Common use of TI Allowance Clause in Contracts

TI Allowance. Landlord shall provide to Tenant a tenant improvement allowance (“TI Allowance”) of $175.00 per rentable square foot of the Premises, or $2,676,100 in the aggregate. Within 5 business days after receipt of notice of Landlord’s approval of the Budget, Tenant shall notify Landlord how much of the TI Allowance Tenant has elected to receive from Landlord. Such election shall be final and binding on Tenant, and may not thereafter be modified without Landlord’s consent, which may not be unreasonably withheld or delayed. The TI Allowance shall be disbursed in accordance with this Work Letter. In addition to the TI Allowance, Landlord shall reimburse Tenant up to $0.15 per usable square foot of the Premises for actual costs incurred by Tenant for the preparation by Tenant’s interior design firm of a test fit of the Premises. Tenant shall have no right to the use or benefit (including any reduction to Base Rent) of any portion of the TI Allowance not required for the construction of (i) the Tenant Improvements described in the TI Construction Drawings approved pursuant to Section 2(d) or (ii) any Changes pursuant to Section 4; provided, however that any portion of the TI Allowance not required for the items listed in subsections (i) or (ii) above, may be used by Tenant for the payment of architectural, engineering and other consultant fees incurred by Tenant in connection with the Tenant Improvements and other expenses incurred by Tenant for improvements which shall remain in the Premises and will be useable by future tenants following the expiration or earlier termination of the Term of the Lease. Tenant shall have no right to any portion of the TI Allowance that is not disbursed before the last day of the month that is 12 months after the Commencement Date.

TI Allowance. Landlord shall provide to Tenant make available for the payment of the TI Costs a tenant improvement allowance (the “TI Allowance”) of $175.00 190.00 per rentable square foot of the Premises, or $2,676,100 4,321,740.00 in the aggregate. Within 5 business days after of receipt of notice of the Budget from Landlord’s approval of the Budget, Tenant shall notify Landlord in writing how much of the TI Allowance Tenant has elected to receive from Landlord (the “TI Allowance Election”); provided, however that if Tenant does not elect the full amount of the TI Allowance in the TI Allowance Election, Tenant may elect to have additional funds, not to exceed any positive amount remaining after subtraction of the amount elected in the TI Allowance Election from the TI Allowance, to be made available to pay for the Tenant Improvements as part of the TI Allowance (if any, the “Subsequent TI Allowance Election”), upon 10 business days’ prior written notice to Landlord, which prior written notice of any Subsequent TI Allowance Election shall be given, if at all, within 45 days of the date of Tenant’s initial TI Allowance Election. Such election The Subsequent TI Allowance Election and TI Allowance Election (or if no Subsequent TI Allowance Election is made within the time period required, the TI Allowance Election itself) shall be final and binding on Tenant, and may not thereafter be modified without Landlord’s consent, which may not be unreasonably granted or withheld or delayedin Landlord’s sole and absolute subjective discretion. The TI Allowance shall be disbursed in accordance with this Work Letter. In addition to the TI Allowance, Landlord shall reimburse Tenant up to $0.15 per usable square foot of the Premises for actual costs incurred by Tenant for the preparation by Tenant’s interior design firm of a test fit of the Premises. Tenant shall have no right to the use or benefit (including any reduction to or payment of Base Rent) of any portion of the TI Allowance not required for the construction of (i) the Tenant Improvements described in the TI Construction Drawings approved pursuant to Section 2(d) or (ii) any approved Changes pursuant to Section 4; provided, however that any portion of the TI Allowance not required for the items listed in subsections (i) or (ii) above, may be used by Tenant for the payment of architectural, engineering and other consultant fees incurred by Tenant in connection with the Tenant Improvements and other expenses incurred by Tenant for improvements which shall remain in the Premises and will be useable by future tenants following the expiration or earlier termination of the Term of the Lease. Tenant shall have no right to any portion of the TI Allowance that is not disbursed before the last day of the month that is 12 months after the Commencement Date.

TI Allowance. Landlord shall provide to Tenant a tenant improvement allowance a I Iowa nee (collectively, “TI Allowance”) as follows: 1. first, Landlord shall provide and disburse a “Tenant Improvement Allowance” in the maximum amount of $175.00 [***] per rentable square foot of in the 8000 VMR Premises, or $2,676,100 [***] in the aggregate, which is included in the Base Rent set forth in the Lease; and 2. Within 5 business days after receipt of notice of Landlord’s approval then, upon full disbursement of the BudgetTenant Improvement Allowance, Landlord shall provide and disburse an “Additional Tenant Improvement Allowance” in the maximum amount of $[***] per rentable square foot in the 8000 VMR Premises, or $[***] in the aggregate, which shall, to the extent used, result in adjustments to the Base Rent as set forth in the Lease. Before commencing the Tenant Improvements, Tenant shall notify Landlord how much of the TI Additional Tenant Improvement Allowance Tenant has elected to receive from Landlord. Such election shall be final and binding on Tenant, and may not thereafter be modified without Landlord’s consent, which may not be unreasonably granted or withheld or delayed. in Landlord’s sole and absolute subjective discretion The TI Allowance shall be disbursed in accordance with this Work Letter. In addition to the TI Allowance, Landlord shall reimburse Tenant up to $0.15 per usable square foot of the Premises for actual costs incurred by Tenant for the preparation by Tenant’s interior design firm of a test fit of the Premises. Tenant shall have no right to the use or benefit (including any reduction to Base Rent) of any portion of the TI Allowance not required for the construction of (i) the design and construction of the Tenant Improvements improvements described in the TI Construction Drawings approved pursuant to Section 2(d) or ), (ii) the design and construction of any Changes pursuant to Section 4; provided, however that any portion (iii) full assessment of the vapor/moisture of the flooring of the 8000 VMR Premises and, if necessary, the repair of such flooring to Tenant’s satisfaction, and (iv) the reasonable costs of space planning, architectural, engineering, and construction management fees. Regardless of the timing incident to the approval of the TI Allowance not required for Design Drawings and the items listed TI Construction Drawings as set forth in subsections (iSections 2(b) or (iiand 2(c) above, may be used by respectively, in no event whatsoever shall Tenant for the payment of architectural, engineering and other consultant fees incurred by Tenant in connection with the Tenant Improvements and other expenses incurred by Tenant for improvements which shall remain in the Premises and will be useable by future tenants following the expiration or earlier termination of the Term of the Lease. Tenant shall have no any right to any portion of the TI Allowance that is not disbursed before the last day of the month that is 12 18 months after the Commencement DateDate of the Lease (“Disbursement Deadline”). If all or any portion of the TI Allowance is not disbursed by the Disbursement Deadline, for purpose of calculating the Base Rent and adjustments thereto under the Lease, Tenant shall be deemed to have been disbursed the entire amount of the TI Allowance by the Disbursement Deadline. As a result, the Base Rent for the 8000 VMR Premises shall be adjusted as though Tenant had been disbursed the entire amount of the TI Allowance by the Disbursement Deadline.

TI Allowance. Landlord shall provide to Tenant a tenant improvement allowance (“TI Allowance”) of $175.00 10.00 per rentable square foot of the Premises, or $2,676,100 300,000 in the aggregate. Within 5 business days after receipt of notice of Landlord’s approval of the Budget, Tenant shall notify Landlord how much of the TI Allowance Tenant has elected to receive from Landlord. Such election shall be final and binding on Tenant, and may not thereafter be modified without Landlord’s consent, which may not be unreasonably granted or withheld or delayedin Landlord’s sole and absolute subjective discretion. The TI Allowance shall be disbursed in accordance with this Work Letter. In addition to the TI Allowance, Landlord shall reimburse Tenant up to $0.15 per usable square foot of the Premises for actual costs incurred by Tenant for the preparation by Tenant’s interior design firm of a test fit of the Premises. Tenant shall have no right to the use or benefit (including any reduction to Base Rent) of any portion of the TI Allowance not required for the construction of (i) the Tenant Improvements described in the TI Construction Drawings approved pursuant to Section 2(d) or (ii) any Changes pursuant to Section 4; provided, however 4 except that any unused portion of the TI Allowance not required may be applied as a tenant improvement allowance for the items listed construction of improvements in subsections (i) Tenant Reception Area on the first floor of the Building or (ii) above, in any additional space Tenant may be used by Tenant for the payment of architectural, engineering and other consultant fees incurred by Tenant in connection with the Tenant Improvements and other expenses incurred by Tenant for improvements which shall remain lease from Landlord in the Premises and will be useable by future tenants following the expiration or earlier termination of Building during the Term of the this Lease. Notwithstanding anything to the contrary contained herein, Tenant shall have no right to any portion of the TI Allowance that is not disbursed before the last day of the 12th month that is 12 months after the Commencement Date.

TI Allowance. Landlord shall provide to Tenant a tenant improvement allowance (“TI Allowance”) of $175.00 per rentable square foot of the Premises, or $2,676,100 5,208,850 in the aggregate. Within 5 business days after receipt of notice of Landlord’s approval of the Budget, Tenant shall notify Landlord how much of the TI Allowance Tenant has elected to receive from Landlord. Such election shall be final and binding on Tenant, and may not thereafter be modified without Landlord’s consent, which may not be unreasonably withheld or delayed. The TI Allowance shall be disbursed in accordance with this Work Letter. In addition to the The TI AllowanceAllowance shall be disbursed in accordance with this Work Letter. Except as otherwise expressly provided in this Section 5, Landlord shall reimburse Tenant up to $0.15 per usable square foot of the Premises for actual costs incurred by Tenant for the preparation by Tenant’s interior design firm of a test fit of the Premises. Tenant shall have no right to the use or benefit (including any reduction to Base Rent) of any portion of the TI Allowance not required for the construction of (i) the Seventh Amendment Tenant Improvements described in the TI Construction Drawings approved pursuant to Section 2(d) or other Alterations in the Premises approved by Landlord (“Seventh Amendment Alterations”), or (ii) any Changes pursuant to Section 4; provided, however that any portion of the TI Allowance not required for the items listed in subsections (i) or (ii) above, may be used by Tenant for the payment of architectural, engineering and other consultant fees incurred by Tenant in connection with the Tenant Improvements and other expenses incurred by Tenant for improvements which shall remain in the Premises and will be useable by future tenants following the expiration or earlier termination of the Term of the Lease. Tenant shall have no right to any portion of the TI Allowance that is not disbursed before the last day of the month date that is 12 21 months after the Sixth Expansion Premises Commencement Date. Notwithstanding anything to the contrary contained herein, any unused portion of the TI Allowance may be used by Tenant for either the Staircase Improvements, the Base Building Improvements or the Restroom Improvements. In addition to the TI Allowance, Landlord shall provide to Tenant an allowance for the costs incurred by Tenant, of $800,000 (the “Restroom Allowance”) for the renovation of the restrooms located in the Fourth Floor Sixth Expansion Premises and the Third Floor Sixth Expansion Premises (the “Restroom Improvements). Tenant shall be responsible for the cost of the Restroom Improvements in excess of the Restroom Allowance. Notwithstanding anything to the contrary contained herein, any unused portion of the Restroom Allowance may be used by Tenant for either the Staircase Improvements, the Base Building Improvements or the Seventh Amendment Tenant Improvements. Landlord shall also provide Tenant with an allowance, in the amount of $150,000 (the “Staircase Allowance”), for costs incurred by Tenant for the installation of a staircase interconnecting the Fourth Floor Sixth Expansion Premises and the Third Floor Sixth Expansion Premises (“Staircase Improvements”), which Staircase Allowance shall, to the extent used, result in Additional Rent as set forth in Section 9 of the Seventh Amendment. Tenant shall be responsible for the cost of the Staircase Improvements in excess of the Staircase Allowance. Notwithstanding anything to the contrary contained herein, any unused portion of the Staircase Allowance may be used by Tenant for either the Restroom Improvements, the Base Building Improvements or the Seventh Amendment Tenant Improvements. Landlord shall also provide Tenant with an allowance, in the amount of $4,250,000 (the “Base Building Allowance”), for costs incurred by Tenant to be comprised of (i) $1,000,000 for the construction of certain improvements to the Base Building affecting the Existing Premises in accordance with the plans approved by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed, including, without limitation, improvements to the boilers, controls and HVAC distribution affecting the Existing Premises, (ii) $750,000 for costs incurred for the HVAC system to be installed in the Third Floor Sixth Expansion Premises, (iii) $750,000 for costs incurred for the HVAC system to be installed in the Fourth Floor Sixth Expansion Premises, and (iv) $1,750,000 for costs incurred in connection with the purchase and installation of skylights to be installed in the Fourth Floor Sixth Expansion Premises as shown on the roof plan attached hereto as Schedule 2, the approximately size and location of which has been agreed upon y Landlord and Tenant (collectively, “Base Building Improvements”). Landlord shall reasonably assist Tenant, at no cost to Landlord, in obtaining any permits required for the Base Building Improvements. Tenant shall be responsible for the cost of the Base Building Improvements in excess of the Base Building Allowance. Any unused portion of the Base Building Allowance may be used by Tenant for either the Restroom Improvements, the Staircase Improvements or the Seventh Amendment Tenant Improvements.

TI Allowance. Landlord shall provide to Tenant a tenant improvement allowance (“collectively, the "TI Allowance”") as follows: 1. a "Tenant Improvement Allowance" in the maximum amount of $175.00 21.49 per rentable square foot of in the Third Expansion Premises, or $2,676,100 which is included in the aggregateBase Rent set forth in the Lease; and 2. Within 5 business days after receipt an "Additional Tenant Improvement Allowance" in the maximum amount of notice of Landlord’s approval of $15.00 per rentable square foot in the BudgetThird Expansion Premises, which shall, to the extent used, result in TI Rent. Commencing on the Third Expansion Premises Commencement Date, in addition to Base Rent, Tenant shall notify Landlord how much pay, on the first day of each month, the amount necessary to fully amortize the portion of the Additional Tenant Improvement Allowance actually funded by Landlord, if any, in equal monthly payments with interest at a rate of 9% per annum over the remaining balance of the Base Term (“TI Rent”). If any portion of the Additional Tenant Improvement Allowance is funded after the Third Expansion Premises Commencement Date, the monthly amount of TI Rent payable by Tenant has elected to receive from Landlord. Such election shall be final adjusted in order to fully amortize such amounts funded after the Third Expansion Premises Commencement Date in equal monthly payments at a rate of 9% per annum over the then-remaining balance of the Base Term. Any unamortized portion of the Additional Tenant Improvement Allowance shall be paid by Tenant to Landlord with interest in a balloon payment upon the expiration or earlier termination of the Base Term. Notwithstanding the foregoing, rather than having Tenant pay the Additional Tenant Improvement Allowance actually disbursed as TI Rent as provided above, Tenant may elect by delivery of written notice to Landlord prior to the commencement of construction of the Tenant Improvements to structure the payment by Tenant of the Additional Tenant Improvement Allowance as debt which would be subject to and binding on Tenantgoverned by a promissory note in form and substance acceptable to Landlord in its sole and absolute discretion (“Note”) which Note would provide, among other things, for the amount of the Additional Tenant Improvement Allowance actually funded by Landlord to be fully amortized and may not thereafter be modified without Landlord’s consent, which may not be unreasonably withheld paid by Tenant to Landlord in equal monthly payments with interest at a rate of 9% per annum over the remaining balance of the Base Term with a balloon payment of the remaining principal and interest due upon the expiration or delayedearlier termination of the Base Term. Any failure by Tenant to pay any amounts due under the Note shall constitute a Default under the Lease. The TI Allowance shall be disbursed in accordance with this Work Letter. In addition to the TI Allowance, Landlord shall reimburse Tenant up to $0.15 per usable square foot of the Premises for actual costs incurred by Tenant for the preparation by Tenant’s interior design firm of a test fit of the Premises. Tenant shall have no right to the use or benefit (including any reduction to Base Rent) of any portion of the TI Allowance not required for the construction of (i) the Tenant Improvements described in the TI Construction Drawings approved pursuant to Section 2(d) or (ii) any Changes pursuant to Section 4; provided, however that any portion of the TI Allowance not required for the items listed in subsections (i) or (ii) above, may be used by Tenant for the payment of architectural, engineering and other consultant fees incurred by Tenant in connection with the Tenant Improvements and other expenses incurred by Tenant for improvements which shall remain in the Premises and will be useable by future tenants following the expiration or earlier termination of the Term of the Lease. Tenant shall have no right to any portion of the TI Tenant Improvement Allowance that is not disbursed before the last day December 1, 2018, or any portion of the month Additional Tenant Improvement Allowance that is 12 months after the Commencement Datenot disbursed before June 30, 2016.

TI Allowance. Landlord shall provide to Tenant a tenant improvement allowance (“collectively, the "TI Allowance”") as follows: 1. a "Tenant Improvement Allowance" in the maximum amount of $175.00 17.50 per rentable square foot in the Second Expansion Premises, which is included in the Base Rent set forth in the Lease; and 2. an "Additional Tenant Improvement Allowance" in the maximum amount of $10.00 per rentable square foot in the Second Expansion Premises, which shall, to the extent used, result in Second Expansion Premises TI Rent as set forth in Section 4(c) of the Premises, or $2,676,100 in the aggregate. Within 5 business days after receipt of notice of Landlord’s approval of the Budget, Tenant shall notify Landlord how much of the TI Allowance Tenant has elected to receive from Landlord. Such election shall be final and binding on Tenant, and may not thereafter be modified without Landlord’s consent, which may not be unreasonably withheld or delayedFourth Amendment. The TI Allowance shall be disbursed in accordance with this Second Expansion Premises Work Letter. In addition to the TI Allowance, Landlord shall reimburse Tenant up to $0.15 per usable square foot of the Premises for actual costs incurred by Tenant for the preparation by Tenant’s interior design firm of a test fit of the Premises. Tenant shall have no right to the use or benefit (including any reduction except as provided below with respect to Base Rentthe Tenant Improvement Allowance) of any portion of the TI Allowance not required for the construction of (i) the Tenant Improvements described in the TI Construction Drawings approved pursuant to Section 2(d) or (ii) any Changes pursuant to Section 4; provided, however that any portion of the TI Allowance not required for the items listed in subsections (i) or (ii) above, may be used by Tenant for the payment of architectural, engineering and other consultant fees incurred by Tenant in connection with the Tenant Improvements and other expenses incurred by Tenant for improvements which shall remain . Except as provided in the Premises and will be useable by future tenants immediately following the expiration or earlier termination of the Term of the Lease. sentence, Tenant shall have no right to any portion of the TI Allowance that is not disbursed before the last day of the month that is 12 months after the Second Expansion Premises Commencement Date (“Allowance Expiration Date”). A portion of the Tenant Improvement Allowance remaining unused as of the Allowance Expiration Date, up to $7.50 per rentable square foot of the Second Expansion Premises, shall be applied to Base Rent coming due following the Allowance Expiration Date pursuant to a schedule reasonably acceptable to Landlord and Tenant until such unused portion of the Tenant Improvement Allowance (up to $7.50 per rentable square foot of the Second Expansion Premises) has been exhausted.

TI Allowance. (A) Landlord shall provide Tenant with an amount equal to Tenant a tenant improvement allowance (“TI Allowance”) of $175.00 per rentable square foot of the Premises, or $2,676,100 in the aggregate. Within 5 business days after receipt of notice of Landlord’s approval of the Budget, Tenant shall notify Landlord how much of the TI Allowance Tenant has elected to receive from Landlord. Such election shall be final and binding on used for the construction of Tenant, and may not thereafter be modified without Landlord’s consent, which may not be unreasonably withheld or delayedWork. The TI Allowance shall be disbursed used by Tenant for hard and soft construction costs in accordance connection with this Work LetterTenant’s Work, including architectural, engineering and construction management costs. In addition to Landlord shall disburse the TI AllowanceAllowance in three (3) installments, as follows: (i) Upon completion of fifty percent (50%) of the Tenant’s Work, Landlord shall reimburse Tenant up to $0.15 per usable square foot of disburse the Premises for actual costs incurred by Tenant for the preparation by Tenant’s interior design firm of a test fit of the Premises. Tenant shall have no right to the use or benefit first (including any reduction to Base Rent1st) of any portion installment of the TI Allowance not required for (the construction of “First Installment”) in an amount up to forty percent (i40%) the Tenant Improvements described in the TI Construction Drawings approved pursuant to Section 2(d) or (ii) any Changes pursuant to Section 4; provided, however that any portion of the TI Allowance not required evidenced by paid invoices from Tenant’s general contractor and other direct contractors and subcontractors (“Paid Invoices”) providing servicers or supplying materials for the items listed Tenant’s Work. Upon completion of one hundred percent (100%) of the Tenant’s Work, Landlord shall disburse the second (2nd) installment of the TI Allowance (the “Second Installment”) in subsections an amount up to fifty percent (i50%) of the TI Allowance evidenced by Paid Invoices, but in no event shall the sum of the First Installment and the Second Installment be greater than $1,244,250.00. The First Installment and the Second Installment shall be payable within thirty (30) days after Landlord’s receipt of all of the following documentation to Landlord’s reasonable satisfaction: a. a conditional lien waiver for the current requisition from Tenant’s general contractor, subcontractors and suppliers performing work or providing materials to date (waiving any and all liens and rights of liens of any type through the date of the request for the applicable installment of the TI Allowance), b. a requisition for payment from Tenant’s architect in the form of AIA Document G702 for all work for which disbursement is being requisitioned, c. the submission by Tenant of a written statement from Tenant’s architect or engineer stating (a) whether there has been any change in the Total Costs (and if so, what the updated Total Costs are), and (b) that the Tenant’s Work for which payment is being requisitioned has been completed in accordance with the approved Tenant’s Plans, d. copies of paid invoices from Tenant’s general contractor, major subcontractors and supplies evidencing such hard construction costs of the Tenant’s Work for which disbursement is being requisitioned; and, as applicable, copies of paid invoices from Tenant’s architects/engineers/project managers, and any other party providing services or supplying materials, evidencing the soft costs for which disbursement is being requested, and any other information or documentation reasonably requested by Landlord, and e. with respect to the Second Installment, unconditional lien waivers for past payments from Tenant’s general contractor and all subcontractors and suppliers, (ii) aboveLandlord shall disburse the third (3rd) and final installment of the TI Allowance in an amount equal to the remaining ten percent (10%) of the TI Allowance within thirty (30) days after Landlord’s receipt of all of the following documentation, may be used by Tenant to Landlord’s reasonable satisfaction: a. An unconditional final waiver of lien from Tenant’s general contractor and from all subcontractors and suppliers, b. one (1) set of “as-built” plans for the payment Tenant’s Work in CAD File and PDF format, c. copies of architecturalpaid invoices from Tenant’s general contractor, engineering major subcontractors and suppliers evidencing such costs of the Tenant’s Work for which disbursement is being requisitioned; and, as applicable, copies of paid invoices from Tenant’s architects/engineers/project managers, and any other consultant fees incurred by Tenant in connection with party providing services or supplying materials, evidencing the Tenant Improvements costs for which disbursement is being requested, and other expenses incurred by Tenant a copy of the final (as opposed to temporary) certificate of occupancy for improvements which shall remain in the Premises issued by the Town of Burlington and will be useable any other information or documentation reasonably requested by future tenants following the expiration or earlier termination of the Term of the LeaseLandlord. Tenant shall have no right to any Any portion of the TI Allowance that is not disbursed used or claimed on or before July 31, 2017 shall accrue to Landlord. If the last day final actual cost of the Tenant’s Work shall be in excess of the TI Allowance, then the entire amount of such excess cost shall be paid solely by Tenant and Landlord shall be under no obligation to pay any such excess. If any disbursement of the TI Allowance is not timely paid by Landlord (and provided Tenant has delivered to Landlord all documentation required and satisfied all the conditions under this Section 3.4 and Landlord has not notified Tenant that Landlord reasonably disputes the accuracy or completeness of the applicable funding request), then provided Tenant is not in default under this Lease, Tenant may deliver a second notice (an “Offset Notice”) to Landlord, which notice shall specify the funding request that has not been timely paid and state conspicuously in bold type and in all capital letters at the top of the first page of such notice and on the envelope containing such notice “THIS IS A TIME SENSITIVE OFFSET NOTICE AND LANDLORD SHALL BE DEEMED TO ACCEPT SUCH OFFSET IF IT FAILS TO RESPOND TO THIS SECOND REQUEST FOR DISBURSEMENT WITHIN FIVE (5) BUSINESS DAYS AFTER RECEIPT” and if Tenant shall deliver such second notice to Landlord as aforesaid and Landlord fails to disburse the amount of the TI Allowance expressly referenced in the Offset Notice, subject to Landlord’s right to dispute such funding request as herein provided, within such five (5) business day period, then Tenant shall have the right to have such unpaid amount of the TI Allowance credited against the next installment(s) of Fixed Rent thereafter due under this Lease provided, however, notwithstanding any provision herein to the contrary, in no event shall the aggregate amount of all offsets permitted hereunder in any month that is 12 months after ever exceed twenty percent (20%) of any monthly installment of Fixed Rent. Within the Commencement Datethirty (30) day period following receipt of a funding request or within the additional 5-Business Day period described above. Landlord may dispute in good faith the funding request by written notice to Tenant setting forth the basis upon which Landlord disputes the accuracy or completeness of any funding request. If Landlord disputes the accuracy or completeness of any funding request, Landlord and Tenant shall reasonably cooperate with each other to resolve such dispute as expeditiously as possible, but Landlord will have no obligation to disburse any disputed amount of such funding request and Tenant will not have any right to credit or offset the disputed amount of the funding request against the Fixed Rent until the dispute has been resolved.

TI Allowance. Landlord shall agrees to provide to Tenant a tenant improvement allowance the TI Allowance as described in Section 1 of this Lease for third party, out-of-pocket costs incurred by Tenant in designing and constructing, and moving to, the Initial Leasehold Improvements; provided, however, that (“TI Allowance”i) of no more than $175.00 6.00 per rentable square foot of the Premises, or $2,676,100 Net Rentable Area contained in the aggregate. Within 5 business days after receipt of notice of Landlord’s approval of the Budget, Tenant shall notify Landlord how much Premises of the TI Allowance Tenant has elected to receive from Landlord. Such election shall may be final applied towards soft costs (i.e., space planning/interior architecture, the preparation of working drawings, including mechanical, electrical and binding on Tenantplumbing drawings, code compliance review, third party project management services, and other consultants fees associated with preparation of working drawings) and engineering (“Design Costs”) and towards Tenant’s technology expenses (i.e., voice and data cabling and/or security) (“Technology Expenses”)and (ii) no more than $2.00 per square foot of Net Rentable Area contained in the Premises of the TI Allowance may not thereafter be modified without Landlordapplied towards Tenant’s consent, which may not be unreasonably withheld or delayedmoving expenses (“Moving Expenses”). The TI Allowance shall must be disbursed in accordance with this Work Letter. In addition to spent by Tenant by the TI Allowance, Landlord shall reimburse Tenant up to $0.15 per usable square foot last day of the Premises for actual costs incurred by Tenant for sixth month following the preparation by Tenant’s interior design firm of a test fit of the PremisesCommencement Date. Tenant shall have no right to the use or benefit (including During this sixth-month period, any reduction to Base Rent) of any portion remaining amounts of the TI Allowance not required for the construction of (i) the previously advanced to Tenant Improvements described in the TI Construction Drawings approved pursuant will be applied to Section 2(d) or (ii) any Changes pursuant to Section 4; provided, however that any portion Basic Rental due during such months under this Lease. The portions of the TI Allowance not required for applied to Design Costs, Moving Expenses or Technology Expenses shall be funded in installments (no more frequently than once per month on the items listed fifth day of each month) following Landlord’s receipt of Tenant’s written draw request (which draw request in subsections respect of each month shall be submitted on or before the fifth day of the preceding month), accompanied by the following: (ia) unconditional progress lien waivers from the General Contractor and all contractors whose work is the subject of such draw request, (b) reasonable supporting detail in AIA G702 format, with copies of such back-up materials which Tenant receives from the Tenant’s Contractor, (c) a copy of the certificate of Tenant’s construction manager or Architect certifying to Tenant that Tenant’s Work has been completed to the extent represented by the draw request; and (iid) above, may be used evidence of payment made by Tenant for the payment of architectural, engineering and other consultant fees incurred by Tenant in connection with the Tenant Improvements and other expenses incurred by Tenant for improvements which shall remain in the Premises and will be useable by future tenants following the expiration or earlier termination of the Term of the Leaseto such third parties. Tenant shall have no right to any portion The portions of the TI Allowance that is not disbursed before applied to Design Costs, Moving Expenses and Technology Expenses shall be funded in installments as costs are incurred by Tenant no more frequently than monthly upon submission to Landlord of invoices evidencing the last day incurrence of such costs. If the total costs of Tenant’s Work, Design Costs, Moving Expenses and Technology Expenses exceed the TI Allowance, the excess shall be at Tenant’s sole cost and expense, and shall be funded on a pro rata basis, monthly, as construction progresses with each advance by Landlord. Landlord’s pro rata share shall be equal to the percentage obtained by dividing the TI Allowance by the total costs of Tenant’s Work, Design Costs and estimated Moving Expenses and Technology Expenses, which estimate may change from time to time. Tenant’s pro rata share shall equal 100% minus Landlord’s pro rata share. If Landlord fails to timely fund installments of the month that is 12 months after TI Allowance, as set forth above, Tenant shall deliver a Conspicuous Notice to Landlord notifying Landlord of such failure. If Landlord fails to fund such installments of the Commencement DateTI Allowance within ten days of Landlord’s receipt of the Conspicuous Notice, then, without limiting any other remedy available to Tenant under this Lease on account of such default, in lieu of its receipt of such installments, Tenant may, at its election, offset the amount of such installments, plus interest at the prime rate on the unpaid balance of the TI Allowance, against its next accruing payment(s) of Basic Rental hereunder until the full amount of the TI Allowance, together with all interest thereon, has been recouped by Tenant.

TI Allowance. In accordance with the terms and conditions of this Second Amendment, Landlord shall provide make available to Tenant (i) a tenant improvement allowance [***] (the “Base TI Allowance”) plus (ii) if properly requested by Tenant pursuant to this Section 6.a, an additional tenant allowance [***] the “Additional TI Allowance”), [***] for use for any purpose elected by ▇▇▇▇▇▇, in Tenant’s sole discretion, which may include, among others, improvements to the Premises (the “Tenant Improvements”) as described in the Work Letter attached to this Amendment as Exhibit C (the “Work Letter”) and as otherwise provided in this Section 6.a. The Base TI Allowance, together with Additional TI Allowance (if properly requested by Tenant pursuant to this Section 6.a), shall be referred to herein as the “TI Allowance.” Landlord shall disburse the Base TI Allowance to Tenant [***] by wire transfer of $175.00 per rentable square foot immediately available funds to an account specified by ▇▇▇▇▇▇. If Tenant desires all or any portion of the PremisesAdditional TI Allowance, or $2,676,100 then Tenant shall deliver to Landlord a written request for such Additional TI Allowance, in the aggregate. Within 5 business days after receipt form attached to this Amendment as Exhibit D, executed by an authorized officer of notice of Landlord’s approval Tenant (an “Additional TI Allowance Request”), and, provided that no monetary or material non-monetary Default has occurred and is then continuing, Landlord shall disburse the requested amount of the Budget, Additional TI Allowance b wire transfer of immediate) available funds [***]. Tenant shall notify Landlord how much may make multiple draws against the Additional TI Allowance until such time as the entire Additional TI Allowance has been disbursed or the occurrence of the TI Allowance Deadline (as defined below), whichever occurs first. Tenant has elected to receive from Landlord. Such election shall be final and binding on Tenant, and may not thereafter be modified without Landlord’s consent, which may not be unreasonably withheld or delayed. The use the Base TI Allowance shall be disbursed in accordance with this Work Letter. In addition to the (and Additional TI Allowance, Landlord shall reimburse if properly requested by Tenant up pursuant to $0.15 per usable square foot this Section 6.a) in Tenant’s sole discretion for, among other things, financing hard and soft costs of the Tenant Improvements, purchasing furniture, fixtures and equipment for Tenant’s use at the Premises for actual or defraying the cost of moving expenses and costs incurred by Tenant for the preparation any other 4813-5202-3331.13 9 lease obligations, or for any other purpose desired by Tenant’s interior design firm of a test fit . Landlord shall not be obligated to disburse any portion of the Premises. Tenant Additional TI Allowance unless and until Landlord shall have received from Tenant an Additional TI Allowance Request. In no right to the use or benefit (including any reduction to Base Rent) of event shall any portion of the TI Allowance not required for the construction of (i) the properly requested by Tenant Improvements described in the TI Construction Drawings approved pursuant to this Section 2(d) or (ii) any Changes pursuant 6.a entitle Tenant to Section 4; provided, however that any portion of the TI Allowance not required for the items listed in subsections (i) or (ii) above, may be used by Tenant for the payment of architectural, engineering and other consultant fees incurred by Tenant in connection with the Tenant Improvements and other expenses incurred by Tenant for improvements which shall remain in the Premises and will be useable by future tenants following the expiration or earlier termination of the Term of the a credit against Rent payable under this Lease. Tenant shall have no right to any portion of the TI Allowance that is not disbursed before the last day of the month that is 12 months after the Commencement Date.

TI Allowance. Landlord shall provide to Tenant a tenant improvement construction allowance not to exceed [***] (the “TI Allowance”) to be applied toward the Total TI Costs, as adjusted for any changes to the TI Work. No advance of $175.00 per rentable square foot the TI Allowance shall be made by Landlord until Tenant has first paid to the contractor from its own funds (and provided reasonable evidence thereof to Landlord) the anticipated amount by which the projected Total TI Costs exceed the amount of the TI Allowance. Thereafter, Landlord shall pay to Tenant the TI Allowance *** Information has been omitted pursuant to a request for confidential treatment which has been filed separately with the Securities and Exchange Commission. Lease Agreement (Triple Net) – ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇ in multiple disbursements (but not more than once in any calendar month) following the receipt by Landlord of the following items: (i) a request for payment; (ii) final or partial lien waivers, as the case may be, from all persons performing work or supplying or fabricating materials for the TI Work, fully executed, acknowledged and in recordable form; and (iii) the architect’s certification that the TI Work for which reimbursement has been requested has been finally completed, including (with respect to the last application for payment only) any punch-list items, on the appropriate AIA form or another form approved by Landlord, and, with respect to the disbursement of the last ten percent (10%) of the TI Allowance, (1) the permanent certificate of occupancy issued for the Premises (or substantial equivalent applicable to final completion of the TI Work, as reasonably acceptable to Landlord), (2) Tenant’s occupancy of the Premises, or $2,676,100 in (3) delivery of any completed architectural “as-built” plan for the aggregate. Within 5 business days after receipt of notice of TI Work as constructed (as set forth above) to Landlord’s approval construction representative (set forth below), and (4) an estoppel certificate confirming such factual matters as Landlord or Landlord’s Mortgagee may reasonably request, provided that such certificate is provided within ten (10) days of Tenant’s presentation of the Budgetrequest for payment (collectively, Tenant a “Completed Application for Payment”). Landlord shall notify Landlord how much pay the amount requested, up to the amount of the TI Allowance Allowance, in the applicable Completed Application for Payment to Tenant has elected to receive from within thirty (30) days following Tenant’s submission of the Completed Application for Payment. If, however, the Completed Application for Payment is incomplete or incorrect, Landlord. Such election ’s payment of such request shall be final and binding on Tenant, and may not thereafter be modified without deferred until thirty (30) days following Landlord’s consent, which may not be unreasonably withheld or delayedreceipt of the complete and correct Completed Application for Payment. The TI Allowance shall must be disbursed in accordance with this Work Letter. In addition to used (that is, the TI Allowance, Landlord shall reimburse Tenant up to $0.15 per usable square foot of the Premises for actual costs incurred by Tenant for the preparation by Tenant’s interior design firm of a test fit of the Premises. Tenant shall have no right to the use or benefit (including any reduction to Base Rent) of any portion of Work must be fully complete and the TI Allowance not required for the construction of disbursed) within eighteen (i18) the Tenant Improvements described in the TI Construction Drawings approved pursuant to Section 2(d) or (ii) any Changes pursuant to Section 4; provided, however that any portion of the TI Allowance not required for the items listed in subsections (i) or (ii) above, may be used by Tenant for the payment of architectural, engineering and other consultant fees incurred by Tenant in connection with the Tenant Improvements and other expenses incurred by Tenant for improvements which shall remain in the Premises and will be useable by future tenants months following the expiration Commencement Date or earlier termination of the Term of the Lease. Tenant it shall have be deemed forfeited with no right to any portion of the TI Allowance that is not disbursed before the last day of the month that is 12 months after the Commencement Datefurther obligation by Landlord with respect thereto.

TI Allowance. Landlord shall provide shall, subject to the terms of the Work Letter, make available to Tenant a tenant improvement allowance the Tenant Improvement Allowance (“TI Allowance”) of $175.00 per rentable square foot of the Premises, or $2,676,100 as defined in the aggregateWork Letter). Within 5 business days after receipt Commencing on the Commencement Date, and continuing thereafter on the first day of notice of Landlord’s approval of each month during the BudgetBase Term, Tenant shall notify Landlord how much pay the amount necessary to fully amortize the portion of the TI Tenant Improvement Allowance Tenant has elected to receive from actually funded by Landlord. Such election shall be final and binding on Tenant, and may not thereafter be modified without Landlord’s consentif any, in equal monthly payments with interest at a rate of 8% per annum over the Base Term, which interest shall begin to accrue on the date that Landlord first disburses such Tenant Improvement Allowance or any portion(s) thereof. Tenant acknowledges that because the Tenant Improvement Allowance may not be unreasonably withheld or delayed. The TI Allowance shall be disbursed to Tenant in accordance with multiple disbursements following the Commencement Date, the Additional Rent payable by Tenant pursuant to this Work LetterSection 4(b) may be adjusted following each such disbursement. In addition Notwithstanding anything to the TI Allowancecontrary contained herein, Landlord shall reimburse Tenant up to $0.15 per usable square foot of the Premises for actual costs incurred by Tenant for the preparation by may, at Tenant’s interior design firm of a test fit of the Premises. Tenant shall have no right to the use sole election, accelerate or benefit (including any reduction to Base Rent) of pre-pay all or any portion of the TI Allowance not required for the construction of (i) the Tenant Improvements described in the TI Construction Drawings approved pursuant to Section 2(d) or (ii) any Changes pursuant to Section 4; provided, however that any outstanding and unamortized portion of the TI Tenant Improvement Allowance not required for that was actually funded by Landlord in full at any time without penalty, in which event the items listed in subsections (i) or (ii) above, may amortizing payments shall be used by Tenant for the payment appropriately adjusted. Any of architectural, engineering and other consultant fees incurred by Tenant in connection with the Tenant Improvements Improvement Allowance and other expenses incurred by Tenant for improvements which shall remain in the Premises and will be useable by future tenants following applicable interest remaining unpaid as of the expiration or earlier termination of this Lease shall be paid to Landlord in a lump sum at the Term expiration or earlier termination of the this Lease. The Tenant Improvement Allowance shall have no right to any portion of be available for use by Tenant until the TI Allowance date that is not disbursed before the last day of the month that is 12 twelve (12) months after the Commencement Date. Any portion of the Additional Tenant Improvement Allowance which has not been properly requested by Tenant from Landlord on or before the date that is twelve (12) months after the Commencement Date, shall be forfeited and shall not be available for use by Tenant.

TI Allowance. Landlord shall provide to Tenant a tenant with an improvement allowance of four hundred thousand ($400,000.00) dollars for Tenant’s actual third-party costs incurred for the design and construction of Tenant’s Work, expressly excluding furniture, fixtures and trade equipment, and moving costs (the “TI Allowance”) of $175.00 per rentable square foot of ). Any expenses related to the Premises, or $2,676,100 Tenant’s Work in the aggregate. Within 5 business days after receipt of notice of Landlord’s approval of the Budget, Tenant shall notify Landlord how much excess of the TI Allowance Tenant has elected to receive from Landlord. Such election shall be final the sole and binding on exclusive obligation of Tenant, and may not thereafter be modified without Landlord’s consent, which may not be unreasonably withheld or delayed. The TI Allowance shall be disbursed in accordance with this Work Letter. In addition to Installments of the TI Allowance, Landlord which shall reimburse Tenant up to $0.15 per usable square foot in no event exceed in the aggregate the amount of the Premises for actual TI Allowance, shall be paid to Tenant or, at Tenant’s option directly to Tenant’s contractors, with respect to costs incurred by Tenant for which ▇▇▇▇▇▇ has submitted a requisition to Landlord consisting of: (A) in the preparation case of costs incurred under architectural, engineering, and other professional services contracts (collectively “Professional Services Contracts”), invoices; and (B) in the case of construction costs, (i) copies of all necessary governmental permits, (ii) an application for payment and sworn statement of a contractor performing general contracting work in the Premises covering all work for which disbursement is to be made to a date specified therein which is part of the construction contract, (iii) a complete set of “As-Built” plans for the Tenant Work, and (iv) any other information or documentation reasonably requested by Landlord. Installments of the TI Allowance shall be paid within ten (10) business days of Tenant’s interior design firm submission of a test fit requisition in the form above. Upon completion of Tenant’s initial improvements, Tenant shall submit to Landlord final lien waivers from all contractors, subcontractors, and materialmen, a Certificate of Occupancy, any other information or documentation reasonably requested by Landlord to evidence lien-free completion of ▇▇▇▇▇▇’s Work and payment of all of the Premisescosts and expenses thereof. Tenant shall have no right to the use or benefit (including any reduction to Base Rent) of any Any unused portion of the TI Allowance not required for the construction of (i) the Tenant Improvements described in the TI Construction Drawings approved pursuant to Section 2(d) or (ii) any Changes pursuant to Section 4; provided, however that any portion of the TI Allowance not required for the items listed in subsections (i) or (ii) above, may shall be used retained by Tenant for the payment of architectural, engineering and other consultant fees incurred by Tenant in connection with the Tenant Improvements and other expenses incurred by Tenant for improvements which shall remain in the Premises and will be useable by future tenants following the expiration or earlier termination of the Term of the Lease. Tenant shall have no right to any portion of the TI Allowance that is not disbursed before the last day of the month that is 12 months after the Commencement DateLandlord.

TI Allowance. Landlord shall provide make available to Tenant a tenant improvement allowance not to exceed Seven Thousand Two Hundred Twenty-Four and 69/100 Dollars ($7,224.69) (the “TI Allowance”) to perform the work described on Exhibit B (the “New Tenant Improvements”). Tenant shall cause the New Tenant Improvements to be constructed in the Premises pursuant to the Work Letter attached hereto as Exhibit B (the “Work Letter”) at a cost to Landlord not to exceed the TI Allowance. (a) The TI Allowance may be applied to the costs of $175.00 per rentable square foot (i) construction, (ii) space planning, architect, engineering and other related services performed by third parties unaffiliated with Tenant, (iii) building permits and other taxes, fees, charges and levies by Governmental Authorities (as defined below) for permits or for inspections of the PremisesNew Tenant Improvements, or $2,676,100 in the aggregateand (iv) costs and expenses for labor, material, equipment and fixtures. Within 5 business days after receipt of notice of Landlord’s approval of the Budget, Tenant In no event shall notify Landlord how much of the TI Allowance be used for (x) the cost of work that is not authorized by the Approved Plans (as defined in the Work Letter) or otherwise approved in writing by Landlord, (xi) payments to Tenant has elected to receive from Landlord. Such election shall be final and binding on or any affiliates of Tenant, and may not thereafter be modified without Landlord’s consent(xii) the purchase of any furniture, which may not be unreasonably withheld personal property or delayed. The other non-building system equipment, (xiii) costs resulting from any default by Tenant of its obligations under the Lease or (xiv) costs that are recoverable by Tenant from a third party (e.g., insurers, warrantors, or tortfeasors). (b) Tenant shall have until the date that is twelve (12) months after the Execution Date (the “TI Allowance shall be disbursed Deadline”), to submit a Fund Request (as defined in accordance with this Section 6.3 of the Work Letter. In addition to ) for the unused portion of the TI Allowance, Landlord after which date Landlord’s obligation to fund such costs shall reimburse Tenant up to $0.15 per usable square foot of the Premises for actual costs incurred by Tenant for the preparation by Tenant’s interior design firm of a test fit of the Premises. Tenant expire. (c) In no event shall have no right to the use or benefit (including any reduction to Base Rent) of any portion of the unused TI Allowance not required for the construction of (i) the entitle Tenant Improvements described in the TI Construction Drawings approved pursuant to Section 2(d) or (ii) any Changes pursuant to Section 4; provided, however that any portion of the TI Allowance not required for the items listed in subsections (i) or (ii) above, may be used by Tenant for the payment of architectural, engineering and other consultant fees incurred by Tenant in connection with the Tenant Improvements and other expenses incurred by Tenant for improvements which shall remain in the Premises and will be useable by future tenants following the expiration or earlier termination of the Term of the a credit against Rent payable under this Lease. Tenant shall have no right deliver to any portion Landlord (a) if required by the scope of worked included as part of the TI Allowance that is not disbursed before New Tenant Improvements, a certificate of occupancy for the last day Premises suitable for the Permitted Use and (b) a Certificate of Substantial Completion in the form of the month American Institute of Architects document 0704, executed by the project architect and the general contractor. The term “Substantially Complete” or “Substantial Completion” means that is 12 months after the Commencement DateNew Tenant Improvements are substantially complete in accordance with the Approved Plans (as defined in the Work Letter), except for minor punch list items.

TI Allowance. Upon submission by Tenant to Landlord shall provide to Tenant of (i) a tenant improvement allowance statement (a “TI AllowanceFund Request”) of $175.00 per rentable square foot setting forth the total amount of the PremisesTI Allowance requested, (ii) a summary of the Tenant Improvements performed using AIA standard form Application for Payment (G 702) executed by the general contractor and by the architect, (iii) invoices from the general contractor, the architect, and any subcontractors, material suppliers and other parties requesting payment with respect to the amount of the TI Allowance then being requested, (iv) unconditional lien releases from (A) the general contractor, and (B) each subcontractor and material supplier performing work or providing materials or supplies, the total cost of which is $2,676,100 50,000 or more, in each case with respect to previous payments made by either Landlord or Tenant for the aggregate. Within 5 business Tenant Improvements in a form acceptable to Landlord and complying with Applicable Laws; and (v) conditional lien releases from the general contractor and each subcontractor and material supplier with respect to the Tenant Improvements performed that correspond to the Fund Request, each in a form complying with Applicable Laws, then Landlord shall, within thirty (30) days after following receipt by Landlord of notice of a Fund Request and the accompanying materials required by this Section, pay to (as elected by Landlord) the applicable contractors, subcontractors and material suppliers or Tenant (for reimbursement for payments made by Tenant to such contractors, subcontractors or material suppliers either prior to Landlord’s approval of the Budget, Approved TI Budget or as a result of Tenant’s decision to pay for the Tenant shall notify Improvements itself and later seek reimbursement from Landlord how much in the form of the TI Allowance Tenant has elected to receive from Landlord. Such election shall be final and binding on Tenant, and may not thereafter be modified without Landlord’s consent, which may not be unreasonably withheld or delayed. The TI Allowance shall be disbursed one lump sum payment in accordance with the Lease and this Work Letter. In addition to ), the amount of Tenant Improvement costs set forth in such Fund Request or Landlord’s pari passu share thereof if Excess TI AllowanceCosts exist based on the Approved Budget; provided, however, that Landlord shall reimburse Tenant up not be obligated to $0.15 per usable square foot of make any payments under this Section until the Premises budget for actual costs incurred by Tenant for the preparation by Tenant’s interior design firm of a test fit of the Premises. Tenant shall have no right to the use or benefit (including any reduction to Base Rent) of any portion of the TI Allowance not required for the construction of (i) the Tenant Improvements described is approved in the TI Construction Drawings approved pursuant accordance with Section 6.2 and any Fund Request under this Section shall be subject to Section 2(d) or (ii) any Changes pursuant to Section 4; provided, however that any portion of the TI Allowance not required for the items listed in subsections (i) or (ii) above, may be used by Tenant for the payment of architectural, engineering limits set forth in Section 6.2 above and other consultant fees incurred by Tenant in connection with the Tenant Improvements and other expenses incurred by Tenant for improvements which shall remain in the Premises and will be useable by future tenants following the expiration or earlier termination of the Term Article 4 of the Lease. Notwithstanding anything in this Section to the contrary, Tenant shall have not submit a Fund Request more often than every thirty (30) days. Any additional Fund Requests submitted by Tenant shall be void and of no right to any portion of the TI Allowance that is not disbursed before the last day of the month that is 12 months after the Commencement Dateforce or effect.

TI Allowance. Landlord shall provide to Tenant a tenant improvement allowance (the “TI Allowance”) of $175.00 34.00 per rentable square foot of the First Expansion Premises (and if Tenant leases the ROFO Premises pursuant to Section 13 of the First Amendment, the ROFO Premises, or $2,676,100 ) which is included in the aggregate. Within 5 business days after receipt of notice of Landlord’s approval Base Rent set forth in Section 5(b) of the Budget, Tenant shall notify Landlord how much of the TI Allowance Tenant has elected to receive from Landlord. Such election shall be final and binding on Tenant, and may not thereafter be modified without Landlord’s consent, which may not be unreasonably withheld or delayedFirst Amendment. The TI Allowance shall be disbursed in accordance with this First Expansion Premises Work Letter. In addition to the TI AllowanceLandlord shall, Landlord shall upon receipt of reasonably satisfactory invoices, reimburse Tenant up for the payment made by Tenant for an initial test fit and one revision, not to exceed $0.15 per usable rentable square foot of the First Expansion Premises for actual costs incurred by (and if Tenant for leases the preparation by Tenant’s interior design firm of a test fit ROFO Premises pursuant to Section 13 of the First Amendment, the ROFO Premises). Tenant shall have no right to the use or benefit (including any reduction to or payment of Base Rent) of any portion of the TI Allowance not required for the construction of (i) the Tenant Improvements described in the TI Construction Drawings approved pursuant to Section 2(d) or (ii) any Changes pursuant to Section 4; provided. Notwithstanding the foregoing, however that Tenant shall have the right to use any unused portion of the TI Allowance not required for Alterations of a fixed and permanent nature reasonably acceptable to Landlord in any portion of the items listed in subsections Premises (i) or (ii) above, may be used any other premises leased by Tenant for from Landlord at the payment of architectural, engineering and other consultant fees incurred by Tenant in connection with the Tenant Improvements and other expenses incurred by Tenant for improvements which shall remain in the Premises and will be useable by future tenants following the expiration or earlier termination of the Term of the LeaseBuilding). Tenant shall have no right to any portion of the TI Allowance that is not disbursed before the last day of the month that is 12 months after the Commencement DateDecember 31, 2021.

TI Allowance. (a) Landlord shall provide to Tenant a tenant improvement allowance (“TI Allowance”) of $175.00 per rentable square foot of the Premises, or $2,676,100 in the aggregate. Within 5 business days after receipt of notice of Landlord’s approval of the Budget, Tenant shall notify Landlord how much of with the TI Allowance Tenant has elected stated in Section 1.1 plus an allowance for Tenant’s cost of the preliminary fit plan for the Premises in an amount up to receive from Landlord. Such election shall be final and binding on Tenant, and may not thereafter be modified without $18,862.35 (payable within thirty days following Landlord’s consent, which may not be unreasonably withheld or delayedreceipt of a paid invoice for such cost). The TI Allowance shall be disbursed used by Tenant for hard costs of construction and any related architectural, engineering and construction management fees in accordance connection with this Work Letterthe TIW. In addition Within four (4) weeks after the Final Plans have been approved, Tenant shall deliver to Landlord its total budget for the hard costs of construction, which shall include the costs of all mechanical systems installed by Tenant for Tenant’s use, Pre-Escrow Costs, and soft costs for the TIW (the “Total Costs”). The “Pre-Escrow Costs” shall be Tenant’s out-of-pocket expenditures for design and materials made prior to funding the first installment under the Construction Escrow Agreement (defined below), currently estimated to be $14,000,000.00. Landlord shall review Tenant’s budget for the Total Costs and, within seven (7) days of delivery by Tenant of such budget, notify Tenant whether Landlord has any comments or requires any clarifications. Any requests for clarification shall be addressed promptly by Tenant. If Landlord does not notify Tenant, Landlord shall be deemed to have no comments nor require clarifications. No later than September 30, 2022, Tenant shall provide Landlord with its most recent budget even if it is not finalized. It is understood that the budget for the Total Costs must be finalized and Tenant’s Share (hereinafter defined) must be determined prior to funding the first installment under the Construction Escrow Agreement. Landlord and Tenant shall determine the amount by which the estimated Total Costs exceed the TI Allowance, and such amount will be referred to as “Tenant’s Share” (subject to adjustment in accordance with the Construction Escrow Agreement), Tenant shall be solely responsible for the entire amount of Tenant’s Share and Landlord shall reimburse Tenant up be under no obligation to $0.15 per usable square foot of the Premises for actual pay any costs incurred by Tenant for the preparation by Tenant’s interior design firm of a test fit of the Premises. Tenant shall have no right to the use or benefit (including any reduction to Base Rent) of any portion in excess of the TI Allowance not required for the construction of (i) the Tenant Improvements described in the TI Construction Drawings approved pursuant to Section 2(d) or (ii) any Changes pursuant to Section 4; provided, however that any portion of the TI Allowance not required for the items listed in subsections (i) or (ii) above, may be used by Tenant for the payment of architectural, engineering and other consultant fees incurred by Tenant in connection with the Tenant Improvements and other expenses incurred by Tenant for improvements which shall remain in the Premises and will be useable by future tenants following the expiration or earlier termination of the Term of the Lease. Tenant shall have no right to any portion of the TI Allowance that is not disbursed before the last day of the month that is 12 months after the Commencement DateAllowance.

TI Allowance. Landlord shall provide to Tenant a tenant improvement allowance (the “TI Allowance”) of $175.00 179.00 per rentable square foot of the Premises, or $2,676,100 8,301,304.00 in the aggregate. Within 5 business days after receipt of notice of Landlord’s approval of the Budget, Tenant shall notify Landlord how much of the TI Allowance Tenant has elected to receive from Landlord. Such election shall be final and binding on Tenant, and may not thereafter be modified without Landlord’s consent, which may not be unreasonably withheld or delayed. The TI Allowance shall be disbursed in accordance with this Work Letter. A portion of the TI Allowance, up to $45.00 per rentable square foot of the Premises, or $2,086,920 in the aggregate (“Base Building Allowance”), shall be used only for TI Costs attributable to the Base Building Work. The balance of the TI Allowance in the amount of $134.00 per rentable square foot of the Premises, or $6,214,384 in the aggregate (“Premises Allowance”) shall be used only for TI Costs attributable to the Tenant Improvements. In no event shall less than $120 per rentable square foot of the Premises Allowance be used for TI Costs attributable to the Tenant Improvements. In addition to the TI Allowance, Landlord shall reimburse Tenant up to $0.15 0.10 per usable square foot of the Premises for actual costs incurred by Tenant for the preparation by Tenant’s interior design firm consultants of a test fit of fit-plan and preliminary design work for the PremisesTenant Improvements. Tenant shall have no right to the use or benefit (including any reduction to or payment of Base Rent) of any portion of the TI Allowance not required for the construction of (i) the Base Building Work, (ii) the Tenant Improvements described in the TI Construction Drawings approved pursuant to Section 2(d) or (iiiii) any Changes pursuant to Section 4; provided. Notwithstanding the foregoing, however that any portion if following the completion and payment in full of the Tenant Improvements it is determined that the TI Allowance not required Costs for the items listed in subsections Tenant Improvements were less than the Premises Allowance, initial Base Rent shall be reduced by applying a 7.5% interest rate and amortizing the amount of the unused Premises Allowance over a 7 year period (i) or (ii) abovefor example, may be used by Tenant for if $100,000 of the Premises Allowance remains unused following the completion of the Landlord’s Work and the payment of architecturalall TI Costs, engineering and other consultant fees incurred the annual Base Rent for the first year of the Base Term would be reduced by Tenant in connection with the Tenant Improvements and other expenses incurred by Tenant for improvements which shall remain in $0.40 per rentable square foot of the Premises and will be useable by future tenants following the expiration or earlier termination from $48.00 per rentable square foot of the Term Premises per annum to $47.60 per rentable square foot of the Lease. Tenant shall have no right to any portion of the TI Allowance that is not disbursed before the last day of the month that is 12 months after the Commencement DatePremises per annum).

TI Allowance. Landlord shall provide to Tenant a tenant improvement allowance (“with the TI Allowance”) of , which shall be used by Tenant for construction costs in connection with Tenant’s Work. Notwithstanding the foregoing, up to $175.00 per rentable square foot of the Premises, or $2,676,100 in the aggregate. Within 5 business days after receipt of notice of Landlord’s approval of the Budget, Tenant shall notify Landlord how much 182,720.00 of the TI Allowance may be applied to moving expenses incurred by Tenant has elected in connection with moving in to receive from Landlord. Such election shall be final and binding on Tenant, and may not thereafter be modified without Landlord’s consent, which may not be unreasonably withheld or delayedthe Premises. The TI Allowance shall be disbursed payable as follows: A. The first forty percent (40%) of the TI Allowance shall be paid to Tenant within thirty (30) days following the last to occur of: (i) Tenant providing an affidavit from Tenant’s architect certifying that fifty percent (50%) of Tenant’s Work has been completed, and (ii) Tenant’s request for such portion of the TI Allowance. B. Another forty percent (40%) of the TI Allowance shall be paid to Tenant within thirty (30) days following the last to occur of: (i) Tenant’s delivery to Landlord of a copy of the certificate of occupancy (or temporary certificate of occupancy) issued in connection with Tenant’s Work, and (ii) Tenant’s request for such portion of the TI Allowance. C. The final twenty percent (20%) of the TI Allowance shall be paid to Tenant within thirty (30) days following the last to occur of: (i) all phases of Tenant’s Work have been substantially completed in substantial accordance with the plans approved by Landlord and a final certificate of occupancy has been issued; (ii) Tenant has caused to be delivered to Landlord all final invoices from contractors, subcontractors and suppliers evidencing the total cost of Tenant’s Work, together with lien waivers from general contractors; (iii) Tenant has paid for the cost of Tenant’s Work, and has caused to be delivered to Landlord written evidence of such payment; and (iv) Tenant’s request for such portion of the TI Allowance. If Tenant does not submit any or all of its requests for Landlord to distribute the TI Allowance in accordance with the provisions contained in this Work LetterSection 3.3 on or before the date that is than ninety (90) days following the Rent Commencement Date, any unused amount shall accrue to the sole benefit of Landlord, it being understood that Tenant shall not be entitled to any credit, abatement or other concession in connection therewith. In addition Nordblom Development Company shall, as compensation for its review of plans in connection with Tenant’s Work, receive from Tenant a fee equal to one percent (1%) of the total cost of Tenant’s Work, which fee may be applied to the TI Allowance, Landlord shall reimburse Tenant up to $0.15 per usable square foot of the Premises for actual costs incurred by Tenant for the preparation by Tenant’s interior design firm of a test fit of the Premises. Tenant shall have no right to the use or benefit (including any reduction to Base Rent) of any portion of the TI Allowance not required for the construction of (i) the Tenant Improvements described in the TI Construction Drawings approved pursuant to Section 2(d) or (ii) any Changes pursuant to Section 4; provided, however that any portion of the TI Allowance not required for the items listed in subsections (i) or (ii) above, may be used by Tenant for the payment of architectural, engineering and other consultant fees incurred by Tenant in connection with the Tenant Improvements and other expenses incurred by Tenant for improvements which shall remain in the Premises and will be useable by future tenants following the expiration or earlier termination of the Term of the Lease. Tenant shall have no right to any portion of the TI Allowance that is not disbursed before the last day of the month that is 12 months after the Commencement Date.

TI Allowance. (A) Landlord shall provide Tenant with an amount equal to Tenant a tenant improvement allowance (“TI Allowance”) of $175.00 per rentable square foot of the Premises, or $2,676,100 in the aggregate. Within 5 business days after receipt of notice of Landlord’s approval of the Budget, Tenant shall notify Landlord how much of the TI Allowance Tenant has elected to receive from Landlordbe used for the construction of its office and lab space. Such election The Allowance shall be final used by Tenant for hard and binding on soft construction costs in connection with Tenant’s Work, including architectural, engineering and may not thereafter be modified without Landlord’s consent, which may not be unreasonably withheld or delayedpermitting fees. The TI Allowance shall be disbursed payable to Tenant in periodic disbursements (not more frequently than every thirty (30) days) within thirty (30) days after Landlord’s receipt of all of the following documentation to Landlord’s reasonable satisfaction: (i) a requisition for payment from Tenant’s architect in the form of AIA Document G702 for all work for which disbursement is to be made; (ii) partial or final waivers of lien (conditional or unconditional, as applicable) from all contractors, subcontractors and suppliers performing work or providing materials to date, (iii) the submission by Tenant of a written statement from Tenant’s architect or engineer that the Tenant’s Work for which payment is being requisitioned has been completed in accordance with this the approved plans, (iv) copies of paid invoices or receipts evidencing Tenant’s costs for which payment is being requested, and (v) a reasonable breakdown of the aggregate cost of all Tenant’s Work Letter. In addition completed to date. (B) Notwithstanding the foregoing, 20% of each disbursement of the TI AllowanceAllowance will be held back by Landlord. The aggregate sum of the amounts so held back is referred to as the “Retainage Amount”. Landlord shall disburse the Retainage Amount to Tenant once Landlord receives all of the following: (a) unconditional releases and waivers of lien from all contractors, subcontractors and suppliers involved in the performance of Tenant’s Work (unless the same were previously furnished pursuant to clause (ii) above), (b) a written statement from Tenant’s architect or engineer that the Tenant’s Work has been completed in accordance with the approved Tenant’s Plans, (c) a copy of the final certificate of occupancy for the Premises (d) one (1) set of “as-built” plans for Tenant’s Work, and (e) Tenant has paid the total cost of Tenant’s Work and delivered to Landlord evidence of such payment. If the Town of Burlington will only issue a temporary certificate of occupancy for the Premises at the time Tenant has satisfied the conditions of clauses (a), (b), (d) and (e) above, Landlord shall reimburse Tenant up to $0.15 per usable square foot will disburse 10% of the Premises for actual costs incurred by Tenant for Retainage Amount and will hold back the preparation by Tenant’s interior design firm of a test fit remaining 10% of the PremisesRetainage Amount until such time that Tenant delivers to Landlord a copy of the final certificate of occupancy issued by the Town of Burlington. Tenant shall have no right to the use Any unused or benefit (including any reduction to Base Rent) of any unrequested portion of the TI Allowance not required for shall accrue to Landlord. If the construction final actual cost of (i) the Tenant Improvements described Tenant’s Work shall be in the TI Construction Drawings approved pursuant to Section 2(d) or (ii) any Changes pursuant to Section 4; provided, however that any portion excess of the TI Allowance not required for Allowance, then the items listed in subsections (i) or (ii) above, may entire amount of such excess cost shall be used paid solely by Tenant for and Landlord shall be under no obligation to pay any such excess. (C) In addition to the payment of architectural, engineering Allowance and other consultant fees incurred by to assist Tenant in connection with completing its build-out of the Premises, Tenant Improvements shall have the right to use all existing building materials and other expenses incurred by Tenant for improvements which shall remain in equipment currently on-site within the Premises and will be useable by future tenants following elsewhere within the expiration or earlier termination Building, provided that in the case of materials and equipment located outside of the Term Premises, the same are not built-in items or otherwise attached or installed (rolls of the Lease. Tenant shall have no right to any portion carpeting, and unattached hvac equipment being examples of the TI Allowance that is not disbursed before the last day of the month that is 12 months after the Commencement Datepermissible items).

TI Allowance. Landlord shall provide to Tenant a the sum of $919,386 ($26.00 per rentable square foot) in tenant improvement allowance (the “TI Allowance”) of $175.00 per rentable square foot ). Provided that Tenant is not then in default under this Lease, at Tenant’s request (or at the request of the Premises, or $2,676,100 in the aggregate. Within 5 business days after receipt of notice of LandlordConstruction Manager with Tenant’s approval of the Budget, Tenant approval) Landlord shall notify Landlord how much disburse portions of the TI Allowance to Tenant has elected to receive from Landlord. Such election shall be final and binding on Tenant, and may not thereafter be modified without Landlord’s consent, which may not be unreasonably withheld or delayed. The TI Allowance shall be disbursed in accordance with this Work Letter. In addition to the TI Allowance, Landlord shall reimburse Tenant up to $0.15 per usable square foot of the Premises for actual costs incurred by Tenant or Construction Manager for the preparation by Tenant’s interior design firm cost of Tenant Work. However, a test fit of the Premises. Tenant shall have no right to the use or benefit (including any reduction to Base Rent) of any portion of the TI Allowance not required for the construction of (i) the Tenant Improvements described in the TI Construction Drawings approved pursuant to Section 2(d) or (ii) any Changes pursuant to Section 4; provided, however that any portion amount of the TI Allowance not required for the items listed in subsections (i) or (ii) above, $35,361 may be used by Tenant for the payment of architectural, engineering and other consultant fees incurred utilized by Tenant in connection with design and engineering services related to the Tenant Improvements and other expenses incurred by Work. If the actual cost of the Tenant Work is less than the TI Allowance any such excess shall be disbursed to Tenant upon Tenant’s request to Landlord to reimburse Tenant for improvements which shall remain in costs incurred to purchase or install moveable walls, office furniture, cubicles and work stations and/or for the Premises and will be useable by future tenants following the expiration or earlier termination cost of the Term of the LeaseDirect Tenant Work. Tenant shall have no right be required to any portion provide to Landlord reasonable evidence of the Tenant’s incurring of the applicable Tenant Work (e.g. copies of vendor invoices) or as to the excess nature of funds concerning which Tenant seeks a disbursement of the TI Allowance that is not disbursed before the last day Allowance. Landlord shall pay Tenant within thirty (30) days after Tenant’s request for a disbursement of the month that is 12 months after TI Allowance. The cost of all final plans may be reimbursed to Tenant out of the Commencement DateTI Allowance. Tenant, at its sole cost, may engage a project manager to assist it in connection with the construction of the Tenant Work.

TI Allowance. (A) Landlord shall provide Tenant with an amount equal to Tenant a tenant improvement allowance (“TI Allowance”) of $175.00 per rentable square foot of the Premises, or $2,676,100 in the aggregate. Within 5 business days after receipt of notice of Landlord’s approval of the Budget, Tenant shall notify Landlord how much of the TI Allowance Tenant has elected to receive from Landlord. Such election shall be final and binding on used for the construction of Tenant, and may not thereafter be modified without Landlord’s consent, which may not be unreasonably withheld or delayedWork. The TI Allowance shall be disbursed used by Tenant for hard and soft construction costs in accordance connection with this Work LetterTenant’s Work, including architectural, engineering and construction management costs. In addition to Landlord shall disburse the TI AllowanceAllowance in three (3) installments, as follows: ​ (i) Upon completion of fifty percent (50%) of the Tenant’s Work, Landlord shall reimburse Tenant up to $0.15 per usable square foot of disburse the Premises for actual costs incurred by Tenant for the preparation by Tenant’s interior design firm of a test fit of the Premises. Tenant shall have no right to the use or benefit first (including any reduction to Base Rent1st) of any portion installment of the TI Allowance not required for (the construction of “First Installment”) in an amount up to forty percent (i40%) the Tenant Improvements described in the TI Construction Drawings approved pursuant to Section 2(d) or (ii) any Changes pursuant to Section 4; provided, however that any portion of the TI Allowance not required evidenced by paid invoices from Tenant’s general contractor and other direct contractors and subcontractors (“Paid Invoices”) providing servicers or supplying materials for the items listed Tenant’s Work. Upon completion of one hundred percent (100%) of the Tenant’s Work, Landlord shall disburse the second (2nd) installment of the TI Allowance (the “Second Installment”) in subsections an amount up to fifty percent (i50%) of the TI Allowance evidenced by Paid Invoices, but in no event shall the sum of the First Installment and the Second Installment be greater than $1,244,250.00. The First Installment and the Second Installment shall be payable within thirty (30) days after ▇▇▇▇▇▇▇▇’s receipt of all of the following documentation to Landlord’s reasonable satisfaction: ​ a. a conditional lien waiver for the current requisition from ▇▇▇▇▇▇’s general contractor, subcontractors and suppliers performing work or providing materials to date (waiving any and all liens and rights of liens of any type through the date of the request for the applicable installment of the TI Allowance), ​ b. a requisition for payment from ▇▇▇▇▇▇’s architect in the form of AIA Document G702 for all work for which disbursement is being requisitioned, ​ c. the submission by ▇▇▇▇▇▇ of a written statement from ▇▇▇▇▇▇’s architect or engineer stating (a) whether there has been any change in the Total Costs (and if so, what the updated Total Costs are), and (b) that the Tenant’s Work for which payment is being requisitioned has been completed in accordance with the approved Tenant’s Plans, ​ d. copies of paid invoices from Tenant’s general contractor, major subcontractors and supplies evidencing such hard construction costs of the Tenant’s Work for which disbursement is being requisitioned; and, as applicable, copies of paid invoices from Tenant’s architects/engineers/project managers, and any other party providing services or supplying materials, evidencing the soft costs for which disbursement is being requested, and any other information or documentation reasonably requested by Landlord, and ​ e. with respect to the Second Installment, unconditional lien waivers for past payments from ▇▇▇▇▇▇’s general contractor and all subcontractors and suppliers, (ii) aboveLandlord shall disburse the third (3rd) and final installment of the TI Allowance in an amount equal to the remaining ten percent (10%) of the TI Allowance within thirty (30) days after ▇▇▇▇▇▇▇▇’s receipt of all of the following documentation, may be used by Tenant to ▇▇▇▇▇▇▇▇’s reasonable satisfaction: ​ a. An unconditional final waiver of lien from ▇▇▇▇▇▇’s general contractor and from all subcontractors and suppliers, ​ b. one (1) set of “as-built” plans for the payment Tenant’s Work in CAD File and PDF format, ​ c. copies of architecturalpaid invoices from Tenant’s general contractor, engineering major subcontractors and suppliers evidencing such costs of the Tenant’s Work for which disbursement is being requisitioned; and, as applicable, copies of paid invoices from Tenant’s architects/engineers/project managers, and any other consultant fees incurred by Tenant in connection with party providing services or supplying materials, evidencing the Tenant Improvements costs for which disbursement is being requested, and other expenses incurred by Tenant a copy of the final (as opposed to temporary) certificate of occupancy for improvements which shall remain in the Premises issued by the Town of Burlington and will be useable any other information or documentation reasonably requested by future tenants following the expiration or earlier termination of the Term of the LeaseLandlord. Tenant shall have no right to any ​ Any portion of the TI Allowance that is not disbursed used or claimed on or before July 31, 2017 shall accrue to Landlord. If the last day final actual cost of the Tenant’s Work shall be in excess of the TI Allowance, then the entire amount of such excess cost shall be paid solely by Tenant and Landlord shall be under no obligation to pay any such excess. ​ If any disbursement of the TI Allowance is not timely paid by Landlord (and provided Tenant has delivered to Landlord all documentation required and satisfied all the conditions under this Section 3.4 and Landlord has not notified Tenant that Landlord reasonably disputes the accuracy or completeness of the applicable funding request), then provided Tenant is not in default under this Lease, Tenant may deliver a second notice (an “Offset Notice”) to Landlord, which notice shall specify the funding request that has not been timely paid and state conspicuously in bold type and in all capital letters at the top of the first page of such notice and on the envelope containing such notice “THIS IS A TIME SENSITIVE OFFSET NOTICE AND LANDLORD SHALL BE DEEMED TO ACCEPT SUCH OFFSET IF IT FAILS TO RESPOND TO THIS SECOND REQUEST FOR DISBURSEMENT WITHIN FIVE (5) BUSINESS DAYS AFTER RECEIPT” and if Tenant shall deliver such second notice to Landlord as aforesaid and Landlord fails to disburse the amount of the TI Allowance expressly referenced in the Offset Notice, subject to Landlord’s right to dispute such funding request as herein provided, within such five (5) business day period, then Tenant shall have the right to have such unpaid amount of the TI Allowance credited against the next installment(s) of Fixed Rent thereafter due under this Lease provided, however, notwithstanding any provision herein to the contrary, in no event shall the aggregate amount of all offsets permitted hereunder in any month that is 12 months after ever exceed twenty percent (20%) of any monthly installment of Fixed Rent. Within the Commencement Datethirty (30) day period following receipt of a funding request or within the additional 5-Business Day period described above. Landlord may dispute in good faith the funding request by written notice to Tenant setting forth the basis upon which Landlord disputes the accuracy or completeness of any funding request. If Landlord disputes the accuracy or completeness of any funding request, Landlord and Tenant shall reasonably cooperate with each other to resolve such dispute as expeditiously as possible, but Landlord will have no obligation to disburse any disputed amount of such funding request and Tenant will not have any right to credit or offset the disputed amount of the funding request against the Fixed Rent until the dispute has been resolved.

TI Allowance. Landlord shall provide to Tenant a the sum of $901,121.90 in tenant improvement allowance (the “TI Allowance”) of $175.00 per rentable square foot ). Provided that Tenant is not then in default under this Lease, at Tenant’s request (or at the request of the Premises, or $2,676,100 in the aggregate. Within 5 business days after receipt of notice of LandlordConstruction Manager with Tenant’s approval of the Budget, Tenant approval) Landlord shall notify Landlord how much disburse portions of the TI Allowance to Tenant has elected to receive from Landlord. Such election shall be final and binding on Tenant, and may not thereafter be modified without Landlord’s consent, which may not be unreasonably withheld or delayed. The TI Allowance shall be disbursed in accordance with this Work Letter. In addition to the TI Allowance, Landlord shall reimburse Tenant up to $0.15 per usable square foot of the Premises for actual costs incurred by Tenant or Construction Manager for the preparation by Tenant’s interior design firm cost of Tenant Work. However, a test fit of the Premises. Tenant shall have no right to the use or benefit (including any reduction to Base Rent) of any portion of the TI Allowance not required for the construction of (i) the Tenant Improvements described in the TI Construction Drawings approved pursuant to Section 2(d) or (ii) any Changes pursuant to Section 4; provided, however that any portion amount of the TI Allowance not required for the items listed in subsections (i) or (ii) above, $39,697 may be used by Tenant for the payment of architectural, engineering and other consultant fees incurred utilized by Tenant in connection with design and engineering services related to the Tenant Improvements and other expenses incurred by Work. If the actual cost of the Tenant Work is less than the TI Allowance any such excess shall be disbursed to Tenant upon Tenant’s request to Landlord to reimburse Tenant for improvements which costs incurred to purchase or install moveable walls, office furniture, cubicles and work stations and/or for the cost of Direct Tenant Work. Tenant shall remain in the Premises and will be useable by future tenants following the expiration or earlier termination required to provide to Landlord reasonable evidence of the Term Tenant’s incurring of the Leaseapplicable Tenant Work (e.g. copies of vendor invoices) or as to the excess nature of funds concerning which Tenant seeks a disbursement of the TI Allowance. Landlord shall pay Tenant within thirty (30) days after Tenant’s request for a disbursement of the TI Allowance. The cost of all final plans may be reimbursed to Tenant out of the TI Allowance. Tenant, at its sole cost, may engage a project manager to assist it in connection with the construction of the Tenant Work. In the event Tenant fails to request all of the TI Allowance by December 31, 2008 from Landlord, Tenant shall have no right to any portion of the TI Allowance that is not disbursed before the last day of the month that is 12 months after the Commencement Dateundisbursed balance thereafter.

TI Allowance. Pursuant to the terms and conditions contained in this Lease, Landlord shall provide an allowance equal to Tenant a tenant improvement allowance Thirty Five and 00/100 Dollars ($35.00) per Rentable Square Foot of the Premises (the “TI Allowance”) for the purposes set forth below. The TI Allowance may be used for permit and construction drawings, fees and permits, construction costs, Washington State Sales Tax, and other applicable taxes and other costs related to the construction of $175.00 per rentable square foot of the Tenant Improvements (as defined in Section 12 herein) to the Premises, or $2,676,100 in for other work requested by ▇▇▇▇▇▇ and approved by Landlord. For the aggregateavoidance of doubt, the Tenant Improvements shall not include Tenant’s fixtures, furnishings and equipment. Within 5 business days after receipt of notice of Tenant shall install its own security system within the Premises, subject to Landlord’s approval of the Budget, Tenant shall notify Landlord how much of the TI Allowance Tenant has elected to receive from Landlord. Such election shall be final and binding on Tenant, and may not thereafter be modified without Landlord’s consent, which may not be unreasonably withheld or delayedreasonable approval. The TI Allowance shall be disbursed in accordance with this Work Letter. In addition provided and applied pursuant to the TI Allowance, Landlord shall reimburse Tenant up to $0.15 per usable square foot terms and conditions of the Premises for actual costs incurred by Tenant for the preparation by Tenant’s interior design firm of a test fit of the PremisesExhibit B Work Agreement. Tenant shall have no right to the use or benefit (including any reduction to Base Rent) of any No portion of the TI Allowance not required for the construction of (i) shall be applied to Basic Rent until all costs, fees and expenses associated with the Tenant Improvements described have been paid in full. Landlord shall be entitled to a construction management fee (“Construction Management Fee”) equal to three percent (3%) of the TI Construction Drawings approved pursuant to Section 2(d) or (ii) any Changes pursuant to Section 4; providedTenant Improvements work, however that any portion if any, being overseen by ▇▇▇▇▇▇▇▇ and said fee shall be paid out of the TI Allowance not required for the items listed in subsections (i) Allowance. Landlord’s Construction Management Fee shall be net of any third party costs, fees or (ii) above, may be used by Tenant for the payment of architectural, engineering and other consultant fees expenses incurred by Landlord in relation to the design, approval, permitting, procurement and construction of the Tenant Improvements which costs, fees and expenses shall be paid out of the TI Allowance. The final cost of the Tenant Improvements, Construction Management Fee, and all other costs, fees or expenses incurred in connection with the Tenant Improvements and other expenses incurred by Tenant for improvements which shall remain in not exceed the Premises and will be useable by future tenants following TI Allowance. If the expiration or earlier termination final cost of the Term Tenant Improvements is less than the sum of the LeaseTI Allowance or if such TI Allowance is not used in its entirety by December 31, 2024, then Landlord shall notify Tenant of the credit amount in writing, and Tenant may use the remaining portion of the TI Allowance as Basic Rent credit as set forth herein. Notwithstanding anything to the contrary, Tenant shall have no right not be entitled to any portion of the TI Allowance that is not disbursed before if an Event of Default occurs prior to the last day disbursement of the month that is 12 months after TI Allowance and remains uncured, and in such case, Tenant shall pay Landlord all amounts due in connection with the Commencement DateTenant Improvements upon demand.

TI Allowance. Landlord shall provide to Tenant a tenant improvement allowance (“TI Allowance”) of $175.00 per rentable square foot of the Premises, or $2,676,100 in the aggregate. Within 5 business days after receipt of notice of Landlord’s approval of the Budget, Tenant shall notify Landlord how much of the TI Allowance Tenant has elected to receive from Landlord. Such election shall be final and binding on Tenant, and may not thereafter be modified without Landlord’s consent, which may not be unreasonably withheld or delayed. The First Expansion Space TI Allowance shall be disbursed in accordance with this Work Letter. In addition made available to the TI Allowance, Tenant by Landlord shall only to reimburse Tenant up to $0.15 per usable square foot of the Premises for actual costs incurred by Tenant for the preparation cost of Tenant’s First Expansion Space Work (as said term is hereinafter defined). The First Expansion Space TI Allowance under this Section 4 shall be payable to Tenant by Landlord within thirty (30) days after request therefor by Tenant and satisfaction of each of the following conditions: (a) the First Expansion Space Rent Commencement. Date shall have occurred and all of Tenant’s First Expansion Space Work shall have been completed and fully paid for by Tenant, (b) lien waivers and proof of payment of all costs related to Tenant’s interior design firm of a test fit of the Premises. First Expansion Space Work shall have been provided to Landlord, all in form and substance satisfactory to Landlord, (c) Tenant shall have commenced use and occupancy of the First Expansion Space for the Permitted Uses and shall have commenced paying First Expansion Space Basic Rent and other sums and charges hereunder allocable thereto, (d) no right Default of Tenant shall have occurred under the Lease and be continuing, (e) Tenant shall have certified to Landlord that all of Tenant’s First Expansion Space Work has been completed and fully paid for and that there are no disputes or disagreements outstanding with respect thereto, (f) Tenant shall have delivered to Landlord (i) a final set of “as built” plans certified to Landlord as such by Tenant and Tenant’s architect and engineer showing all of the use or benefit Tenant’s First Expansion Space Work and (including ii) all permits related thereto including, without limitation, a final unconditional certificate of occupancy for the First Expansion Space. In no event shall Landlord have any reduction obligation to Base Rent) make payment of any portion of the First Expansion Space TI Allowance with respect to any requests for payment thereof which is not required for the construction of delivered to Landlord within nine (i9) the Tenant Improvements described in the TI Construction Drawings approved pursuant to Section 2(d) or (ii) any Changes pursuant to Section 4; provided, however that any portion months of the First Expansion Space Rent Commencement Date, As used herein, the term “Tenant’s First Expansion Space Work” shall mean the performance of the work necessary to initially prepare the First Expansion Space for Tenant’s occupancy and business operations, including, without limitation, the installation of all demising walls, corridors, kitchens, restrooms, sprinklers, HVAC distribution and control systems, doors, outlets, ceilings, carpeting, walls, wiring, thermostats, electrical controls, cabling, plumbing, life and safety equipment and signs, conference rooms, server rooms, supplemental air conditioning, office cubicles, floor coverings, signs, paintings, furniture and fixtures, telecom and interior partitions and including all architectural and engineering plans and costs related thereto as well as other work performed by Tenant to unify the original Premises with the First Expansion Space. As and to the extent that the cost of Tenant’s First Expansion Space Work is less than the First Expansion Space TI Allowance not required for allocable thereto, Landlord shall be entitled to retain the items listed in subsections (i) or (ii) above, may be used by Tenant for the payment of architectural, engineering same and other consultant fees incurred by Tenant in connection with the Tenant Improvements and other expenses incurred by Tenant for improvements which shall remain in the Premises and will be useable by future tenants following the expiration or earlier termination of the Term of the Lease. Tenant shall have no right to any portion of the TI Allowance that is not disbursed before the last day of the month that is 12 months after the Commencement Dateclaim thereto.

TI Allowance. Landlord shall provide to Tenant a tenant improvement allowance (“"TI Allowance”") of $175.00 100 per rentable square foot of the Premises, or $2,676,100 in the aggregate. Within 5 business days after receipt of notice of Landlord’s approval of the Budget, Tenant shall notify Landlord how much of the TI Allowance Tenant has elected to receive from Landlord. Such election shall be final and binding on Tenant, and may not thereafter be modified without Landlord’s consent, which may not be unreasonably withheld or delayed. The TI Allowance shall be disbursed in accordance with this Work Letter. In addition to If upon the TI Allowance, Landlord shall reimburse Tenant up to $0.15 per usable square foot Substantial Completion of the Premises for actual costs incurred by Tenant for the preparation by Tenant’s interior design firm of a test fit of the Premises. Tenant shall have no right to the use or benefit (including any reduction to Base Rent) of Improvements any portion of the TI Allowance not required remains, Tenant shall thereafter, at any time and from time-to-time during the initial 12 months of the Term, have the right to submit for Landlord's approval, as described in Section 2.2 hereof, TI Design/Engineering Drawings with respect to any additional Tenant Improvements Tenant wishes to have constructed in the Premises. Thereafter the design of such additional Tenant Improvements shall proceed on the schedule, and shall be subject to the approval process, set forth in Section 2 hereof, and such additional Tenant Improvements shall be constructed by Landlord as described herein, provided that Landlord shall be obligated to pursue the construction of (i) the such additional Tenant Improvements described in the TI Construction Drawings approved pursuant with reasonable diligence, but shall not be obligated to Section 2(d) or (ii) Substantially Complete such additional Tenant Improvements by any Changes pursuant fixed date; and provided further, that Landlord shall not have any obligation to Section 4; provided, however that disburse any portion of the TI Allowance not required for more than 12 months after the items listed in subsections (i) or (ii) above, may be used Lease Commencement Date. No failure by Tenant for the payment of architectural, engineering and other consultant fees incurred by Tenant in connection with the Tenant Improvements and other expenses incurred by Tenant for improvements which shall remain in the Premises and will be useable by future tenants following the expiration or earlier termination of the Term of the Lease. Tenant shall have no right to any portion use all of the TI Allowance that is not disbursed before shall result in any adjustment of Rent under the last day of the month that is 12 months after the Commencement DateLease.

TI Allowance. (a) In addition to Landlord’s performance of the Initial Improvement Work, Tenant shall be entitled to receive from Landlord shall provide to Tenant a tenant one (1) time improvement allowance in the amount of up to, but not exceeding, $1,098,981.00 (the “TI Allowance”), to help reimburse Tenant for the costs actually incurred and paid for by Tenant (collectively, the “TI Costs”) during the period from the date of $175.00 per rentable square foot this Lease through the eighteen (18) month anniversary of the PremisesCommencement Date (the “TI Period”) for certain tenant improvement work that Tenant desires to be performed at the Premises (collectively, or $2,676,100 the “TI Work”). The TI Work shall be undertaken by Tenant in accordance with, and subject to, the aggregate. Within 5 business days after receipt applicable provisions of notice of Landlord’s approval Article 7 below, and shall be completed prior to the expiration of the Budget, Tenant TI Period. In no event shall notify Landlord how much be obligated to make disbursements pursuant to this Section 2.05 in a total amount which exceeds the TI Allowance. (b) Landlord shall disburse the portion of the TI Allowance to be used to reimburse Tenant for the TI Costs within thirty (30) days after Landlord has elected received all of the following (collectively, the “TI Work Draw Documents”): (i) a written request for payment in a minimum amount of $25,000.00 from Tenant certifying that the applicable TI Work has been completed; (ii) factually correct invoices for labor and materials rendered in connection with and evidencing the applicable TI Work and the TI Costs and Tenant’s payment thereof; (iii) copies of any permits as required by any relevant governmental authority applicable to receive any TI Work performed; and (iv) final, unconditional executed mechanic’s lien waivers on commercially reasonable forms from Landlordall contractors, subcontractors and other persons or entities performing the applicable TI Work. Such election shall be final and binding on Tenant, and may not thereafter be modified without Landlord’s consent, which may not be unreasonably withheld or delayed. The TI Allowance shall be disbursed in accordance with this Work Letter. In addition Notwithstanding the foregoing to the TI Allowancecontrary, Landlord shall reimburse Tenant up to $0.15 per usable square foot of the Premises for actual costs incurred by Tenant for the preparation by Tenant’s interior design firm of a test fit of the Premises. Tenant shall have no right obligation to the use or benefit (including any reduction to Base Rent) of disburse any portion of the TI Allowance not required with respect to any TI Work that is performed or TI Costs which are incurred or paid for after the construction expiration of (i) the Tenant Improvements described in the TI Construction Drawings approved pursuant to Section 2(dPeriod. All TI Work Draw Documents must be submitted by Tenant, if at all, within thirty (30) or (ii) any Changes pursuant to Section 4; provided, however that any portion days following the expiration of the TI Period. Any such unused amounts of the TI Allowance not required for the items listed in subsections (i) or (ii) above, may be used by Tenant for the payment of architectural, engineering and other consultant fees incurred by Tenant in connection with the Tenant Improvements and other expenses incurred by Tenant for improvements which shall remain in the Premises and will be useable by future tenants following the expiration or earlier termination as of the Term end of the Lease. TI Period billing deadline shall revert to Landlord and Tenant shall have no right to any portion of the TI Allowance that is not disbursed before the last day of the month that is 12 months after the Commencement Datefurther rights with respect thereto.