Common use of Tenant Improvement Allowance Clause in Contracts

Tenant Improvement Allowance. Provided that there is not a Default of Tenant under the Lease, including this Work Letter, at the time a payment is due, Landlord shall pay towards the costs of the Tenant Improvements, including all design, permit fees, 35654\12546889.9 B-12 06907\011\8511619.v2 06907\011\8493037.v6 Landlord project management, and costs of constructing the Tenant Improvements (collectively, the “Tenant Improvement Costs”), an amount equal to $90.00 per square foot of the Building (as determined by Architect in the Construction Documents in accordance with the method set forth in Section 4.1(e) below) (the “Tenant Improvement Allowance”), except that the Tenant Improvement Allowance shall be used to pay only those Tenant Improvement Costs that are considered under generally accepted accounting principles to be capital expenditures related to real property (but not to personal property or trade fixtures), which costs may include permit fees, design fees, project management, and costs of constructing the Tenant Improvements. Additionally, and in no way limiting the foregoing restrictions on the use of the Tenant Improvement Allowance, Tenant shall pay directly the costs of any architects, engineers and other design professionals that Tenant directly engages. Except as expressly set forth herein, Landlord’s payment of the Tenant Improvement Allowance or the Tenant Improvement Costs (if such amount is less than the Tenant Improvement Allowance), shall satisfy in full Landlord’s obligation to pay the Tenant Improvement Allowance hereunder, and Landlord shall not be obligated to make any payment for any subsequent alterations or improvements to the Premises whether or not the entire Tenant Improvement Allowance was expended on the initial Tenant Improvements.

Tenant Improvement Allowance. Provided that there is not Landlord has agreed to contribute a Default one-time tenant improvement allowance for the cost of preparing the T.I. Plans and Specifications related to Tenant under Improvements and toward the Lease, including this Work Letter, at the time a payment is due, Landlord shall pay towards the costs cost of constructing the Tenant Improvements, including all design(including, permit feesbut not limited to, 35654\12546889.9 B-12 06907\011\8511619.v2 06907\011\8493037.v6 Landlord project managementany necessary permits and approvals, and any necessary demolition work but excluding any costs of constructing the Tenant Improvements (collectivelyfurniture, the “Tenant Improvement Costs”)trade fixtures, equipment or personal property and/or any non-Building Standard improvements, all of which shall be Tenant’s sole responsibility) in an amount equal up to but not exceeding Sixty-One and 06/100 Dollars ($90.00 61.06) per square foot of the Building Expansion Space (as determined by Architect in the Construction Documents in accordance with the method set forth in Section 4.1(e) below) (the “Tenant Improvement Allowance”), except that the . The Tenant Improvement Allowance is based on the square feet of the Expansion Space, and the calculation of square feet for the Expansion Space shall be used to pay only those Tenant Improvement Costs that are considered under generally accepted accounting principles to be capital expenditures related to real property as determined by Landlord (but not subject to personal property or trade fixtures), which costs may include permit fees, design fees, project management, and costs of constructing the Tenant Improvements. Additionally, and in no way limiting the foregoing restrictions on the use Section 6 of the Tenant Improvement AllowanceSecond Amendment). Notwithstanding any provisions of the Lease or this Work Letter to the contrary, Tenant shall be solely responsible for, and shall pay directly upon billing therefor, any and all costs and expenses relating in any way to the costs of any architectsTenant Improvements (including, engineers but not limited to, the design, permitting and other design professionals that Tenant directly engages. Except as expressly set forth herein, Landlord’s payment construction thereof) in excess of the Tenant Improvement Allowance or with respect to the work of construction of the Tenant Improvement Improvements by Landlord’s Contractor (“Excess Costs”). The total of all costs to be incurred by Landlord in connection with the design and construction of the Tenant Improvements (including, without limitation, the costs to prepare the T.I. Plans and specifications, the obtainment of permits and completion of other pre-construction work relating to the Tenant Improvements) shall be referred to as “Landlord Costs” and Landlord’s contribution toward Landlord’s Costs (if such amount is less than shall be limited to the Tenant Improvement Allowance), shall satisfy in full Landlord’s obligation to pay the Tenant Improvement Allowance hereunder, and Landlord shall not be obligated to make any payment for any subsequent alterations or improvements to the Premises whether or not the entire Tenant Improvement Allowance was expended on the initial Tenant Improvements.

Tenant Improvement Allowance. Provided Landlord has agreed to provide Tenant with a $22,281.60 tenant improvement allowance for the purpose of constructing tenant improvements in, on and to the Premises (the "Tenant Improvements"), which allowance shall be reimbursed to Tenant provided that there is proper documentation, lien releases and invoices are presented to Landlord for all actual out-of-pocket costs of construction, including, without limitation, permitting and architectural costs. Should the cost of such construction (including, but not a Default limited to permitting and architectural costs) exceed $22,281.60, Tenant will be solely responsible for such costs, Tenant shall indemnify, defend and hold harmless Landlord from any occurrence whatsoever related to construction of Tenant under Improvements. Tenant shall be directly responsible for hiring and paying the Lease, including this Work Letter, at architect and contractors in connection with the time a payment is due, Landlord shall pay towards the costs construction of the Tenant Improvements. In addition, including Tenant shall obtain landlord's written approval of all designcontractors drawings, permit feesplans and specifications, 35654\12546889.9 B-12 06907\011\8511619.v2 06907\011\8493037.v6 Landlord project management, and costs prior to commencing the construction of constructing the Tenant Improvements (collectively, the “Tenant Improvement Costs”), an amount equal to $90.00 per square foot of the Building (as determined by Architect in the Construction Documents in accordance with the method set forth in Section 4.1(e) below) (the “Tenant Improvement Allowance”), except that the Tenant Improvement Allowance shall be used to pay only those Tenant Improvement Costs that are considered under generally accepted accounting principles to be capital expenditures related to real property (but not to personal property or trade fixtures), which costs may include permit fees, design fees, project management, and costs of constructing the Tenant Improvements. AdditionallySuch drawings. plans and specifications (the "Plans") shall be attached to the Lease as Exhibit D upon completion and approval by Landlord. Notwithstanding anything to the contrary contained herein, any approvals required to be obtained from Landlord may be granted or withheld in Landlord's sole discretion, and in no way limiting Tenant shall at all times coordinate all aspects of the foregoing restrictions on the use construction of the Tenant Improvement Allowance, Tenant shall pay directly the costs of any architects, engineers and other design professionals that Tenant directly engages. Except as expressly set forth herein, Improvements through Landlord’s payment of the Tenant Improvement Allowance or the Tenant Improvement Costs (if such amount is less than the Tenant Improvement Allowance), shall satisfy in full Landlord’s obligation to pay the Tenant Improvement Allowance hereunder, and Landlord shall not be obligated to make any payment for any subsequent alterations or improvements to the Premises whether or not the entire Tenant Improvement Allowance was expended on the initial Tenant Improvements.

Tenant Improvement Allowance. Provided that there is not a Default of Tenant under Subject to the Lease, including this Work Letter, at the time a payment is dueterms hereof, Landlord shall pay towards the costs grant Tenant an allowance of the Tenant Improvements, including all design, permit fees, 35654\12546889.9 B-12 06907\011\8511619.v2 06907\011\8493037.v6 Landlord project management, and costs of constructing the Tenant Improvements (collectively, the “Tenant Improvement Costs”), an amount equal up to $90.00 per square foot of the Building (as determined by Architect in the Construction Documents in accordance with the method set forth in Section 4.1(e) below) 15,200.00 (the “Tenant Improvement Allowance”)) towards the cost of performing certain improvements to be made in and to the Premises by Txxxxx, except that the Tenant Improvement Allowance which improvements shall be used subject to pay only those Tenant Improvement Costs that are considered under generally accepted accounting principles Landlord’s prior written consent. All such improvements shall be performed by a general contractor and subcontractors approved by Landlord and otherwise in compliance with Paragraph 12 of this Lease. Upon completion of such improvements, Txxxxx shall submit to be capital expenditures related Landlord a request for reimbursement for the cost of such improvements up to real property (but not to personal property or trade fixtures), which costs may include permit fees, design fees, project management, and costs of constructing the Tenant Improvements. Additionally, and in no way limiting the foregoing restrictions on the use amount of the Tenant Improvement Allowance, accompanied by documentation evidencing the cost of the materials and labor performed for the improvements to the Premises and, if required by Landlord, evidence of payment of such amounts and final, unconditional lien waivers in connection therewith. Tenant shall pay directly submit its request for reimbursement to Landlord within twelve (12) months following the costs date of any architects, engineers and other design professionals that Tenant directly engagesmutual execution of this Lease. Except as expressly set forth herein, Landlord’s payment of the Tenant Improvement Allowance or the Tenant Improvement Costs (if such amount is less than the Tenant Improvement Allowance), shall satisfy in full Landlord’s obligation to pay the Tenant Improvement Allowance hereunder, and Landlord shall not be obligated to make any payment for reimbursement with respect to a request received after such date. Any portion of the Tenant Improvement Allowance not timely used by Tenant shall be forfeited. Under no circumstances shall Landlord be obligated to fund any subsequent alterations portion of the Tenant Improvement Allowance when an event of default occurs (or is occurring) under this Lease. The Tenant Improvement Allowance may only be used toward the cost of design and construction of permanent physical improvements to the Premises whether and may not be used for Tenant’s furniture, fixtures, equipment or not the entire Tenant Improvement Allowance was expended on the initial Tenant Improvementsother personal property.

Tenant Improvement Allowance. Provided that there Tenant shall be granted an allowance for tenant improvements, up to twenty dollars ($20.00) per rentable square foot ("Tenant Improvement Allowance") for the purposes of improvements to the Leased Premises, demolition costs incurred, voice and data cabling, design costs and property manager construction management fees and, including exterior signage provided it is not a Default in conformity with paragraph 33 of Tenant under the this Lease, including this Work Letterbut excluding rent, at computers, office equipment, furniture and other items of like nature and characterization. The property manager construction management fee shall be not greater than five percent (5%) on the time a payment is due, Landlord shall pay towards the costs first $500,000 of the Tenant Improvements, including all design, permit fees, 35654\12546889.9 B-12 06907\011\8511619.v2 06907\011\8493037.v6 Landlord project managementwork, and costs of constructing two percent (2%) on the remainder. To the extent Tenant Improvements (collectively, the “Tenant Improvement Costs”), an amount equal to utilizes less than $90.00 20.00 per square foot for the actual cost of tenant improvements, the Building (as determined by Architect in the Construction Documents in accordance with the method set forth in Section 4.1(e) below) (the “Tenant Improvement Allowance”), except that the Tenant Improvement Allowance remainder shall be used held in abeyance and may be utilized by Tenant for future improvements subject to pay only those the provisions of this paragraph. Landlord shall provide Tenant Improvement Costs that are considered under generally accepted accounting principles to be capital expenditures related to real property (but not to personal property or trade fixtures)with a Construction Contract and drawings detailing the extent, which scope and cost for the tenant improvements and all costs may include permit fees, design fees, project management, and costs of constructing the Tenant Improvements. Additionally, and in no way limiting the foregoing restrictions on the use excess of the Tenant Improvement Allowance, shall be submitted in U.S. funds to Landlord prior to the commencement of any work. In addition, the Tenant shall pay directly the costs of any architectsbe liable for all cost overruns and change orders, engineers which shall be paid on a current and other design professionals on-going basis. Tenant acknowledges and agrees that Tenant directly engages. Except as expressly set forth herein, Landlord’s payment of the Tenant Improvement Allowance or the Tenant Improvement Costs (if such amount is less than the Tenant Improvement Allowance), shall satisfy in full Landlord’s 's obligation to pay the Tenant Improvement Allowance hereunder, and Landlord shall not be obligated to make any payment for any subsequent alterations or improvements to accrue and become due unless and until all costs in excess of the Premises whether or not the entire Tenant Improvement Allowance was expended on have been paid by Tenant. Landlord shall obtain bids from three (3) general contractors and the initial Tenant Improvementsselection of contractor will be subject to final review by Landlord and Tenant. See Rider to Office Lease Agreement, which is attached hereto and made apart hereof.

Tenant Improvement Allowance. Provided that there is not a Default of Tenant under the Lease, including this Work Letter, at the time a payment is due, Landlord shall pay towards will contribute to the costs of the Tenant Improvements, including all design, permit fees, 35654\12546889.9 B-12 06907\011\8511619.v2 06907\011\8493037.v6 Landlord project management, and costs of constructing designing the Tenant Improvements (collectively, and performing the “Tenant Improvement Costs”)Work, an amount equal as depicted on the Approved TI Construction Drawings and any approved Plan Modifications, to $90.00 per square foot the extent of the Building lesser of or (b) the actual cost of Permitted Allowance Items (as determined by Architect in hereinafter defined) for the Construction Documents in accordance with the method set forth in Section 4.1(e) below) Tenant Improvement Work (the “Tenant Improvement Allowance”). Tenant shall pay all costs in excess of the Tenant Improvement Allowance for the design of the Tenant Improvements and performance of the Tenant Improvement Work. In no event shall Landlord be obligated to make disbursements pursuant to this Agreement in an amount which exceeds the Tenant Improvement Allowance. All costs associated with the construction of the Tenant Improvements shall be shared with Landlord on an “open-book” basis promptly upon request. Tenant shall not be entitled to a credit for any unused portion of the Tenant Improvement Allowance in the form of a rent credit, except that rent abatement or otherwise. Notwithstanding Tenant’s election to initially occupy only one (1) floor of the Premises, Tenant shall construct Tenant Improvements to the entirety of the Premises and the Tenant Improvement Allowance shall be used equitably allocated to pay only those Tenant Improvement Costs that are considered under generally accepted accounting principles to be capital expenditures related to real property (but not to personal property or trade fixtures), which costs may include permit fees, design fees, project management, and costs of constructing the Tenant Improvements. Additionally, and in no way limiting the foregoing restrictions Improvements on the use each of the Tenant Improvement Allowance, Tenant shall pay directly the costs of any architects, engineers and other design professionals that Tenant directly engages. Except as expressly set forth herein, Landlord’s payment floors of the Tenant Improvement Allowance or the Tenant Improvement Costs (if such amount is less than the Tenant Improvement Allowance), shall satisfy in full Landlord’s obligation to pay the Tenant Improvement Allowance hereunder, and Landlord shall not be obligated to make any payment for any subsequent alterations or improvements to the Premises whether or not the entire Tenant Improvement Allowance was expended on the initial Tenant ImprovementsPremises.

Tenant Improvement Allowance. Provided that there is not Landlord shall provide to Tenant a Default tenant improvement allowance of One Hundred Thousand Dollars ($100,000), which Tenant under may use to make improvements to the Premises (the “Refurbishment Allowance”), which shall be subject to Landlord’s approval. Landlord’s approval rights and obligations with respect to such improvements shall be consistent with the terms and conditions set forth in Section 6.1 of the Lease, including this Work Letterand such improvements shall not include trade fixtures or personal property. The construction of any improvements, at the time a payment is due, Landlord shall pay towards the costs alterations or modifications of the Tenant Improvements, including all design, permit fees, 35654\12546889.9 B-12 06907\011\8511619.v2 06907\011\8493037.v6 Landlord project management, and costs of constructing the Tenant Improvements (collectively, the “Tenant Improvement Costs”), an amount equal to $90.00 per square foot of the Building (as determined Premises by Architect in the Construction Documents Assignee shall be made in accordance with the method set forth in provisions of Section 4.1(e) below) (6.1 of the “Tenant Improvement Allowance”), except that Lease. The terms and conditions of Section 2.5 of the Lease relating to the payment of the Tenant Improvement Allowance shall be used applicable to pay only those Tenant Improvement Costs that are considered under generally accepted accounting principles to be capital expenditures related to real property (but not to personal property or trade fixtures), which costs may include permit fees, design fees, project management, and costs of constructing the Tenant Improvements. Additionally, and in no way limiting the foregoing restrictions on the use of the Tenant Improvement Allowance, Tenant shall pay directly the costs of any architects, engineers and other design professionals that Tenant directly engages. Except as expressly set forth herein, Landlord’s payment of the Refurbishment Allowance payable hereunder, except that the second to the last sentence of Section 2.5 is hereby deleted. Tenant Improvement shall be required to incur the improvement costs and fees to be reimbursed by Landlord pursuant to the Refurbishment Allowance by October 31, 2005, and to the extent that Tenant has not incurred such improvements costs and fees by such deadline (or has not submitted invoices evidencing the Tenant Improvement Costs expenditure of such costs and fees within sixty (if 60) days following such amount is less than the Tenant Improvement Allowancedate), any unused portion of the Refurbishment Allowance shall satisfy in full Landlord’s obligation cease to pay the be available to Tenant Improvement Allowance hereunder, for reimbursement and Landlord shall not be obligated have no liability to make any payment Tenant for any subsequent alterations costs or fees of improvements incurred by tenant after such deadline. Contrary to the Premises whether or not terms of Section 2.6 of the entire Tenant Improvement Allowance was expended on Lease, Landlord may only require the initial Tenant Improvementsremoval of such improvements by Assignee if Assignee is so notified in writing at the time the improvements are consented to in writing by Landlord.

Tenant Improvement Allowance. Provided that there is not Landlord has agreed to contribute a Default one-time tenant improvement allowance for the cost of preparing the T.I. Plans and Specifications related to Tenant under Improvements and toward the Lease, including this Work Letter, at the time a payment is due, Landlord shall pay towards the costs cost of constructing the Tenant Improvements, including all design(including, permit feesbut not limited to, 35654\12546889.9 B-12 06907\011\8511619.v2 06907\011\8493037.v6 Landlord project managementany necessary permits and approvals, and any necessary demolition work but excluding any costs of constructing the Tenant Improvements (collectivelyfurniture, the “Tenant Improvement Costs”trade fixtures, equipment or personal property and/or any non-Building Standard improvements, all of which shall be Tenant’s sole responsibility), and for cabling to be installed by Tenant, in an amount equal up to but not exceeding forty-five dollars ($90.00 45.00) per rentable square foot of the Building Premises (as determined by Architect in the Construction Documents in accordance with the method set forth in Section 4.1(e) below) (the “Tenant Improvement Allowance”). The Tenant Improvement Allowance is based on the rentable square feet of the Premises (which is 44,637 rentable square feet). Notwithstanding any provisions of the Lease or this Work Letter to the contrary, except that Tenant shall be solely responsible for, and shall pay within ten (10) business days upon billing therefor, any and all costs and expenses relating in any way to the Tenant Improvements (including, but not limited to, the design, permitting and construction thereof) in excess of the Tenant Improvement Allowance (“Excess Costs”) as provided in this Tenant Work Letter. The total of all costs to be incurred by Landlord in connection with the design, architectural, engineering, permitting, materials, labor and construction of the Tenant Improvements shall be referred to as “Landlord Costs” and Landlord’s contribution toward Landlord’s Costs shall be limited to the Tenant Improvement Allowance. Notwithstanding anything to the contrary in this Lease or this Tenant Work Letter, any unused portion of the Tenant Improvement Allowance shall be used applied to pay only those Tenant Improvement Costs that are considered offset the Base Rent next due under generally accepted accounting principles to be capital expenditures related to real property (but not to personal property or trade fixtures)this Lease, which costs may include permit fees, design fees, project management, and costs of constructing once the Tenant Improvements. Additionally, and in no way limiting the foregoing restrictions on the use of the Tenant Improvement Allowance, Tenant shall pay directly the costs exact amount of any architects, engineers and other design professionals that Tenant directly engages. Except as expressly set forth herein, Landlord’s payment such unused portion of the Tenant Improvement Allowance or the Tenant Improvement Costs (if such amount is less than the Tenant Improvement Allowance), shall satisfy in full determined by Landlord’s obligation to pay the Tenant Improvement Allowance hereunder, and Landlord shall not be obligated to make any payment for any subsequent alterations or improvements to the Premises whether or not the entire Tenant Improvement Allowance was expended on the initial Tenant Improvements.

Tenant Improvement Allowance. Provided that there is not a Default The Fixed Price will include the Tenant Improvement Allowance for the design and construction of Tenant under Improvements. Notwithstanding any other provision in this Agreement to the Leasecontrary, including payment for the design and construction of Tenant Improvements shall be governed by the terms of this Work LetterSection 2(b). Exhibit F hereto sets forth the dates for delivery of the space plans by which Owner must deliver the plans to avoid potentially jeopardizing the Project Schedule. Owner’s failure to meet those dates shall constitute an Owner-Caused Delay that may result in Costs Resulting From Owner- Caused Delay for which Developer shall not be held responsible. Notwithstanding anything to the contrary contained in this Agreement, at the time a payment is due, Landlord Owner shall pay towards the costs any Costs Resulting From Owner-Caused Delay unless Owner elects to allocate Tenant’s Contingency to pay such costs. Any Owner- Caused Delay shall also result in an adjustment of the Developer Obligation Date under Section 7(b) below. Developer shall work with Owner to develop the pricing on Owner’s desired Tenant Improvements, including all designand, permit feesupon reaching agreement with Owner thereon, 35654\12546889.9 B-12 06907\011\8511619.v2 06907\011\8493037.v6 Landlord project management, shall assist in preparing a change order to the General Construction Contract for the construction of Tenant Improvements on a to-be-agreed guaranteed maximum price. If the total agreed guaranteed maximum price of designing and costs of constructing the Tenant Improvements (collectively, the “Tenant Improvement Costs”), an amount equal to $90.00 per square foot of the Building (as determined by Architect in the Construction Documents in accordance with the method set forth in Section 4.1(e) below) (the “Tenant Improvement Allowance”), except that the Tenant Improvement Allowance shall be used to pay only those Tenant Improvement Costs that are considered under generally accepted accounting principles to be capital expenditures related to real property (but not to personal property or trade fixtures), which costs may include permit fees, design fees, project management, and costs of constructing the Tenant Improvements. Additionally, and in no way limiting the foregoing restrictions on the use of the Tenant Improvement Allowance, Tenant shall pay directly the costs of any architects, engineers and other design professionals that Tenant directly engages. Except as expressly set forth herein, Landlord’s payment of the Tenant Improvement Allowance or the Tenant Improvement Costs (if such amount is less than the Tenant Improvement Allowance), shall satisfy then all excess funds in full Landlord’s obligation to pay the Tenant Improvement Allowance hereunder, shall be transferred to Tenant’s Contingency. If the total agreed guaranteed maximum price of designing and Landlord shall not be obligated to make any payment for any subsequent alterations or improvements to constructing the Premises whether or not Tenant Improvements exceeds the entire Tenant Improvement Allowance was expended on Allowance, such excess costs shall be paid solely by Owner (with funds from the initial Tenant ImprovementsContingency Account or from other funds of Tenant in accordance with Section 9.4 of the Project Lease).