Common use of Tl Allowance Clause in Contracts

Tl Allowance. Landlord shall make available for the payment of the Tl Costs a tenant improvement allowance (the “Tl Allowance”) of $[ *** ] per rentable square foot of the Premises. Within 5 business days of receipt of the Budget from Landlord, Tenant shall notify Landlord in writing how much of the Tl Allowance Tenant has elected to receive from Landlord (the “Tl Allowance Election”); provided, however that if Tenant does not elect the full amount of the Tl Allowance in the Tl Allowance Election, Tenant may elect to have additional funds, not to exceed any positive amount remaining after subtraction of the amount elected in the Tl Allowance Election from the Tl Allowance, to be made available to pay for the Tenant Improvements as part of the Tl Allowance (if any, the “Subsequent Tl Allowance Election”), upon 10 business days’ prior written notice to Landlord, which prior written notice of any Subsequent Tl Allowance Election shall be given, if at all, within 45 days of the date of Tenant’s initial Tl Allowance Election. The Subsequent Tl Allowance Election and Tl Allowance Election (or if no Subsequent Tl Allowance Election is made within the time period required, the Tl Allowance Election itself) shall be final and binding on Tenant, and may not thereafter be modified without Landlord’s consent, which may be granted or withheld in Landlord’s sole and absolute subjective discretion. The Tl Allowance shall be disbursed in accordance with this Work Letter. In addition to the Tl Allowance and the Additional Tl Allowance (as hereinafter defined), Landlord shall reimburse Tenant for up to $[ *** ] per month, beginning as of November 1, 2017, through December 31, 2018, for the actual, reasonable out-of-pocket costs incurred by Tenant for the management and oversight of the Tenant Improvements by Tenant’s third party project manager (the “PM Allowance”). Landlord shall disburse the PM Allowance to Tenant on a periodic basis, (but no more than once per month) within 30 days after Landlord’s receipt of Tenant’s invoices reflecting such costs along with evidence of payment reasonably acceptable to Landlord. Tenant shall have no right to the use or benefit (including any reduction to or payment of Base Rent) of any portion of the Tl Allowance not required for the construction of (i) the Tenant Improvements described in the Tl Construction Drawings approved pursuant to Section 2(d) or (ii) any approved Changes pursuant to Section 4.

Tl Allowance. (i) Provided Tenant is not in default under this Lease beyond any applicable cure periods (or if Tenant is then in default, upon Tenant’s cure of any such default) and subject to the provisions of this Paragraph 2.3.1, Landlord shall make available for will pay Tenant an improvement allowance of up to Two Million Four Hundred Sixty-Four Thousand Two Hundred Eighty and No/100 Dollars ($2,464,280.00) to contribute toward the payment of the Tl Costs a tenant improvement allowance (the “Tl Allowance”) of $[ *** ] per rentable square foot of the Premises. Within 5 business days of receipt of the Budget from Landlord, Tenant shall notify Landlord in writing how much of the Tl Allowance Tenant has elected to receive from Landlord (the “Tl Allowance Election”); provided, however that if Tenant does not elect the full amount of the Tl Allowance in the Tl Allowance Election, Tenant may elect to have additional funds, not to exceed any positive amount remaining after subtraction of the amount elected in the Tl Allowance Election from the Tl Allowance, to be made available to pay for the Tenant Improvements as part of the Tl Allowance (if any, the “Subsequent Tl Allowance Election”), upon 10 business days’ prior written notice to Landlord, which prior written notice of any Subsequent Tl Allowance Election shall be given, if at all, within 45 days of the date of Tenant’s initial Tl Allowance Election. The Subsequent Tl Allowance Election and Tl Allowance Election (or if no Subsequent Tl Allowance Election is made within the time period required, the Tl Allowance Election itself) shall be final and binding on Tenant, and may not thereafter be modified without Landlord’s consent, which may be granted or withheld in Landlord’s sole and absolute subjective discretion. The Tl Allowance shall be disbursed in accordance with this Work Letter. In addition to the Tl Allowance and the Additional Tl Allowance (as hereinafter defined), Landlord shall reimburse Tenant for up to $[ *** ] per month, beginning as of November 1, 2017, through December 31, 2018, for the actual, reasonable out-of-pocket costs incurred by Tenant for any hard and soft costs associated with the management Tenant Improvements (collectively, the “Costs”), including space planning, construction drawings, permitting and oversight construction costs to construct such Tenant Improvements to the Premises (the “Tl Allowance”), disbursed in a series of disbursements (the “Interim Disbursements”), not more frequently than once per month, to reimburse Tenant for amounts paid by Tenant for the Costs of the Tenant Improvements; provided, however, that Landlord will not be required to disburse more than ninety-five percent (95%) of the Tl Allowance prior to completion of the Tenant Improvements. Interim Disbursements will be made by Landlord based on receipt by Landlord of a written request to reimburse Costs previously paid and shall be paid by Landlord within thirty (30) days after: (A) Tenant has paid for those sums, costs and expenses due for, or purporting to be due for, that portion of work, labor, services, materials, supplies or equipment furnished or claimed to be furnished to or for, or in connection with, the completed portion of the Tenant Improvements, has obtained conditional lien waivers from all contractors and materialmen with contracts for amounts in excess of Twenty Five Thousand Dollars ($25,000.00) (“Major Contractors”), and has provided Landlord with copies of such paid invoices and lien waivers from all Major Contractors; and (B) Tenant has provided Landlord with copies of invoices and/or receipts evidencing the amount to be reimbursed up to the full amount of the relevant Interim Disbursement. (ii) Upon completion by Tenant of all of the Tenant Improvements by in accordance with Tenant’s third party project manager (the “PM Allowance”). Final Plans and all Applicable Laws and all permit requirements and otherwise in compliance with all provisions of Paragraph 6.5, Landlord shall disburse the PM Allowance pay to Tenant on a periodic basis, (but no more than once per month) within 30 days after Landlord’s receipt of Tenant’s invoices reflecting such costs along with evidence of payment reasonably acceptable to Landlord. Tenant shall have no right to the use or benefit (including any reduction to or payment of Base Rent) of any remaining portion of the Tl Allowance not required previously paid to Tenant; such remaining portion of the Tl Allowance shall be paid by Landlord within thirty (30) days after: (A) Tenant has paid for all sums, costs and expenses due for, or purporting to be due for, any work, labor, services, materials, supplies or equipment furnished or claimed to be furnished to or for, or in connection with, the Tenant Improvements, has obtained unconditional lien waivers from all parties providing such work, labor, services, materials, supplies, or equipment, and has provided Landlord with copies of such paid invoices and lien waivers; (B) Tenant has provided Landlord with copies of invoices and/or receipts evidencing the amount to be reimbursed up to the full amount of the remaining portion of the Tl Allowance not previously paid to Tenant; (C) Tenant has provided Landlord with all the following project closeout documentation: (aa) as-built drawings in both AutoCAD and pdf format to include architectural, structural, civil, landscape, HVAC, plumbing, electrical, fire sprinkler, and fire alarm; (bb) operations and maintenance manuals; (cc) any general contractor and subcontractor warranty letters, and (dd) a contractor list with all applicable general contractor and subcontractor names and contact information; and (D) Tenant has opened for business for the construction of (i) Permitted Use in substantially the Tenant Improvements described in the Tl Construction Drawings approved pursuant to Section 2(d) or (ii) any approved Changes pursuant to Section 4entire Premises.

Tl Allowance. Landlord shall make available for the payment of the Tl Costs a tenant improvement allowance (the “Tl Allowance”) of $[ *** ] 190.00 per rentable square foot of the Premises, or $4,060,680.00 in the aggregate. Within 5 business days of receipt of the Budget from Landlord, Tenant shall notify Landlord in writing how much of the Tl Allowance Tenant has elected to receive from Landlord (the “Tl Allowance Election”); provided, however that if Tenant does not elect the full amount of the Tl Allowance in the Tl Allowance Election, Tenant may elect to have additional funds, not to exceed any positive amount remaining after subtraction of the amount elected in the Tl Allowance Election from the Tl Allowance, to be made available to pay for the Tenant Improvements as part of the Tl Allowance (if any, the “Subsequent Tl Allowance Election”’’), upon 10 business days’ prior written notice to Landlord, which prior written notice of any Subsequent Tl Allowance Election shall be given, if at all, within 45 days of the date of Tenant’s initial Tl Allowance Election. The Subsequent Tl Allowance Election and Tl Allowance Election (or if no Subsequent Tl Allowance Election is made within the time period required, the Tl Allowance Election itself) shall be final and binding on Tenant, and may not thereafter be modified without Landlord’s consent, which may be granted or withheld in Landlord’s sole and absolute subjective discretion. The Tl Allowance shall be disbursed in accordance with this Work Letter. In addition to the Tl Allowance and the Additional Tl Allowance (as hereinafter defined), Landlord shall reimburse Tenant for up to $[ *** ] per month, beginning as of November 1, 2017, through December 31, 2018, for the actual, reasonable out-of-pocket costs incurred by Tenant for the management and oversight of the Tenant Improvements by Tenant’s third party project manager (the “PM Allowance”). Landlord shall disburse the PM Allowance to Tenant on a periodic basis, (but no more than once per month) within 30 days after Landlord’s receipt of Tenant’s invoices reflecting such costs along with evidence of payment reasonably acceptable to Landlord. Tenant shall have no right to the use or benefit (including any reduction to or payment of Base Rent) of any portion of the Tl Allowance not required for the construction of (i) the Tenant Improvements described in the Tl Construction Drawings approved pursuant to Section 2(d) or (ii) any approved Changes pursuant to Section 4.

Tl Allowance. Landlord shall make available for the payment of the Tl Costs a tenant improvement allowance (the “Tl Allowance”) of $[ *** ] per rentable square foot of the Premises. Within 5 business days of receipt of the Budget from Landlord, Tenant shall notify Landlord in writing how much of the Tl Allowance Tenant has elected to receive from Landlord (the “Tl Allowance Election”); provided, however that if Tenant does not elect the full amount of the Tl Allowance in the Tl Allowance Election, Tenant may elect to have additional funds, not to exceed any positive amount remaining after subtraction of the amount elected in the Tl Allowance Election from the Tl Allowance, to be made available to pay for the Tenant Improvements as part of the Tl Allowance (if any, the “Subsequent Tl Allowance Election”), upon 10 business days’ prior written notice to Landlord, which prior written notice of any Subsequent Tl Allowance Election shall be given, if at all, within 45 days of the date of Tenant’s initial Tl Allowance Election. The Subsequent Tl Allowance Election and Tl Allowance Election (or if no Subsequent Tl Allowance Election is made within the time period required, the Tl Allowance Election itself) shall be final and binding on Tenant, and may not thereafter be modified without Landlord’s consent, which may be granted or withheld in Landlord’s sole and absolute subjective discretion. The Tl Allowance shall be disbursed in accordance with this Work Letter. In addition to the Tl Allowance and the Additional Tl Allowance (as hereinafter defined), Landlord shall reimburse Tenant for up to $[ ***Confidential Treatment Requested*** ] per month, beginning as of November 1, 2017, through December 31, 2018, for ***Text Omitted and Filed Separately with the actual, reasonable out-of-pocket costs incurred by Tenant for the management Securities and oversight of the Tenant Improvements by Tenant’s third party project manager (the “PM Allowance”). Landlord shall disburse the PM Allowance to Tenant on a periodic basis, (but no more than once per month) within 30 days after Landlord’s receipt of Tenant’s invoices reflecting such costs along with evidence of payment reasonably acceptable to Landlord. Tenant shall have no right to the use or benefit (including any reduction to or payment of Base Rent) of any portion of the Tl Allowance not required for the construction of (i) the Tenant Improvements described in the Tl Construction Drawings approved pursuant to Section 2(d) or (ii) any approved Changes pursuant to Section 4.Exchange Commission Confidential Treatment Requested Under

Tl Allowance. Landlord shall make available for the payment of the Tl Costs a tenant improvement allowance (the “Tl Allowance”) of $[ *** ] 200.00 per rentable square foot of the Premises. Within 5 business days of receipt of the Budget from Landlord, Tenant shall notify Landlord in writing how much of the Tl Allowance Tenant has elected to receive from Landlord (the “Tl Allowance Election”); provided, however that if Tenant does not elect the full amount of the Tl Allowance in the Tl Allowance Election, Tenant may elect to have additional funds, not to exceed any positive amount remaining after subtraction of the amount elected in the Tl Allowance Election from the Tl Allowance, to be made available to pay for the Tenant Improvements as part of the Tl Allowance (if any, the “Subsequent Tl Allowance Election”), upon 10 business days’ prior written notice to Landlord, which prior written notice of any Subsequent Tl Allowance Election shall be given, if at all, within 45 days of the date of Tenant’s initial Tl Allowance Election. The Subsequent Tl Allowance Election and Tl Allowance Election (or if no Subsequent Tl Allowance Election is made within the time period required, the Tl Allowance Election itself) shall be final and binding on Tenant, and may not thereafter be modified without Landlord’s consent, which may be granted or withheld in Landlord’s sole and absolute subjective discretion. The Tl Allowance shall be disbursed in accordance with this Work Letter. In addition to the Tl Allowance and the Additional Tl Allowance (as hereinafter defined), Landlord shall reimburse Tenant for up to $[ *** ] per month, beginning as of November 1, 2017, through December 31, 2018, for the actual, reasonable out-of-pocket costs incurred by Tenant for the management and oversight of the Tenant Improvements by Tenant’s third party project manager (the “PM Allowance”). Landlord shall disburse the PM Allowance to Tenant on a periodic basis, (but no more than once per month) within 30 days after Landlord’s receipt of Tenant’s invoices reflecting such costs along with evidence of payment reasonably acceptable to Landlord. Tenant shall have no right to the use or benefit (including any reduction to or payment of Base Rent) of any portion of the Tl Allowance not required for the construction of (i) the Tenant Improvements described in the Tl Construction Drawings approved pursuant to Section 2(d) or (ii) any approved Changes pursuant to Section 4.