant Allowance for the applicable Building improvements that are attributable to such Invoices (collectively, the “Tenant Allowance”"Payment Submittals"), . In no event shall Landlord be required to be applied toward the cost of the following items in respect distribute any portion of the Tenant Improvements Allowance at any time during which a default by Tenant has occurred under the Lease. Moreover, in no event shall Landlord be required to distribute funds pursuant to a Payment Submittal, to the extent such amount, in the applicable Building: Architectural and engineering feesaggregate, space planning, building permits or other governmental fees, and the cost of labor, materials, contractors fees and overhead, and other charges included in the construction contract for construction of Tenant Improvements, including the contractor’s fee, overhead and general conditions, sales and use taxes, the cost of the builder’s risk insurance during construction and all testing and inspection costs. If Landlord elects to itself construct the Restroom Improvements, Landlord shall make payments to its contractor for the Restroom Improvements as and when such costs are incurred and deduct exceeds the amount of such payments from the remaining Tenant Allowance. The cost of any Tenant improvements which exceed the Tenant Allowance shall be paid for Building 2 up solely by Tenant. To the extent that any portion of the Tenant Allowance has not been applied as of December 31, 2014 (the "Tenant Improvements Deadline"), exclusive of any Payment Submittals submitted to Landlord prior to the maximum amount stated in Paragraph I of this Work Letter. Landlord Tenant Improvements Deadline, Tenant shall forfeit, and shall not be obligated entitled to disburse receive, any remaining portion of the Tenant Allowance attributable to a Building until such time as (i) the Commencement Date for the applicable Building has occurred and Tenant has accepted delivery of the Building and made the initial prepayment of Rent with respect to the applicable portion of the Premises; and (ii) Tenant has delivered to Landlord and Landlord has approved, in Landlord’s reasonable discretion, all of the following: (A) invoices, paid receipts and/or related evidence reasonably acceptable to Landlord establishing that Tenant has paid an amount equal to that portion of the Tenant Allowance requested by Tenant to third parties in connection with the Tenant Improvements in the applicable Building; (B) executed unconditional final mechanics’ lien releases, in statutory form, from Tenant’s contractor and all subcontractors, laborers, materialmen and suppliers used by Tenant with respect to all work in and to the Premises located in the applicable Building; (C) a certificate from Tenant’s architect or space planner, in a form reasonably acceptable to Landlord, certifying that the construction of the Tenant Improvements in the applicable Building has been substantially completed and meets all applicable building codes; (D) a copy of the certificate of occupancy (or similar governmental authorization) for the applicable Building; (E) “as-built” drawings for the Tenant Improvements in the applicable Building, signed by either Tenant’s architect, space planner or contractor, and electronic CAD files from Tenant’s Contractor and all subcontractors; and (F) a final punch list signed off by both Tenant and Landlord and/or their architects. Thereafter, Landlord shall deliver, within fifteen (15) days following Tenant’s delivery of the materials and information required for disbursement thereof in the preceding sentence, a check payable to Tenant in the amount of that portion of the Tenant Allowance requested by Tenant and paid to third parties in connection with the Tenant Improvements for the applicable Building (which amount shall not exceed the portion of the Tenant Allowance provided for such Building as specified in the Basic Lease Information). Landlord’s payment of any portion of the Tenant Allowance shall not be deemed Landlord’s approval any of the Tenant Improvements absent Landlord’s prior approval pursuant to this Work Letter. Landlord’s obligation to disburse the Tenant Allowance for each Building under this Paragraph 9(b) shall expire six (6) months after the Delivery Date for the applicable Building, subject to extension due to Force Majeure, such that Landlord shall not be obligated to provide to Tenant any undisbursed portion of the Tenant Allowance for a Building unless Tenant has delivered to Landlord all documents required above within nine (9) months after the Delivery Date of such BuildingAllowance.

Tenant Allowance. Subject to the terms of this Section 2.2, Landlord shall provide Tenant an allowance for each Building in an amount not to exceed Tenant equivalent to the sum cost of Xxxxx Construction Inc. modifying the Premises pursuant to Exhibit B-1 attached hereto. This allowance is payable to Tenant on a progress basis as Tenant completes the Tenant Improvements set forth in Section II of Exhibit C. "Tenant Improvements" shall be defined as any work done by Tenant to improve the Basic Premises for occupancy. The tenant allowance shall not be used for furniture, art, or any personal property, which does not become attached real property of Landlord at the end of the Lease Information Term. Landlord's obligation to pay the tenant allowance is wholly conditioned upon Tenant not being in default under the terms of this Lease (subject to applicable cure periods) on the date that any payment of the tenant allowance is due. In the event this Lease is terminated prior to the payment of the tenant allowance as a result of Tenant's default hereunder, Tenant shall be solely liable for payment of any and all amounts of the Tenant Allowance for tenant allowance to Tenant's contractor. Notwithstanding anything to the applicable Building (collectivelycontrary in this Section 2.2, payments of the “Tenant Allowance”), to tenant allowance may be applied toward the cost withheld by Landlord on account of any of the following items in respect of the Tenant Improvements in the applicable Buildingproblems: Architectural and engineering fees, space planning, building permits claims filed or other governmental fees, and the cost of labor, materials, contractors fees and overhead, and other charges included in the construction contract for construction of Tenant Improvements, including the contractor’s fee, overhead and general conditions, sales and use taxes, the cost of the builder’s risk insurance during construction and all testing and inspection costs. If Landlord elects to itself construct the Restroom Improvements, Landlord shall make payments to its contractor for the Restroom Improvements as and when such costs are incurred and deduct the amount of such payments from the Tenant Allowance for Building 2 up to the maximum amount stated in Paragraph I of this Work Letter. Landlord shall not be obligated to disburse any remaining portion of the Tenant Allowance attributable to a Building until such time as (i) the Commencement Date for the applicable Building has occurred and Tenant has accepted delivery of the Building and made the initial prepayment of Rent with respect to the applicable portion of the Premises; and (ii) Tenant has delivered to Landlord and Landlord has approved, in Landlord’s reasonable discretion, all of the following: (A) invoices, paid receipts and/or related evidence reasonably acceptable to Landlord establishing that Tenant has paid an amount equal to that portion of the Tenant Allowance requested threatened by Tenant to third parties in connection with Tenant Improvements; damage to the Property due to Tenant or its agents, employees, contractors or subcontractors, other improvements of Tenant to the Premises; or Tenant's breach of any of its obligations under this Lease. Landlord shall pay the Tenant Improvements in allowance only after the applicable Building; (B) executed unconditional final mechanics’ lien releases, in statutory form, from Tenant’s contractor and all subcontractors, laborers, materialmen and suppliers used problems are remedied by Tenant with respect to all work in and to the Premises located in the applicable Building; (C) a certificate from Tenant’s architect or space planner, in a form reasonably acceptable to Landlord, certifying that the construction of the Tenant Improvements in the applicable Building has been substantially completed and meets all applicable building codes; (D) a copy of the certificate of occupancy (or similar governmental authorization) for the applicable Building; (E) “as-built” drawings for the Tenant Improvements in the applicable Building, signed by either Tenant’s architect, space planner or contractor, and electronic CAD files from Tenant’s Contractor and all subcontractors; and (F) a final punch list signed off by both Tenant and Landlord and/or their architects. Thereafter, Landlord shall deliver, within fifteen (15) days following Tenant’s delivery of the materials and information required for disbursement thereof in the preceding sentence, a check payable to Tenant in the amount of that portion of the Tenant Allowance requested by Tenant and paid to third parties in connection with the Tenant Improvements for the applicable Building (which amount shall not exceed the portion of the Tenant Allowance provided for such Building as specified in the Basic Lease Information). Landlord’s payment of any portion of the Tenant Allowance shall not be deemed Landlord’s approval any of the Tenant Improvements absent Landlord’s prior approval pursuant to this Work Letter. Landlord’s obligation to disburse the Tenant Allowance for each Building under this Paragraph 9(b) shall expire six (6) months after the Delivery Date for the applicable Building, subject to extension due to Force Majeure, such that Landlord shall not be obligated to provide to Tenant any undisbursed portion of the Tenant Allowance for a Building unless Tenant has delivered to Landlord all documents required above within nine (9) months after the Delivery Date of such Building's reasonable satisfaction.

Tenant Allowance. If the base rental for the Expansion ---------------- Premises is in an amount equal to the same base rental (on a per square foot basis) then being paid by Tenant for the initial Premises, Landlord shall provide Tenant an allowance to Tenant (the "Tenant Allowance") for each Building in an amount not to exceed the sum set forth construction and installation of the Expansion Premises Tenant Improvements. The Tenant Allowance shall be in the Basic Lease Information amount of Fifteen Dollars ($15.00) per square foot contained within the Expansion Premises. Tenant shall be responsible for the payment of any cost associated with the construction of the Expansion Premises Tenant Improvement Cost (as hereinafter defined) in excess of the Tenant Allowance. The Tenant Allowance shall only be used for the costs of alterations, improvements, fixtures, and equipment which become part of or are attached or affixed to the realty and for such permit, inspection and impact/mitigation fees, engineering and architectural fees, general contracting fees, governmental fees, costs and exactions required to obtain permits to construct the Expansion Premises Tenant Improvements, and other costs reasonably associated with improving the Expansion Premises (the "Expansion Premises Tenant Improvement Costs"). Landlord shall pay and disburse the Tenant Allowance for to Tenant upon the applicable Building (collectively, the “Tenant Allowance”), to be applied toward the cost satisfaction of the following items in respect of the conditions precedent: (i) Tenant Improvements in the applicable Building: Architectural delivers a written request for payment to Landlord for payment and engineering fees, space planning, building permits or other governmental fees, and the cost of labor, materials, contractors fees and overhead, and other charges included in the construction contract for construction of Tenant Improvements, including the contractor’s fee, overhead and general conditions, sales and use taxes, the cost of the builder’s risk insurance during construction and all testing and inspection costs. If Landlord elects to itself construct the Restroom Improvements, Landlord shall make payments to its contractor for the Restroom Improvements as and when such costs are incurred and deduct the amount of such payments from the Tenant Allowance for Building 2 up to the maximum amount stated in Paragraph I of this Work Letter. Landlord shall not be obligated to disburse any remaining portion disbursement of the Tenant Allowance attributable to or a Building until such time as portion thereof (iwhich request will be made not more frequently than monthly) the Commencement Date for the applicable Building has occurred and Tenant has accepted delivery of the Building and made the initial prepayment of Rent with respect to the applicable portion of the Premises; and (ii) Tenant has delivers written lien releases (in a form and content customarily delivered in projects of similar scope and size) attributable to any work to be paid by and from such advance or payment by Xxxxxxxx. Landlord shall pay and Landlord has approved, in Landlord’s reasonable discretion, all disburse the Tenant Allowance (or any portion thereof) to Tenant within thirty (30) days after the satisfaction of the following: (A) invoices, paid receipts and/or related evidence reasonably acceptable conditions precedent with respect to such advance or payment. If Landlord establishing that Tenant has paid an amount equal fails to that portion make any payment or advance of the Tenant Allowance requested by that Landlord is obligated to make hereunder, Tenant to third parties in connection with the Tenant Improvements in the applicable Building; may (Bas its nonexclusive remedy) executed unconditional final mechanics’ lien releases, in statutory form, from Tenant’s contractor and all subcontractors, laborers, materialmen and suppliers used by Tenant with respect to all work in and to the Premises located in the applicable Building; (C) a certificate from Tenant’s architect or space planner, in a form reasonably acceptable to Landlord, certifying that the construction of the Tenant Improvements in the applicable Building has been substantially completed and meets all applicable building codes; (D) a copy of the certificate of occupancy (or similar governmental authorization) for the applicable Building; (E) “as-built” drawings for the Tenant Improvements in the applicable Building, signed by either Tenant’s architect, space planner or contractor, and electronic CAD files from Tenant’s Contractor and all subcontractors; and (F) a final punch list signed off by both Tenant and Landlord and/or their architects. Thereafter, Landlord shall deliver, within fifteen (15) days following Tenant’s delivery of the materials and information required for disbursement thereof in the preceding sentence, a check payable to Tenant in offset the amount of that portion such requested advance or payment against Tenant's obligation to pay rent or any other monetary obligations under this Lease. Landlord shall not have any obligation to advance or pay any of the Tenant Allowance requested by if Tenant and paid to third parties is in connection with the Tenant Improvements for the applicable Building (which amount shall not exceed the portion of the Tenant Allowance provided for such Building as specified in the Basic Lease Information). Landlord’s payment of any portion of the Tenant Allowance shall not be deemed Landlord’s approval any of the Tenant Improvements absent Landlord’s prior approval pursuant to this Work Letter. Landlord’s obligation to disburse the Tenant Allowance for each Building default under this Paragraph 9(bLease and/or if the Premises (as expanded to include the Expansion Premises) shall expire six (6) months after the Delivery Date for the applicable Building, are subject to extension due to Force Majeure, such that Landlord shall not be obligated to provide to Tenant any undisbursed portion mechanics' or materialmen's liens or claims at the time of the Tenant Allowance for a Building unless Tenant has delivered to Landlord all documents required above within nine (9) months after the Delivery Date of such BuildingTenant's written demand.