Common use of Allowance Clause in Contracts

Allowance. The Allowance may be used only for the hard costs and Eligible Soft Costs (as hereinafter defined) of construction of Tenant’s Work pursuant to the approved plans and specifications. “Eligible Soft Costs” shall be deemed to be costs and expenses incurred by Tenant which are directly and primarily related to Tenant’s Work and which relate solely to the work of any architect, space planner, engineer, or similar construction professional or which are direct payments made to applicable authorities for permitting and license fees; provided, however, that in no event shall the Eligible Soft Costs exceed fifteen percent (15%) of the total Allowance or be used for services provided in connection with the negotiation of the Lease. For the avoidance of doubt, Eligible Soft Costs shall expressly exclude any financing costs, attorneys’ fees, or other costs and expenses not expressly permitted hereunder. In no event will the Allowance be used to pay for moving or storage expenses or furniture, racking, equipment, cabling, telephone systems or any other item of personal property which is not intended to be permanently affixed to the Remaining Premises and Suite 4200 Expansion Premises. Payment of the Allowance shall be made by Landlord to Tenant within thirty (30) days following the last to occur of: (i) completion of Tenant’s Work, (ii) Landlord’s receipt of Tenant’s invoice substantiating the costs related thereto, (iii) Landlord’s receipt of final lien waivers from all contractors and subcontractors who performed Tenant’s Work, and (iv) Landlord’s receipt of a copy of the final permit approved by the applicable governing authority for any work which requires the same. Landlord shall be under no obligation to pay for any of Tenant’s Work in excess of the Allowance. Further, the Allowance shall only be available for Tenant’s use for work performed and submitted to Landlord for reimbursement in accordance with the terms of this subsection (d) on or before December 31, 2017 at which time Tenant hereby waives any and all rights to any unused portion of the Allowance.

Allowance. The Allowance may be used only Upon and subject to the terms and conditions of this Section 7, Sublandlord shall reimburse Subtenant for the hard costs and Eligible Soft Costs of completing the laboratory build out in the current warm shell laboratory space in the Subleased Premises (as hereinafter defined) of construction of Tenant’s Work pursuant to the approved plans and specifications. “Eligible Soft Costs” shall be deemed to be costs and expenses incurred by Tenant which are directly and primarily related to Tenant’s Work and which relate solely to the work of any architect, space planner, engineer, or similar construction professional or which are direct payments made to applicable authorities for permitting and license feesSublease Alterations”); provided, however, that Sublandlord’s obligation to reimburse Subtenant for the Sublease Alterations shall be limited to the lesser of (A) actual construction costs incurred by third parties on behalf of Subtenant in no event shall the Eligible Soft Costs exceed fifteen percent (15%) its construction of the total Sublease Alterations; and (B) an amount up to, but not exceeding, $250,000.00 (the “Allowance”). Sublandlord shall pay the Allowance or be used for to Subtenant within thirty (30) days after Sublandlord’s receipt of Subtenant’s written request (the “Disbursement Request”) therefor accompanied by partial, conditional lien waivers and copies of invoices from third parties providing services provided in connection with the negotiation as part of the Lease. For Sublease Alterations using AIA G701/702/703 documents, disbursed in the avoidance of doubt, Eligible Soft Costs shall expressly exclude any financing costs, attorneys’ fees, or other costs and expenses not expressly permitted hereunder. In no event will the Allowance be used to pay for moving or storage expenses or furniture, racking, equipment, cabling, telephone systems or any other item of personal property which is not intended to be permanently affixed to the Remaining Premises and Suite 4200 Expansion Premises. Payment following increments: (a) 20% of the Allowance shall be made by Landlord to Tenant within no earlier than thirty (30) days following the last Sublease Rent Commencement Date to occur ofthe extent of paid invoices submitted. (b) 20% of the Allowance no earlier than sixty (60) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. (c) 20% of the Allowance no earlier than ninety (90) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. (d) 25% of the Allowance no earlier than one hundred and twenty (120) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. Each Disbursement Request shall be signed by Subtenant. Sublandlord shall have no obligation to disburse any portion of the Allowance if there is a monetary Event of Default or a material, non-monetary Event of Default outstanding under the Sublease until such Event of Default is cured. Each Disbursement Request pursuant to this Section 7 must be accompanied by copies of paid invoices as evidenced by unconditional progress waivers from contractors and subcontractors. Notwithstanding the foregoing, the final disbursement of the remaining 15% of the Allowance shall be disbursed within thirty (30) days after Subtenant’s written request therefor once Subtenant has substantially completed all of the Sublease Alterations in accordance with the approved plans and specifications, all building permits issued in connection with the Sublease Alterations, all applicable laws and the terms and provisions of this Section 7. Such final Disbursement Request shall be accompanied by: (i) completion of Tenant’s Work, third-party invoices for costs incurred by Subtenant in constructing the Sublease Alterations; (ii) Landlord’s receipt of Tenant’s invoice substantiating evidence that Subtenant has paid the costs related thereto, invoices for such costs; (iii) Landlord’s receipt of final final, unconditional lien waivers and mechanics’ lien releases from any contractor or subcontractor who has constructed any portion of Sublease Alterations or any materialman who has supplied materials used or incorporated into any portion of the Sublease Alterations (if applicable), all contractors such waivers and subcontractors who performed Tenant’s Work, releases to be in the forms prescribed by California Civil Code Section 3262; and (iv) Landlord’s receipt of a copy of the final permit approved by certificate of occupancy for the applicable governing authority Subleased Premises. All bills for any work which requires the sameSublease Alterations must be submitted to Sublandlord within six (6) months after the Sublease Rent Commencement Date, and Sublandlord will make no further payments related to the Sublease Alterations after such six (6)-month period. Landlord shall be under no obligation to pay for any Any unfunded portion of Tenant’s Work in excess of the Allowance. Further, the Allowance shall only be available for Tenant’s use for work performed and submitted to Landlord for reimbursement in accordance with the terms of this subsection (d) on or before December 31, 2017 at which time Tenant hereby waives any and all rights to any unused portion of the Allowancedeemed forfeited.

Allowance. The Allowance may be used only (a) Landlord shall contribute to the costs and expenses of all costs for the hard planning, design, permitting, construction and construction management of the Tenant Improvements, in an amount not to exceed Allowance. If the final costs and Eligible Soft Costs (as hereinafter defined) of construction of for Tenant’s Work pursuant to the approved plans and specifications. “Eligible Soft Costs” exceed Allowance, those Excess Costs shall be deemed paid by Tenant. Provided this Lease is in full force and effect and Tenant is not in default hereunder beyond any applicable notice and cure period, Landlord shall pay the Allowance to Tenant consistent with the terms and conditions of this Section. (b) The Allowance shall be costs and expenses incurred by payable to Tenant which are directly and primarily related to upon written requisition (“Draw Request”) in installments as the Tenant’s Work and which relate solely to the work of any architectprogresses, space planner, engineer, or similar construction professional or which are direct payments made to applicable authorities for permitting and license fees; provided, however, that but in no event shall the Eligible Soft Costs exceed fifteen more frequently than on one (1) occasion during any thirty (30) day period. Landlord may withhold ten percent (1510%) of the total Allowance or be used for services provided in connection with (on each Draw Request) until such time as Landlord has received the negotiation final Draw Request. The amount of the Lease. For the avoidance of doubt, Eligible Soft Costs shall expressly exclude any financing costs, attorneys’ fees, or other costs and expenses not expressly permitted hereunder. In no event will the Allowance be used to pay for moving or storage expenses or furniture, racking, equipment, cabling, telephone systems or any other item of personal property which is not intended to be permanently affixed to the Remaining Premises and Suite 4200 Expansion Premises. Payment each installment of the Allowance payable pursuant to any such Draw Request shall be an amount equal to the actual costs paid by Tenant for completed portions of the Tenant’s Work referenced in such Draw Request (as evidenced by the paid invoices delivered to Landlord in accordance with the next sentence), less the applicable retainage. Prior to the release of any such installment, Tenant shall deliver to Landlord such Draw Request which shall be accompanied by (i) paid invoices for the Tenant’s Work performed since the last disbursement subject to customary retentions; (ii) a certificate signed by the Architect or Tenant’s Representative certifying that the Tenant’s Work represented by the aforesaid invoices has been satisfactorily completed in accordance with the Drawings; and (iii) partial lien waivers by the general contractor and all Major Subcontractors for work covered by the prior disbursement. Upon Landlord’s receipt and approval of the Draw Request, Landlord shall disburse the Allowance less the allocable portion of the Construction Management Fee. Payment by Landlord shall be made by Landlord to Tenant within thirty (30) days following days, unless Landlord notifies Tenant, in writing, of its rejection (and the last reasons therefor) of any or all of the Draw Request. To the extent Landlord does not so reject any portion of said Draw Request, Landlord shall timely pay such acceptable portion of the Draw Request. (c) Following the Substantial Completion Date (as defined below), Tenant shall submit to occur of: Landlord Tenant’s 42 final Draw Request which shall include (i) completion “as built” drawings showing all of Tenant’s Work, (ii) Landlord’s receipt a detailed breakdown of Tenant’s invoice substantiating the costs related theretofinal and total construction costs, together with receipted invoices showing payment thereof, (iii) Landlord’s receipt of final lien waivers a certified, written statement from the Architect that all contractors and subcontractors who performed Tenant’s Work, and (iv) Landlord’s receipt of a copy of the final permit approved by the applicable governing authority for any work which requires the same. Landlord shall be under no obligation to pay for any of Tenant’s Work in excess of the Allowance. Further, the Allowance shall only be available for Tenant’s use for work performed and submitted to Landlord for reimbursement has been completed in accordance with the terms Drawings, (iv) supporting final lien waivers, and releases executed by the General Contractor, and the Major Subcontractors, and (v) a copy of this subsection a certificate of occupancy or temporary certificate of occupancy required with respect to the Premises, if applicable, together with all licenses, certificates, permits and other government authorizations necessary in connection with Tenant’s Work. Upon Landlord’s receipt and approval of the final Draw Request, Landlord shall disburse the Allowance less the Construction Management Fee. Payment of the final Draw Request by Landlord shall be made within thirty (d30) on days, unless Landlord notifies Tenant, in writing, of its rejection (and the reasons therefor) of any or before December 31all of the final Draw Request. To the extent Landlord does not so reject any portion of said Draw Request, 2017 at which time Tenant hereby waives any and all rights to any unused Landlord shall timely pay such acceptable portion of the Allowancefinal Draw Request.

Allowance. The Allowance may be used only for the hard costs and Eligible Soft Costs (as hereinafter defineda) of construction of Tenant’s Work pursuant to the approved plans and specifications. “Eligible Soft Costs” shall be deemed to be costs and expenses incurred Provided this Lease has been executed by Tenant which are directly and primarily related to Tenant’s Work and which relate solely to the work of any architect, space planner, engineer, or similar construction professional or which are direct payments made to applicable authorities for permitting and license fees; provided, however, that in no event shall the Eligible Soft Costs exceed fifteen percent (15%) each of the total Allowance or be used for services provided parties, Landlord agrees to provide Tenant with the following leasehold improvement allowance (plus applicable taxes), as follows: i. in connection with the negotiation Ground Floor Premises, an amount equal to Fifteen Dollars ($15.00) per square foot of the Lease. For the avoidance of doubt, Eligible Soft Costs shall expressly exclude any financing costs, attorneys’ fees, or other costs and expenses not expressly permitted hereunder. In no event will the Allowance be used to pay for moving or storage expenses or furniture, racking, equipment, cabling, telephone systems or any other item of personal property which is not intended to be permanently affixed to the Remaining Premises and Suite 4200 Expansion Premises. Payment Gross Rentable Area of the Ground Floor Premises (‘Ground Floor Premises Allowance”); and ii. in connection with the 18th Floor Premises, an amount equal to Five Dollars ($5.00) per square foot of the Gross Rentable Area of the 18th Floor Premises (“18th Floor Premises Allowance”); (the Ground Floor Premises Allowance and the 18th Floor Premises Allowance being hereinafter collectively referred to as the “Allowance”). (b) The Allowance as set out above shall be made paid by Landlord to Tenant within thirty (30) days following the last to occur later of: (i) completion : i. execution of this Lease; and ii. Tenant providing Landlord with both: 1. receipted invoices for the performance of all of Tenant’s Work, (ii) Landlord’s receipt ; 2. certification by Tenant or a senior officer of Tenant and by each of Tenant’s invoice substantiating the costs related thereto, (iii) Landlord’s receipt of final lien waivers from all contractors and subcontractors who performed Tenant’s Work, and (iv) Landlord’s receipt of or a copy of the final permit approved by the applicable governing authority for any work which requires the same. Landlord shall be under no obligation to pay for any of senior officer thereof that Tenant’s Work has been completed, the date of such completion and that all accounts relating to Tenant’s Work have been paid in excess of full and that no lien has or may be claimed with respect thereto and that all construction lien periods have expired. (c) Provided Tenant is not in default, Landlord shall pay to Tenant from the AllowanceAllowance the amount required to reimburse Tenant for the amounts paid as evidenced by the invoices provided in subsection 18.11(b)(ii)(2) above. Further, Landlord agrees that if the amount of the Allowance shall only be available for exceeds the amount so paid by Landlord to Tenant’s use for work performed and submitted to Landlord for reimbursement in accordance with the terms of this subsection (d) on or before December 31, 2017 at which time Tenant hereby waives any and all rights to any unused portion amounts shall be credited to the account of Tenant and applied toward the Allowancefirst Rent due under this Lease.

Allowance. The Allowance may be used only for Landlord shall make a contribution (the hard costs and Eligible Soft Costs (as hereinafter defined“Allowance”) of construction towards the cost of Tenant’s Work pursuant to (including, without limitation, the approved plans costs of construction, permits and specifications. “Eligible Soft Costs” shall be deemed to be inspections, design drawings, architectural drawings, mechanical, electrical and plumbing drawings and other miscellaneous items including cabling, telephone, furnishings and signage) and toward moving costs and expenses incurred by Tenant which are directly any other architectural and primarily engineering fees and any other project management fees and fees of other related to Tenant’s Work and which relate solely to the work of any architectproject consultants, space planner, engineer, or similar construction professional or which are direct payments made to applicable authorities for permitting and license fees; provided, however, that in no event shall the Eligible Soft Costs exceed fifteen percent (15%) of the total Allowance or be used for services provided all in connection with such Tenant’s Work, in the negotiation amount of $2,499,716.00 (i.e., being $38.00 per square foot of rentable area of the Lease. For Demised Premises), on the avoidance of doubt, Eligible Soft Costs terms and conditions hereinafter set forth: (a) Landlord shall expressly exclude any financing costs, attorneys’ fees, or other costs and expenses not expressly permitted hereunder. In no event will disburse the Allowance be used proceeds from time to pay time, upon Tenant’s request for moving or storage expenses or furniture, racking, equipment, cabling, telephone systems or any other item of personal property payment from time to time (which is not intended to be permanently affixed to the Remaining Premises and Suite 4200 Expansion Premises. Payment of the Allowance first request shall be made by Landlord to Tenant within no earlier than thirty (30) days following the last to occur of: Turnover Date and which requests shall be made no more than once in any calendar month) and certification that the Tenant’s Work for which payment is requested, has been performed and that the amounts for which payment is requested are due and owing, which disbursement shall be made (i) completion to Tenant (or, at Landlord’s option, by check payable jointly to Tenant and to Tenant’s materialmen and contractors) within thirty (30) days after presentation by Tenant to Landlord of request for payment and appropriate and complete owner’s sworn statements, contractor’s affidavits and waivers of lien showing that the work covered thereby has been performed in the Demised Premises and (ii) to Tenant (or, at Landlord’s option, by check payable jointly to Tenant and to Tenant’s other suppliers) for such other items which are the basis of such request within thirty (30) days after receiving bills of such suppliers and, to the extent their work is lienable, upon presentation of statements, affidavits and waivers as described in (i) above. (b) Landlord has no obligation to disburse any portion of the Allowance if Tenant is in default under this Lease (provided that if Tenant cures such default within applicable cure periods, then Tenant shall again be entitled to such disbursement). Disbursement of any portion of the Allowance shall not be deemed a waiver of Tenant’s Work, (ii) Landlord’s receipt of Tenant’s invoice substantiating obligation to comply with such provisions. Tenant shall be responsible for the costs related thereto, (iii) Landlord’s receipt of final lien waivers from all contractors appropriateness and subcontractors who performed Tenant’s Work, and (iv) Landlord’s receipt of a copy completeness of the final permit approved by the applicable governing authority contractors’ affidavits and waivers of lien and approval of any of such work; Landlord shall have no responsibility for any work which requires of the same. Landlord shall be under no obligation to pay for any foregoing. (c) In the event that the cost of Tenant’s Work and such other items for which the Allowance may be applied should for any reason be less than the full amount of the Allowance, Tenant shall be entitled to receive such difference either in cash (within thirty (30) days after notice from Tenant) or as a credit against Fixed Rent for the Demised Premises next coming due under this Lease (with such choice being made at Landlord’s sole election); provided that Tenant shall not be so entitled to any portion of such difference exceeding twenty percent (20%) of the stated amount of the Allowance hereunder. In the event Landlord reasonably determines, at any time, that the cost of Tenant’s Work and such other items for which the Allowance may be applied will be in excess of the Allowance. Further, amount of the Allowance shall only be available for Tenant’s use for work performed and submitted to Landlord for reimbursement in accordance with the terms of this subsection (d) on or before December 31, 2017 at which time Tenant hereby waives any and all rights to any unused then undisbursed portion of the Allowance, then Tenant shall be solely responsible for payment of such excess, and Tenant, at Landlord’s option, shall pay all such excess amounts before Landlord is obligated to disburse any further portion of the Allowance, and such requirement of Tenant shall be an express condition for Landlord’s obligation to disburse any further portion of the Allowance. For purpose of the foregoing, the estimated cost of Tenant’s Work and other items for which the Allowance may be applied shall be determined by Landlord based on certified cost statements delivered by Tenant to Landlord from time to time, and, in any event, delivered by Tenant to Landlord promptly upon Landlord’s request therefor. (d) Tenant shall be required to apply at least $1,249,858.00 of the overall Allowance (i.e., being $19.00 per square foot of rentable area of the Demised Premises) toward so-called “hard construction costs” relative to the Tenant’s Work (the “Hard Cost Allocation”), and as a consequence, in no event shall Tenant be entitled to apply more than $1,249,858.00 of the overall Allowance (i.e., being $19.00 per square foot of rentable area of the Demised Premises) (the “Soft Cost Allocation”) towards the cost of telephone and data cabling, moving expenses, signage, furniture, fees of architects, engineers, project managers and other project consultants, and other so-called “soft” costs, as well as towards any credit against Fixed Rent as provided in Section 25.2(c) above (which credit against Fixed Rent shall be subject to such further limitations, in addition to being required to be taken from the Soft Cost Allocation, as set forth in said Section 25.2(c) above). Without limitation of the foregoing, it is hereby confirmed that the direct costs payable to Tenant’s contractor(s) associated with the acquisition/installation of affixed fire suppression systems and/or raised flooring within the data center portion of the Demised Premises shall be deemed “hard construction costs” for purposes hereof.

Allowance. 4.1 Landlord will pay the cost of the Tenant Work completed in accordance with the Final Working Drawings calculated on the basis of $27.50 per rentable square foot of the Premises (the "Allowance "). Landlord shall make progress payments on a monthly basis as portions of the Tenant Work are completed in accordance with Section 4.1. Tenant Work Costs in excess of the Finish Allowance ("Excess Costs ") will be at Tenant's sole cost and expense. 4.2 The Allowance may is to be used only expended solely for the hard costs benefit of Landlord; that is, the Allowance will be expended only to pay for design, engineering, installation, and Eligible Soft Costs (as hereinafter defined) of construction of Tenant’s the Tenant Work pursuant which under the Lease becomes the property of Landlord upon installation and not for movable furniture, equipment, and trade fixtures not physically attached to the approved plans and specifications. “Eligible Soft Costs” shall be deemed to be costs and expenses incurred by Tenant which are directly and primarily related to Tenant’s Work and which relate solely to the work of any architect, space planner, engineer, or similar construction professional or which are direct payments made to applicable authorities for permitting and license feesPremises; provided, however, that in no event Tenant shall have the Eligible Soft Costs exceed fifteen percent (15%) right to use up to $5.00 per rentable square foot of the total Allowance or be used for services provided in connection with the negotiation of the Lease. For the avoidance of doubt, Eligible Soft Costs shall expressly exclude any financing cabling and wiring costs, attorneys’ feesmove related expenses, or other and Tenants fixtures and furniture. Any of Landlord's costs and expenses not expressly permitted hereunder. In no event will the Allowance be used payable to pay for moving or storage expenses or furnitureLandlord, racking, equipment, cabling, telephone systems or any other item of personal property which is not intended required to be permanently affixed to the Remaining Premises and Suite 4200 Expansion Premises. Payment of the Allowance shall paid by Tenant under this Work Letter will also be made by Landlord to Tenant within thirty (30) days following the last to occur of: (i) completion of Tenant’s Work, (ii) Landlord’s receipt of Tenant’s invoice substantiating the costs related thereto, (iii) Landlord’s receipt of final lien waivers from all contractors and subcontractors who performed Tenant’s Work, and (iv) Landlord’s receipt of a copy of the final permit approved by the applicable governing authority for any work which requires the same. Landlord shall be under no obligation to pay for any of Tenant’s Work in excess paid out of the Allowance. FurtherPrior to Tenant commencing construction of the Tenant Work, Tenant shall provide Landlord with notice of the total estimated cost of all Tenant Work. As design, engineering, and construction work is completed and Tenant receives invoices therefor, Tenant will submit requests for payment to Landlord not more frequently than monthly, along with appropriate lien waivers (substantially in the forms attached hereto as Exhibit 3) and such other documentation as Landlord requires. On a monthly basis following receipt of such documentation (with such payment being made by the 30th of the month if all required documentation is received by Landlord by the 5th of such month), Landlord will pay the amounts requested by delivery to Tenant of Landlord's check(s) payable to Tenant or, at Tenant's option, payable to Tenant and Tenant's Contractors jointly. Unless otherwise agreed by Landlord and Tenant in writing and subject to delays beyond Tenant's reasonable control, if any portion of the costs to be reimbursed by the Allowance has not been requested by Tenant or will be requested for Tenant Work that is ongoing as of September 1, 2001 such amounts shall only be available forfeited by Tenant. 4.3 Landlord shall, during completion of the Tenant Work and immediately thereafter, reasonably cooperate in the balancing of the Building HVAC system serving the Premises. Landlord shall pay for Tenant’s use costs of balancing the Building Improvements portions of the HVAC system and Tenant shall pay for work performed balancing the portions of the system within the Premises. 4.4 Subject to the mutual waiver in Section 18.6 of the Lease, Tenant will indemnify, defend and submitted to Landlord for reimbursement hold harmless Landlord, Building Manager, and Landlord's Contractors from and against liability, costs or expenses in accordance with the terms of this subsection (d) on or before December 31, 2017 at which time Tenant hereby waives any and all rights to any unused portion of the Allowance.Section 16.1

Allowance. The Landlord shall, subject to the terms of the Work Letter, make available to Tenant the Allowance (as defined in the Work Letter). Commencing on the Commencement Date and continuing thereafter on the first day of each month during the Base Term, Tenant shall pay the amount necessary to fully amortize the portion of the Allowance actually funded by Landlord, if any, in equal monthly payments with interest at a rate of 7% per annum over the Base Term, which interest shall begin to accrue on the later of the Commencement Date and the date that Landlord first disburses such Allowance or any portion(s) thereof (“TI Rent”). Tenant acknowledges that because a portion of the Allowance may be used only for disbursed following the hard costs Commencement Date, the TI Rent payable pursuant to this Section 4(b) may be adjusted following any such disbursement. Any TI Rent remaining unpaid as of the expiration or earlier termination of this Lease resulting from a Default by Tenant under this Lease shall be paid to Landlord in a lump sum at the expiration or earlier termination of this Lease. TI Rent shall not be subject to annual adjustments pursuant to Section 4(a). Notwithstanding anything to the contrary contained herein, to the extent that, following the completion and Eligible Soft payment in full of the TI Costs (as hereinafter defineddefined in the Work Letter) of construction of Tenant’s under the Work pursuant to the approved plans and specifications. “Eligible Soft Costs” shall be deemed to be costs and expenses incurred by Tenant which are directly and primarily related to Tenant’s Work and which relate solely to the work of Letter, any architect, space planner, engineer, or similar construction professional or which are direct payments made to applicable authorities for permitting and license fees; provided, however, that in no event shall the Eligible Soft Costs exceed fifteen percent (15%) of the total Allowance or be used for services provided in connection with the negotiation of the Lease. For the avoidance of doubt, Eligible Soft Costs shall expressly exclude any financing costs, attorneys’ fees, or other costs and expenses not expressly permitted hereunder. In no event will the Allowance be used to pay for moving or storage expenses or furniture, racking, equipment, cabling, telephone systems or any other item of personal property which is not intended to be permanently affixed to the Remaining Premises and Suite 4200 Expansion Premises. Payment of the Allowance shall be made by Landlord to Tenant within thirty (30) days following the last to occur of: (i) completion of Tenant’s Work, (ii) Landlord’s receipt of Tenant’s invoice substantiating the costs related thereto, (iii) Landlord’s receipt of final lien waivers from all contractors and subcontractors who performed Tenant’s Work, and (iv) Landlord’s receipt of a copy of the final permit approved by the applicable governing authority for any work which requires the same. Landlord shall be under no obligation to pay for any of Tenant’s Work in excess of the Allowance. Further, the Allowance shall only be available for Tenant’s use for work performed and submitted to Landlord for reimbursement in accordance with the terms of this subsection (d) on or before December 31, 2017 at which time Tenant hereby waives any and all rights to any unused portion of the AllowanceAdditional Amount (as defined in the Work Letter) remains unapplied toward TI Costs (“Remaining Additional Amount”), then the monthly Base Rent payable by Tenant pursuant to this Lease shall be reduced by an amount equal to fully amortize the such Remaining Additional Amount in equal monthly payments with interest at a rate of 7% per annum over the Base Term. For example, if, following the completion and payment in full of the TI Costs under the Work Letter, the Remaining Additional Amount is $100,000, then Base Rent shall be reduced by $1,355.47 per month.

Allowance. The Allowance may Landlord shall provide Tenant with a tenant improvement allowance in an amount not greater than Nine Hundred Twenty-Two Thousand Two Hundred Twenty-Two and 00/100 Dollars ($922,222.00) (the “Allowance”) to be used only for applied to the hard costs and Eligible Soft Costs cost to perform Landlord’s Work. A four percent (as hereinafter defined4%) construction project management fee based upon the total cost of construction of TenantLandlord’s Work pursuant to the approved plans and specifications. “Eligible Soft Costs” shall be deemed paid to be costs and expenses incurred by Tenant which are directly and primarily related to TenantLandlord out of the Allowance. Landlord shall pay the aggregate cost of Landlord’s Work up to an amount not to exceed the Allowance and which relate solely to Tenant shall pay the work of any architect, space planner, engineer, or similar construction professional or which are direct payments made to applicable authorities for permitting and license fees; provided, however, that in no event shall the Eligible Soft Costs exceed fifteen percent (15%) excess of the total Allowance or be used for services provided in connection with the negotiation aggregate cost of the Lease. For the avoidance of doubt, Eligible Soft Costs shall expressly exclude any financing costs, attorneys’ fees, or other costs and expenses not expressly permitted hereunder. In no event will Landlord’s Work over the Allowance (the “Excess”). If Landlord estimates at any time or from time to time that there will be used to pay for moving or storage expenses or furniturean Excess, racking, equipment, cabling, telephone systems or any other item Landlord shall notify Tenant in writing of personal property which is not intended to be permanently affixed to the Remaining Premises and Suite 4200 Expansion Premises. Payment Landlord’s good faith estimate of the Allowance amount thereof, which estimate shall be made itemized in reasonable detail. Tenant shall pay Landlord’s good faith estimate of the Excess billed by Landlord to Tenant within thirty (30) days following the last to occur of: (i) completion of Tenant’s Work, (ii) after it receives Landlord’s receipt of Tenant’s invoice substantiating b▇▇▇ therefor. In the costs related thereto, (iii) Landlord’s receipt of final lien waivers from all contractors and subcontractors who performed Tenant’s Work, and (iv) Landlord’s receipt of a copy event Tenant fails to timely pay any such good faith estimate of the final permit approved by the applicable governing authority for any work which requires the same. Excess, such failure shall be deemed a Tenant Delay and Landlord shall be under no obligation entitled to pay for any suspend the performance of TenantLandlord’s Work in excess until such time as such payment is received by Landlord. If the aggregate total cost of Landlord’s Work performed pursuant to this Work Letter is less than the Allowance. Further, the Allowance shall only be available for Tenant’s then Tenant may use for work performed and submitted to Landlord for reimbursement in accordance with the terms of this subsection (d) on or before December 31, 2017 at which time Tenant hereby waives any and all rights to any unused portion of the AllowanceAllowance toward Tenant’s moving expenses from its existing location to the Premises and toward the cost of Tenant’s furniture, fixtures and equipment to be utilized by Tenant at the Premises and Tenant may use up to $40,448.33 of any unused portion of the Allowance toward the next installment of Base Rent due hereunder. Any other remaining portion of the Allowance shall be retained by Landlord.

Allowance. The Landlord shall, subject to the terms of the Work Letter, make available to Tenant the Allowance (as defined in the Work Letter). Commencing on the Suite 1 Commencement Date and continuing thereafter on the first day of each month during the Base Term, Tenant shall pay the amount necessary to fully amortize the portion of the Allowance actually funded by Landlord, if 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 Allowance or any portion(s) thereof (“TI Rent”). Tenant acknowledges that because a portion of the Allowance may be used only disbursed following the Commencement Date, the TI Rent payable pursuant to this Section 4(b) may be adjusted following any such disbursement. Any TI Rent remaining unpaid as of the expiration or earlier termination of this Lease resulting from a Default by Tenant under this Lease shall be paid to Landlord in a lump sum at the expiration or earlier termination of this Lease. TI Rent payable pursuant to this Section 4(b), if any, shall in no event be subject to annual adjustments pursuant to Section 4(a). In lieu of electing any use any portion of the Allowance for the hard costs and Eligible Soft Excess TI Costs (as hereinafter defineddefined in the Work Letter), Tenant may elect by delivery of written notice to Landlord prior to April 1, 2021, to reduce the amount of abated Base Rent available to Tenant with respect to ▇▇▇▇▇ ▇, ▇▇▇▇▇ ▇ and/or Suites 2-4 (“Abatement Reduction”) of construction of Tenant’s Work pursuant and apply an amount equal to the approved plans and specifications. “Eligible Soft Costs” shall be deemed such Abatement Reduction to be costs and expenses pay for Excess TI Costs incurred by Tenant which are directly and primarily related to Tenant’s Work and which relate solely to the work of any architect, space planner, engineer, or similar construction professional or which are direct payments made to applicable authorities for permitting and license fees; provided, however, that in no event shall the Eligible Soft Costs exceed fifteen percent (15%) of the total Allowance or be used for services provided in connection with the negotiation of under the Lease. For the avoidance The total amount of doubt, Eligible Soft Costs shall expressly exclude any financing costs, attorneys’ fees, or other costs and expenses not expressly permitted hereunder. In no event will the Allowance be used to pay for moving or storage expenses or furniture, racking, equipment, cabling, telephone systems or any other item of personal property which is not intended to be permanently affixed to the Remaining Premises and Suite 4200 Expansion Premises. Payment of the Allowance shall be made by Landlord to Tenant within thirty (30) days following the last to occur of: abated Base Rent contemplated in Section 2 above (i) completion of Tenant’s Workwith respect to Suite 1 during the Suite 1 Abatement Period is equal to $133,705.00 (“Suite 1 Abatement Amount”), (ii) Landlord’s receipt of Tenant’s invoice substantiating with respect to Suite 5 during the costs related thereto, Suite 5 Abatement Period is equal to $103,628.00 (iii) Landlord’s receipt of final lien waivers from all contractors and subcontractors who performed Tenant’s Work“Suite 5 Abatement Amount”), and (ivii) Landlord’s receipt of a copy with respect to Suites 2-4 during the Suites 2-4 Abatement Period is equal to $424,256.25 (“Suites 2-4 Abatement Amount”). To the extent that Tenant 739800997.11739800997.11 timely elects an Abatement Reduction in connection with Excess TI Costs, the amount of the final permit approved by Abatement Reduction shall first be applied against the applicable governing authority for any work which requires Suite 1 Abatement Amount. To the same. Landlord extent that the Abatement Reduction exceeds the Suite 1 Abatement Amount, such additional amount of the Abatement Reduction shall be under no obligation applied against the Suite 5 Abatement Amount and to the extent that the Abatement Reduction exceeds both the Suite 1 Abatement Amount and the Suite 5 Abatement Amount then, such additional amount of the Abatement Reduction shall be applied against the Suites 2-5 Abatement Amount until such Suites 2-4 Abatement Amount is exhausted and Tenant shall be required to pay for any of Tenant’s Work in excess of the Allowance. Further, the Allowance shall only be available for Tenant’s use for work performed and submitted to Landlord for reimbursement in accordance with the terms of this subsection (d) on or before December 31, 2017 at which time Tenant hereby waives any and all rights to any unused portion of the Allowanceadditional Excess TI Costs.

Allowance. Landlord agrees to provide Tenant a tenant improvement allowance in the amount of Seven Hundred Ninety-three Thousand Five Hundred Twenty Dollars ($793,520) (the "Allowance") for the construction of the Tenant Improvements. The Allowance may shall be used only for applied by Tenant against the hard costs and Eligible Soft Tenant Improvements Costs (as hereinafter defined) of incurred in the construction of the Tenant Improvements which have been approved by the Landlord in Tenant’s Work 's proposed budget pursuant to subparagraph (b) above, and the approved plans and specificationsprovisions for disbursement set forth below. “Eligible Soft Costs” shall be deemed to be costs and expenses incurred by Tenant which are directly and primarily related to Tenant’s Work and which relate solely to the work of any architect, space planner, engineer, or similar construction professional or which are direct payments made to applicable authorities for permitting and license fees; provided, however, that in In no event shall the Eligible Soft Costs exceed fifteen percent (15%) any portion of the total Allowance or be used for services provided any purpose other than the approved costs in the budget for the Tenant Improvements Costs. Any and all costs in excess of the Allowance required to complete the construction of the Tenant Improvements in accordance with subparagraph (b) above shall be the sole and exclusive obligation and responsibility of Tenant. On or before the fifth (5th) calendar day of every month, Tenant shall submit to Landlord for its review and approval AIA Form No. G702 and No. G703 invoices (or comparable invoices acceptable to Landlord) for work performed and materials furnished to the Premises in connection with the negotiation construction of the LeaseTenant Improvements ("Payment Request"). For the avoidance of doubt, Eligible Soft Costs shall expressly exclude any financing costs, attorneys’ fees, or other costs and expenses not expressly permitted hereunder. In no event will the Allowance be used to pay for moving or storage expenses or furniture, racking, equipment, cabling, telephone systems or any other item of personal property which is not intended to be permanently affixed to the Remaining Premises and Suite 4200 Expansion Premises. Each Payment of the Allowance Request shall be made accompanied by Landlord to Tenant within thirty (30) days following the last to occur of: (i) completion of Tenant’s Work, (ii) Landlord’s receipt of Tenant’s invoice substantiating the costs related thereto, (iii) Landlord’s receipt of final lien waivers from all contractors and subcontractors who performed Tenant’s Work, and (iv) Landlord’s receipt of a copy of the final permit approved certification signed by the applicable governing authority for any Tenant's general contractor and the Tenant's architect showing that the work which requires the same. Landlord shall be under no obligation to pay for any of Tenant’s Work reflected in excess of the Allowance. Further, the Allowance shall only be available for Tenant’s use for work such Payment Request was performed and submitted to Landlord for reimbursement in accordance with the approved Working Plans and the terms of this subsection all approved construction contracts; and the total costs to construct the Tenant Improvements, including change orders, and the amount expended for such items to date and the estimated costs to complete the Tenant Improvements. In addition, each Payment Request shall be accompanied by lien release waivers from all contractors, subcontractors and materialmen to be paid through such Payment Request and, with respect to completed work, final lien release waivers, all in form and content acceptable to Landlord. Within ten (d10) on or before December 31business days after Landlord's approval of each such Payment Request, 2017 at Landlord shall cause to be disbursed to Tenant's general contractor an amount equal to ninety percent (90%) of such approved Payment Request times the ratio which time Tenant hereby waives any the total Allowance bears to the total construction cost set forth in the certifications by Tenant's general contractor and all rights architects. Landlord shall cause to any unused portion be disbursed the ten percent (10%) retention amount, up to the limit of the Allowance, upon the issuance of an unqualified Certificate of Occupancy for the Premises and the expiration of the period in which liens may be filed against the Premises by any contractor, subcontractor or materialmen furnishing goods or services thereto in connection with the Tenant Improvements.

Allowance. The Allowance may U.S. Debtors and the ULC1 Indenture Trustee hereby acknowledge and agree that: (i) as of the Effective Date, the ULC1 Indenture Trustee, on behalf of the ULC1 Noteholders, shall be used only for afforded one allowed, general, unsecured Claim against CORPX’s estate in the hard costs and Eligible Soft Costs amount of US$3,505,187,751.63 (as hereinafter definedthe “ULC1 Indenture Trustee Notes Guarantee Allowed Claim”) based upon the ULC1 Notes, which amount of construction of Tenant’s Work pursuant the ULC1 Indenture Trustee Notes Guarantee Allowed Claim is equal to the approved plans and specifications. “Eligible Soft Costs” product of 1.65 times the Filed Amount1; (ii) the ULC1 Indenture Trustee Notes Guarantee Allowed Claim shall include the following components, each of which shall be deemed allowed: (A) a claim for the outstanding principal balance of the ULC1 Notes, together with accrued and unpaid interest thereon, as of the Petition Date, as set forth in the ULC1 Indenture Trustee Notes Guarantee Proof of Claim; (B) a claim for the accrued and unpaid interest on the Filed Amount at the contract rate from the Petition Date up to be and including the date on which the ULC1 Indenture Trustee Notes Guarantee Allowed Claim (including interest compounded semi-annually) (“Postpetition Interest”) is satisfied in full, to the extent provided in Section 3.2(b)(ii); (C) a claim for the reasonable fees, costs and expenses incurred by Tenant which are directly and primarily related to Tenant’s Work and which relate solely to the work of any architect, space planner, engineer, or similar construction professional or which are direct payments made to applicable authorities for permitting and license fees; provided, however, that in no event shall the Eligible Soft Costs exceed fifteen percent (15%) of the total Allowance or Ad Hoc ULC1 Noteholders Committee, including the reasonable fees, costs and expenses of its U.S. and Canadian counsel and its financial adviser, incurred, and to be used for services provided incurred, by the Ad Hoc ULC1 Noteholders Committee in connection with the negotiation U.S. Proceedings and the CCAA Proceedings through the date of final distribution in respect of the LeaseULC1 Indenture Trustee Notes Guarantee Allowed Claim (all such reasonable fees, costs and expenses, collectively, the “Ad Hoc Committee Fees”), in an amount not to exceed US$8 million; and (D) a claim for the reasonable fees, costs and expenses of the ULC1 Indenture Trustee, including the reasonable fees, costs and expenses of its U.S. and Canadian counsel, incurred, and to be incurred, by the ULC1 Indenture Trustee in connection with the U.S. Proceedings and the CCAA Proceedings through the date of final distribution in respect of the ULC1 Indenture Trustee Notes 1 Approximately $134 million of ULC1 Notes are held by CORPX and $10 million of ULC1 Notes are held by QCH, and CCRC holds the CCRC ULC1 Notes. For the avoidance of doubt, Eligible Soft Costs in addition to the ULC1 Notes held by parties other than the U.S. Debtors or the Canadian Debtors, the ULC1 Notes held by CORPX and QCH and the CCRC ULC1 Notes are also subject to the settlement embodied in this Agreement and shall expressly exclude any financing costs, attorneys’ have the same rights and benefits as other holders of ULC1 Notes under the Agreement. Guarantee Allowed Claim (all such reasonable fees, or other costs and expenses not expressly permitted hereunder. In no event will the Allowance be used to pay for moving or storage expenses or furnitureexpenses, racking, equipment, cabling, telephone systems or any other item of personal property which is not intended to be permanently affixed to the Remaining Premises and Suite 4200 Expansion Premises. Payment of the Allowance shall be made by Landlord to Tenant within thirty (30) days following the last to occur of: (i) completion of Tenant’s Work, (ii) Landlord’s receipt of Tenant’s invoice substantiating the costs related thereto, (iii) Landlord’s receipt of final lien waivers from all contractors and subcontractors who performed Tenant’s Work, and (iv) Landlord’s receipt of a copy of the final permit approved by the applicable governing authority for any work which requires the same. Landlord shall be under no obligation to pay for any of Tenant’s Work in excess of the Allowance. Furthercollectively, the Allowance shall only be available for Tenant’s use for work performed and submitted to Landlord for reimbursement in accordance with the terms of this subsection (d) on or before December 31, 2017 at which time Tenant hereby waives any and all rights to any unused portion of the Allowance“ULC1 Indenture Trustee Fees”).

Allowance. The Landlord shall pay all Tenant Improvement Costs in an amount not to exceed the Allowance. If the final costs for Tenant's Work exceed the Allowance (“Excess Costs”), those Excess Costs shall be paid by Tenant following full disbursement by Landlord of the Allowance. Provided this Lease is in full force and effect and Tenant is not in Default hereunder beyond any applicable notice and grace period, Landlord shall pay Allowance to Tenant consistent with the terms and conditions of this Section. Prior to, during and following Tenant’s Work, as the case may be used only for be, Landlord shall make monthly disbursements of the hard costs and Eligible Soft Costs Allowance as follows: (as hereinafter definedi) On or before the twenty fifth (25th) day (the “Submittal Date”) of construction each calendar month commencing with the first calendar month following the execution of the contract with the General Contractor, the General Contractor or Tenant shall deliver to Landlord (a) a request for payment (“Draw Request”); (b) invoices from all contractors, consultants, materialmen, laborers and suppliers directly retained by Tenant for Tenant’s Work pursuant for the applicable payment period (which are covered by the Request for Payment); and (c) executed conditional mechanic’s lien releases from subcontractors and other parties (who have potential mechanics’ liens rights under applicable law), for all work requested to be paid; and (d) unconditional lien releases, if applicable, for all Tenant’s Work paid for from the approved plans and specificationsAllowance on any prior Draw Request. “Eligible Soft Costs” Landlord’s receipt of the Draw Request shall be deemed to be costs and expenses incurred by Tenant which are directly and primarily related to constitute Tenant’s Work authorization for Landlord to disburse the amounts requested to General Contractor and which relate solely to deduct such amounts from the work Allowance. (ii) On or before ten (10) days after Landlord’s receipt of a Draw Request (the “Payment Date”), and provided Landlord receives the items set forth in clauses (a) – (d) above, Landlord shall deliver a check to Contractor or Tenant, as directed by Tenant, in payment of the lesser of (A) the amounts so requested less a ten percent (10%) retention (the aggregate amount of such retentions to be known as the “Final Retention”), and (B) the balance of any architect, space planner, engineer, or similar construction professional or which are direct payments made to applicable authorities for permitting and license fees; provided, however, that in no event shall the Eligible Soft Costs exceed fifteen percent (15%) of the total Allowance or be used for services provided in connection with the negotiation of the Lease. For the avoidance of doubt, Eligible Soft Costs shall expressly exclude any financing costs, attorneys’ fees, or other costs and expenses not expressly permitted hereunder. In no event will the Allowance be used to pay for moving or storage expenses or furniture, racking, equipment, cabling, telephone systems or any other item of personal property which is not intended to be permanently affixed to the Remaining Premises and Suite 4200 Expansion Premises. Payment remaining portion of the Allowance (not including an amount equal to the Final Retention). (iii) Checks for the Final Retention payable to General Contractor shall be made delivered by Landlord Landlord, as directed by Tenant, to Tenant or the General Contractor within thirty (30) days following the last to occur submission by Tenant of: (ia) completion “as-built” drawings showing all of Tenant Improvements, (b) a detailed breakdown of Tenant’s Work's final and total construction costs, together with receipted invoices showing payment thereof, (iic) Landlord’s receipt a certified, written statement from Tenant's architect that all of Tenant’s invoice substantiating the costs related thereto, (iii) Landlord’s receipt of final lien waivers from all contractors and subcontractors who performed Tenant’s Work, and (iv) Landlord’s receipt of a copy of the final permit approved by the applicable governing authority for any work which requires the same. Landlord shall be under no obligation to pay for any of Tenant’s Work in excess of the Allowance. Further, the Allowance shall only be available for Tenant’s use for work performed and submitted to Landlord for reimbursement Tenant Improvements has been completed in accordance with the terms of this subsection Drawings, (d) on or before December 31all required AIA forms, 2017 at which time Tenant hereby waives any supporting final lien waivers, and releases executed by the architect, General Contractor, the major subcontractors and all rights subcontractors and suppliers in connection with Tenant Improvements who by law have potential mechanic’s lien rights), (e) a copy of a certificate of occupancy or amended certificate of occupancy required with respect to the Premises, if applicable, together with all licenses, certificates, permits and other government authorizations necessary in connection with Tenant Improvements and the operation of Tenant's business from the Premises, and (f) proof reasonably satisfactory to Landlord that Tenant has complied with all of the conditions set forth in this Work Letter and has satisfactorily completed Tenant Improvements, including, at Landlord's option, a certificate from Landlord's construction manager after inspection of Tenant Improvements (“Final Retention Draw Request”). Upon Landlord's receipt and approval of the Final Retention Draw Request, Landlord shall pay the balance of Allowance less the Construction Management Fee. Payment by Landlord shall be made within thirty (30) days, unless Landlord in good faith notifies Tenant, in writing, of its dispute (and the reasons therefor) of any unused or all of the Final Retention Draw Request. To the extent Landlord does not so reject any portion of said Final Retention Draw Request, Landlord shall timely pay such acceptable portion of the AllowanceFinal Retention Draw Request.

Allowance. Landlord shall provide Tenant with an additional leasehold improvement allowance of up to $600,000 (the “Allowance”). The Allowance may only be used for leasehold improvements in and to the Premises, which improvements shall be consistent in quality and type with those leasehold improvements already in place. In no event shall the Allowance be used for trade fixtures, equipment, furnishings or other removable personal property of Tenant. Any leasehold improvements constructed by Tenant in the Premises shall be constructed pursuant to plans and specifications approved by Landlord and by a general contractor approved by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed and shall otherwise be constructed in accordance with the provisions of Sections 9 and 10 of the Lease. All construction shall be done at Tenant’s expense (provided that Tenant shall be reimbursed for the Allowance as set forth herein), in a good and workmanlike manner, and shall comply at the time of completion with all Laws and Requirements. Tenant shall deliver to Landlord copies of all certificates of occupancy, permits and licenses required to be issued by any authority in connection with Tenant’s construction. Draws against the Allowance shall be disbursed to Tenant by Landlord promptly (and in no event later than thirty (30) calendar days) after submittal by Tenant to Landlord of evidence of the costs and expenses of the leasehold improvements, evidence of payment thereof by Tenant, and lien waivers from all persons supplying labor or materials to the leasehold improvements. The Allowance may be used only for disbursed in periodic draws, but no more frequently than monthly. If the hard costs and Eligible Soft Costs (as hereinafter defined) of construction of Tenant’s Work pursuant to the approved plans and specifications. “Eligible Soft Costs” shall be deemed to be costs and expenses incurred by Tenant which are directly of the leasehold improvements in and primarily related to Tenant’s Work and which relate solely to the work Premises exceed the Allowance, Tenant shall be solely responsible for payment of any architect, space planner, engineer, or similar construction professional or which are direct payments made excess. In the event the budget for the leasehold improvements is estimated by Landlord and Tenant to applicable authorities for permitting and license fees; provided, however, that in no event shall the Eligible Soft Costs exceed fifteen percent (15%) 125% of the total Allowance or be used for services provided in connection with the negotiation of the Lease. For the avoidance of doubtAllowance, Eligible Soft Costs shall expressly exclude any financing costs, attorneys’ fees, or other costs and expenses not expressly permitted hereunder. In no event Tenant will the Allowance be used to pay for moving or storage expenses or furniture, racking, equipment, cabling, telephone systems or any other item of personal property which is not intended to be permanently affixed to the Remaining Premises and Suite 4200 Expansion Premises. Payment of the Allowance shall be made by Landlord to Tenant within thirty (30) days following the last to occur of: either (i) completion directly pay (without recourse to the Allowance), and provide Landlord lien waivers for, that portion of Tenant’s Workthe construction costs sufficient to bring the remainder of the budgeted costs within the Allowance, or (ii) Landlord’s receipt of Tenant’s invoice substantiating deposit the costs related thereto, (iii) Landlord’s receipt of final lien waivers from all contractors and subcontractors who performed Tenant’s Work, and (iv) Landlord’s receipt of a copy of the final permit approved by the applicable governing authority for any work which requires the same. Landlord shall be under no obligation to pay for any of Tenant’s Work amount in excess of the Allowance. Further, Allowance with Landlord to be disbursed by Landlord after the Allowance shall only be available for Tenant’s use for work performed and submitted to Landlord for reimbursement in accordance with the terms of this subsection (d) on or before December 31, 2017 at which time Tenant hereby waives any and all rights to any unused portion full disbursement of the Allowance, to insure that all construction is completed lien free (any excess Tenant funds will be returned to Tenant upon completion of the project and full payment of the project costs).

Allowance. The Allowance may Subtenant shall be used only entitled to a one-time allowance in an amount not to exceed (i) $8,074,200 with respect to the 11th Floor and 12th Floor Subleased Premises in the aggregate (the “11th and 12th Floor Allowance”), and (ii) $2,422,260 with respect to the 10th Floor Subleased Premises (the “10th Floor Allowance”, and together with the 11th and 12th Floor Allowance, the “Allowance”), for the hard costs relating to the design, permitting and Eligible Soft Costs (as hereinafter defined) of construction of Tenant’s Work pursuant to the approved plans and specifications. “Eligible Soft Costs” shall initial improvements be deemed to be costs and expenses incurred constructed by Tenant which Subtenant that are directly and primarily related to Tenant’s Work and which relate solely to the work of any architect, space planner, engineer, or similar construction professional or which are direct payments made to applicable authorities for permitting and license fees; provided, however, that in no event shall the Eligible Soft Costs exceed fifteen percent (15%) of the total Allowance or be used for services provided in connection with the negotiation of the Lease. For the avoidance of doubt, Eligible Soft Costs shall expressly exclude any financing costs, attorneys’ fees, or other costs and expenses not expressly permitted hereunder. In no event will the Allowance be used to pay for moving or storage expenses or furniture, racking, equipment, cabling, telephone systems or any other item of personal property which is not intended to be permanently affixed to in the Remaining 10th Floor Subleased Premises, the 11th Floor Subleased Premises and Suite 4200 Expansion Premisesthe 12th Floor Subleased Premises (as applicable, the “Subtenant Initial Improvements”). Payment In clarification of the foregoing, the 11th and 12th Floor Allowance shall only be applicable for Subtenant Initial Improvements on the eleventh (11th) and twelfth (12th) floors and the 10th Floor Allowance shall only be applicable for Subtenant Initial Improvements on the tenth (10th) floor, and in no event will Sublandlord be obligated to make disbursements pursuant to this Work Agreement for an applicable portion of the Subleased Premises in an amount that exceeds the amount of the Allowance applicable to such portion of the Subleased Premises. Notwithstanding anything to the contrary set forth herein: (a) no portion of the 11th and 12th Floor Allowance shall be made disbursed by Landlord Sublandlord after twenty four (24) months after the Delivery Date for the 11th Floor and 12th Floor Subleased Premises; and any portion, if any, of the 11th and 12th Floor Allowance that is not disbursed by Sublandlord on or before such date shall revert to Tenant within Sublandlord and Subtenant shall have no rights thereto; and (b) no portion of the 10th Floor Allowance, shall be disbursed by Sublandlord after thirty (30) days following months after the last to occur of: (i) completion of Tenant’s WorkDelivery Date for the 10th Floor Subleased Premises; and any portion, (ii) Landlord’s receipt of Tenant’s invoice substantiating the costs related theretoif any, (iii) Landlord’s receipt of final lien waivers from all contractors and subcontractors who performed Tenant’s Work, and (iv) Landlord’s receipt of a copy of the final permit approved 10th Floor Allowance that is not disbursed by the applicable governing authority for any work which requires the same. Landlord shall be under no obligation to pay for any of Tenant’s Work in excess of the Allowance. Further, the Allowance shall only be available for Tenant’s use for work performed and submitted to Landlord for reimbursement in accordance with the terms of this subsection (d) Sublandlord on or before December 31, 2017 at which time Tenant hereby waives any such date shall revert to Sublandlord and all Subtenant shall have no rights to any unused portion of the Allowancethereto.

Allowance. The Allowance may be used only Landlord shall provide an allowance to Tenant of $100,000.00 (the “Exterior Allowance”) to reimburse Tenant for the hard costs and Eligible Soft Costs (as hereinafter defined) of construction of Tenant’s Work pursuant improvements for a grade-level pedestrian connection to the approved plans Building, with walks, canopies, lighting, seating, snow melt, and specificationsother aesthetic features and improvements as mutually designed by Tenant and Landlord, provided that such improvements are completed by Tenant during the period commencing January 1, 2019 and ending December 1, 2020. In addition, Landlord shall provide an additional allowance to Tenant of $10.00 per square foot (the “Eligible Soft Costs” Interior Allowance”) to reimburse Tenant for costs of improvements for interior features and improvements as proposes and mutually agreed upon by Tenant and Landlord, provided that such improvements are completed by Tenant during the period commencing January 1, 2019 and ending December 1, 2020, and provided further that Tenant has not theretofore exercised its Early Termination Right. Such improvements shall be deemed to be costs and expenses incurred by Tenant which are directly and primarily related to Tenant’s Work and which relate solely to the work of any architect, space planner, engineer, or similar construction professional or which are direct payments made to applicable authorities for permitting and license fees; provided, however, that performed in no event shall the Eligible Soft Costs exceed fifteen percent (15%) of the total Allowance or be used for services provided in connection compliance with the negotiation provisions of this Lease, and the Lease. For the avoidance of doubtInterior Allowance and Exterior Allowance, Eligible Soft Costs shall expressly exclude any financing costsas applicable, attorneys’ fees, or other costs and expenses not expressly permitted hereunder. In no event will the Allowance be used to pay for moving or storage expenses or furniture, racking, equipment, cabling, telephone systems or any other item of personal property which is not intended to be permanently affixed to the Remaining Premises and Suite 4200 Expansion Premises. Payment of the Allowance shall be made by Landlord disbursed to Tenant within thirty (30) days following Landlord’s confirmation that the last to occur of: (i) completion relevant improvements have been completed in accordance with plans and specifications approved by Landlord, and receipt by Landlord of Tenant’s Workverification of costs and all applicable releases and waivers of liens. Additionally, if Tenant exercises Extended Term 1 Landlord shall provide an allowance to Tenant of $5.00 per square foot (iithe “Extended Term Allowance”) to reimburse Tenant for costs of improvements to the Premises as mutually approved by Tenant and Landlord. Such improvements shall be performed in compliance with the provisions of this Lease, and the Extended Term Allowance shall be disbursed to Tenant within thirty (30) days following Landlord’s confirmation that the improvements have been completed in accordance with plans and specifications approved by Landlord, and receipt by Landlord of Tenant’s invoice substantiating the verification of costs related thereto, (iii) Landlord’s receipt of final lien waivers from all contractors and subcontractors who performed Tenant’s Work, and (iv) Landlord’s receipt of a copy of the final permit approved by the applicable governing authority for any work which requires the same. Landlord shall be under no obligation to pay for any of Tenant’s Work in excess of the Allowance. Further, the Allowance shall only be available for Tenant’s use for work performed and submitted to Landlord for reimbursement in accordance with the terms of this subsection (d) on or before December 31, 2017 at which time Tenant hereby waives any and all rights to any unused portion applicable releases and waivers of the Allowanceliens.

Allowance. The Tenant hereby accepts the Leased Premises “As Is” on the date that the Landlord delivers the Leased Premises to the Tenant and acknowledges and agrees the Landlord shall have no obligation to construct any tenant improvements to the Leased Premises or make any alterations or additions thereto, except that the Landlord agrees to provide the Tenant a buildout allowance of $83.50 per square foot of Rentable Area of the Leased Premises (the “Allowance”). The Allowance may shall be used only inclusive of all costs of all design, special consultants, engineers and project management fees, permits and Tenant signage. The Allowance for the hard costs and Eligible Soft Costs (as hereinafter defined) initial Leased Premises shall be available to Tenant for the purpose of construction of paying Tenant’s Work pursuant to the approved plans and specifications. “Eligible Soft Costs” shall be deemed to be costs and actual expenses incurred by Tenant which are directly and primarily related to Tenant’s Work and which relate solely to the work of any architect, space planner, engineer, or similar construction professional or which are direct payments made to applicable authorities for permitting and license fees; provided, however, that in no event shall the Eligible Soft Costs exceed fifteen percent (15%) of the total Allowance or be used for services provided in connection with the negotiation planning, design and construction of the Lease. For the avoidance of doubtLeasehold Improvements, Eligible Soft Costs shall expressly exclude any financing voice or data cabling costs, attorneys’ feesand security costs, or other costs as of the Effective Date and expenses not expressly permitted hereundershall be available through December 31, 2015. In no event will Up to $20.00 per square foot of Rentable Area of the Leased Premises of any unused Allowance (the “Discretionary Portion of the Allowance”) may be used to pay for toward moving or storage expenses or costs, furniture, rackingcommunications (e.g., equipment, voice data cabling, telephone systems phone switch, and the like) or any other item of personal property which is not intended to cost incurred in connection with this Lease or if Tenant elects, may be permanently affixed to the Remaining Premises and Suite 4200 Expansion Premisesapplied as a credit against Rent. Payment of the Allowance shall be made by Landlord to will reimburse Tenant for such out-of-pocket costs within thirty (30) days following the last to occur of: (i) completion of Tenant’s Work, (ii) Landlord’s receipt of the documentation and information required under, and in accordance with the procedure and timing under, Section 10 below. If Tenant fails to use the entirety of the Allowance attributable to the initial Leasehold Improvements to the Leased Premises, as set forth above, by December 31, 2015, then any remaining balance of the Allowance (not to exceed the Discretionary Portion of the Allowance) shall automatically be used and applied to the first Rent as and when due under this Lease thereafter. Tenant must notify Landlord by December 15, 2015 as to how any remaining balance of the Allowance is to be applied in accordance with the foregoing provisions. The Allowance shall be used to pay for Tenant’s invoice substantiating cost and expenses as described below, to be applied below the existing semi-finished ceiling in the Premises (i.e. Tenant shall not be charged for such semi-finished ceiling or any other existing improvements already installed by Landlord or for any Building standard materials located or stacked on the floor ready for use by Tenant at its option). Such Allowance shall be inclusive of all costs and expenses of construction of the Premises, including all design fees and construction management fees. To the extent that the construction costs exceed the allowance, Tenant shall pay the excess directly to the vendor after the Allowance has been exhausted. The Tenant shall be responsible for all costs of the Leasehold Improvements, including the construction costs and other costs related thereto, (iii) Landlord’s receipt of final lien waivers from all contractors and subcontractors who performed Tenant’s Work, and (iv) Landlord’s receipt of a copy of the final permit approved by the applicable governing authority for any work which requires the same. Landlord shall be under no obligation to pay for any of Tenant’s Work in excess of the Allowance. Further, the Allowance shall only be available for Tenant’s use for work performed and submitted to Landlord for reimbursement in accordance with the terms of this subsection (d) on or before December 31, 2017 at which time Tenant hereby waives any and all rights to any unused portion of exceeding the Allowance.

Allowance. The Allowance may be used only for the hard costs and Eligible Soft Costs (as hereinafter defined) of construction of Tenant’s Work pursuant to the approved plans and specifications. “Eligible Soft Costs” shall be deemed to be costs and expenses incurred by Tenant which are directly and primarily related to Tenant’s Work and which relate solely to the work of any architect, space planner, engineer, or similar construction professional or which are direct payments made to applicable authorities for permitting and license fees; provided, however, that in no event shall the Eligible Soft Costs exceed fifteen percent (15%) Section 12 of the total Allowance or be used Fifth Amendment is amended and restated in its entirety to provide as follows: Landlord will provide Tenant with a cash allowance of $2,332,700 (the “Allowance”) which Tenant may use, at its discretion, for services provided in connection with the negotiation of the Lease. For the avoidance of doubtremodeling, Eligible Soft Costs shall expressly exclude any financing costsupgrades, attorneys’ feesalterations, equipment or other costs related to the Premises. The Allowance, the Relocation Allowance and expenses not expressly permitted hereunderthe 19th Floor Expansion Allowance are collectively referred to as the “Allowances”. In no event will Disbursements of any portion of the Allowance Allowances for Alterations shall be used paid to Tenant in periodic disbursements within 30 days after receipt of the following documentation: (i) an application for payment and sworn statement of contractor substantially in the form of AIA Document G-702 covering all work for which disbursement is to be made to a date specified therein; (ii) a certification from an AIA architect substantially in the form of the Architect’s Certificate for Payment which is located on AIA Document G702, Application and Certificate of Payment; and (iii) Contractor’s, subcontractor’s and material supplier’s waivers of liens which shall cover all Alterations for which disbursement is being requested. Disbursements of any portion of the Allowances for items other than Alterations shall be paid to Tenant within 30 days after receipt of invoices for the cost incurred by Tenant. If Landlord fails to timely pay the Allowances or any portion thereof, Tenant’s obligation to pay for moving Base Rent and Rent Adjustments (without interest or storage expenses or furniture, racking, equipment, cabling, telephone systems or any other item of personal property which is not intended to late charge) shall be permanently affixed to deferred until the Remaining Premises and Suite 4200 Expansion Premises. Payment applicable portion of the Allowance Allowances is paid. Tenant shall be made by pay Landlord to Tenant any Base Rent and Rent Adjustments so deferred within thirty (30) days following the last to occur of: (i) completion of Tenant’s Work, (ii) Landlord’s receipt of Tenant’s invoice substantiating the costs related thereto, (iii) Landlord’s receipt of final lien waivers from all contractors and subcontractors who performed Tenant’s Work, and (iv) Landlord’s receipt of a copy of the final permit approved by after the applicable governing authority for any work which requires the same. Landlord shall be under no obligation to pay for any of Tenant’s Work in excess of the Allowance. Further, the Allowance shall only be available for Tenant’s use for work performed and submitted to Landlord for reimbursement in accordance with the terms of this subsection (d) on or before December 31, 2017 at which time Tenant hereby waives any and all rights to any unused portion of the AllowanceAllowances is paid to Tenant. Notwithstanding the foregoing, the amount of Base Rent and Rent Adjustments that Tenant is entitled to defer shall be limited to the amount of the Allowances that is not timely paid by Landlord.

Allowance. The Allowance may Tenant shall be used only for provided with an allowance (the hard costs and Eligible Soft Costs (as hereinafter defined"Tenant Improvement Allowance") of construction of Tenant’s Work pursuant Forty-Six Thousand Four Hundred Thirty-One Dollars ($46,431) (equivalent to the approved plans and specifications. “Eligible Soft Costs” shall be deemed to be costs and expenses incurred by Tenant which are directly and primarily related to Tenant’s Work and which relate solely to the work of any architect, space planner, engineer, or similar construction professional or which are direct payments made to applicable authorities for permitting and license fees; provided, however, that in no event shall the Eligible Soft Costs exceed fifteen percent (15%) $5.50 per rentable square foot of the total Allowance or be used for services provided in connection with the negotiation of the LeaseThird Floor Remainder Space). For the avoidance of doubt, Eligible Soft Costs shall expressly exclude any financing costs, attorneys’ fees, or other costs and expenses not expressly permitted hereunder. In no event will the Allowance be used to pay for moving or storage expenses or furniture, racking, equipment, cabling, telephone systems or any other item of personal property which is not intended to be permanently affixed to the Remaining Premises and Suite 4200 Expansion Premises. Payment of the The Tenant Improvement Allowance shall be made used by Tenant for Alterations to the Third Floor Remainder Space (including costs associated with space planning, construction drawings, construction management and permit fees, but expressly excluding costs for furniture, fixtures, equipment and other personal property), which Alterations shall be conducted in accordance with, and subject to, the provisions of Article 8 of the Original Lease, as modified by this Section 5.2; provided that Landlord shall respond to Tenant's submittals of plans and specifications for work in the Third Floor Remainder Space within five (5) business days after receipt thereof. All Alterations shall also be performed in accordance with Landlord's Wilshire Courtyard Rules and Regulations Governing Construction. Landlord will allow Tenant to use a reputable general contractor, experienced in the construction of tenant improvements in Comparable Buildings, selected by Tenant for the improvement of the Third Floor Remainder Space hereunder, subject to Landlord's reasonable approval. All subcontractors used by Tenant for the Alterations shall be from Landlord's approved vendor list. Landlord hereby pre-approves ▇▇▇▇▇▇▇ Architecture/Interiors as architect. Portions of the Tenant Improvement Allowance shall be advanced to Tenant within thirty (30) days following after Tenant has delivered to Landlord copies of the last original invoices for Tenant's work or labor performed and materials or supplies furnished in connection with such work; provided that in no event shall Landlord be obligated to occur of: disburse any of the Tenant Improvement Allowance after March 31, 2012, and Tenant shall not make more than three (i3) completion of Tenant’s Workseparate disbursement requests. Tenant shall obtain such verification, (ii) Landlord’s receipt of Tenant’s invoice substantiating the costs related thereto, (iii) Landlord’s receipt of final reports and lien waivers and releases from all contractors contractors, subcontractors and subcontractors who performed Tenant’s Work, materialmen and (iv) shall satisfy such other standard construction loan disbursement conditions as reasonably may be required by Landlord’s receipt of a copy of the final permit approved by the applicable governing authority for any work which requires the same. Landlord shall not be under no obligation required to pay more than the Tenant Improvement Allowance toward all costs, expenses and charges related to Tenant's Alterations, and Tenant shall be responsible for any of Tenant’s Work in excess of the Allowance. Further, the Allowance shall only be available for Tenant’s use for work performed and submitted to Landlord for reimbursement in accordance with the terms of this subsection (d) on or before December 31, 2017 at which time Tenant hereby waives any and all rights to any unused remaining portion of the Allowanceany payment required.

Allowance. The Allowance may be used only for the hard costs and Eligible Soft Costs (as hereinafter defined) of construction of Tenant’s Work pursuant Landlord agrees to the approved plans and specifications. “Eligible Soft Costs” shall be deemed give Tenant credit, subject to be costs and expenses incurred by Tenant which are directly and primarily related to Tenant’s Work and which relate solely to the work of any architect, space planner, engineer, or similar construction professional or which are direct payments made to applicable authorities for permitting and license fees; provided, however, that in no event shall the Eligible Soft Costs exceed fifteen percent (15%) of the total Allowance or be used for services provided in connection with the negotiation of the Lease. For the avoidance of doubt, Eligible Soft Costs shall expressly exclude any financing costs, attorneys’ fees, or other costs and expenses not expressly permitted hereunder. In no event will the Allowance be used to pay for moving or storage expenses or furniture, racking, equipment, cabling, telephone systems or any other item of personal property which is not intended to be permanently affixed to the Remaining Premises and Suite 4200 Expansion Premises. Payment of the Allowance shall be made by Landlord to Tenant within thirty (30) days following the last to occur of: (i) completion of Tenant’s Work, (ii) Landlord’s receipt of Tenant’s invoice substantiating the costs related thereto, (iii) Landlord’s receipt of final lien waivers from all contractors and subcontractors who performed Tenant’s Work, and (iv) Landlord’s receipt of a copy of the final permit approved by the applicable governing authority for any work which requires the same. Landlord shall be under no obligation to pay for any of Tenant’s Work in excess of the Allowance. Further, the Allowance shall only be available for Tenant’s use for work performed and submitted to Landlord for reimbursement in accordance with the terms of this subsection Section, for an allowance (dthe “Allowance”) equal to (i) $25 per square foot of floor area in the Premises, as the base allowance, plus (ii) $150,000 for the cost of Tenant’s Pylon Sign, plus (iii) an amount, which Landlord and Tenant will agree to in good faith, as a credit to Tenant, equal to Landlord’s cost savings for not performing the items of work listed in Exhibit E, but only to the extent Landlord has not performed those items of work on the date of this Lease, plus (iv) $4 per square foot of floor area in the Premises, including the Connector, for electrical distribution. “Tenant Improvement Costs” means: (a) Landlord’s out-of-pocket costs for preparing the Approved Tenant Improvement Plans; (b) the cost of obtaining all permits and approvals for the Tenant Improvement Work; and (c) the cost of the Tenant Improvement Work, including all payments to the general contractor for the Tenant Improvement Work. If the Tenant Improvement Costs exceed the amount of the Allowance, Tenant is solely responsible for the excess cost, which it will pay to Landlord as follows: after Landlord has paid or before December 31incurred invoices equal to the amount of the Allowance, 2017 at which time Landlord may submit any additional invoices it receives for Tenant hereby waives Improvement Costs and Tenant will, within 25 days, either directly pay the person who issued the invoice, or, if Landlord has paid the invoice, reimburse Landlord. If the Tenant Improvement Costs are less than the total amount of the Allowance, Tenant is entitled, upon written request, to do one or both of the following: (A) use the unused Allowance for costs Tenant incurs for Alterations other than the Tenant Improvements that are constructed within 12 months after the Phase 2 Delivery Date; and (B) use the unused Allowance, in an amount up to $5 per square foot of floor area in the Premises, to purchase and install personal property and equipment in the Premises within 90 days after all of the Tenant Improvement Work is substantially complete and Tenant has occupied the Phase 2 Premises. If Tenant uses any part of the Allowance under the preceding sentence, Tenant must request reimbursement within 15 months after the Phase 2 Delivery Date for Alterations, and all rights to any within 180 days after Tenant occupies the Phase 2 Premises, for personal property and equipment. To the extent Tenant does not use the entire Allowance for Tenant Improvement Costs and additional Alterations or personal property and equipment under the preceding two sentences, Tenant forfeits that unused portion of the Allowance and is not entitled to receive it as a rent credit or in any other form. Except for the Allowance, Landlord has no obligation to give Tenant any allowance or otherwise pay or reimburse Tenant for any costs related to demolishing or constructing improvements in the Premises, moving, purchasing, or installing any fixtures, equipment, or inventory, or otherwise occupying and opening for business in the Premises.

Allowance. Provisions in existing collective agreements providing for educational allowances shall be continued in effect. E B SHARING Job sharing defined as an whereby two or more nurses share the hours of work of what would otherwise be one full-time If the Hospital agrees to a job sharing arrangement, the introduction or discontinuance of such job sharing arrangements will be determined locally. Once the Hospital has determined that a vacancy exists and has agreed to a job sharing arrangement, the vacancy or vacancies to be posted will be determined locally and will be filled in accordance with Article of the Full-time Collective Agreement or Article of the Part-time Collective Agreement. The Allowance nurses involved a job sharing arrangement will be classified as regular part-time and will be covered by the provisions of the Part-time Collective Agreement. Unless existing benefits, rights, privileges, practices, or conditions of employment which may be used only for the hard costs and Eligible Soft Costs (as hereinafter defined) of construction of Tenant’s Work pursuant considered to the approved plans and specifications. “Eligible Soft Costs” be superior to those contained herein are specifically retained by this Agreement, they shall be deemed not to be costs and expenses incurred by Tenant which are directly and primarily related to Tenant’s Work and which relate solely to the work of any architect, space planner, engineer, or similar construction professional or which are direct payments made to applicable authorities for permitting and license fees; providedcontinue in effect. It is, however, hereby confirmed that in no event where such references are made to existing Superior Conditions that they refer to conditions existing prior to October This Agreement shall continue effect March shall remain effect from year to year unless either party gives the Eligible Soft Costs exceed fifteen percent other party written notice of termination or desire to amend the Notice that amendments are required or that either party desires to this Agreement may only be given within a period of ninety (15%90) of the total Allowance or be used for services provided in connection with the negotiation of the Lease. For the avoidance of doubt, Eligible Soft Costs shall expressly exclude any financing costs, attorneys’ fees, or other costs and expenses not expressly permitted hereunder. In no event will the Allowance be used to pay for moving or storage expenses or furniture, racking, equipment, cabling, telephone systems or any other item of personal property which is not intended to be permanently affixed days prior to the Remaining Premises and Suite 4200 Expansion Premisesexpiration date of this Agreement or to any anniversary of such expiration date. Payment If notice of amendment or termination given by either party, the Allowance shall be made by Landlord other party agrees to Tenant meet for the purpose of negotiation within thirty (30) days following after the last giving of notice, if requested to occur of: (i) completion of Tenant’s Work, (ii) Landlord’s receipt of Tenant’s invoice substantiating do so. Notwithstanding the costs related thereto, (iii) Landlord’s receipt of final lien waivers from all contractors and subcontractors who performed Tenant’s Work, and (iv) Landlord’s receipt of a copy of the final permit approved by the applicable governing authority for any work which requires the same. Landlord shall be under no obligation to pay for any of Tenant’s Work in excess of the Allowance. Furtherforegoing provisions, the Allowance shall only event the parties to this Agreement agree to negotiate for its renewal through the process of central bargaining, the parties will meet to determine the procedures to be available for Tenant’s use for work performed followed. Attached hereto and submitted part of this Agreement are List of Professional Responsibility Assessment Chairpersons Superior Conditions Any Appendix of Local Provisions The parties have agreed to Landlord for reimbursement submit their dispute concerning proposal with regards to layoff procedures to binding interest arbitration in accordance with the terms Labour Arbitration Act Signed at T- Ontario, *day &- NTA R NUR E IAT ION GRIEVANCE NUMBER NATURE OF GRIEVANCE DATE OF OCCURRENCE DATE RECEIVED BY LOCAL The following nurses have allowed their names to stand as Chairpersons Nursing Assessment Committees in the above named sector. ▇▇▇▇▇ School of this subsection (d) on or before December 31, 2017 at which time Tenant hereby waives any and all rights to any unused portion of the Allowance.Nursing

Allowance. The Allowance may be used only for the hard costs and Eligible Soft Costs (as hereinafter defined) of construction of Tenant’s Work pursuant to the approved plans and specifications. “Eligible Soft Costs” shall be deemed to be costs and expenses incurred by Tenant which are directly and primarily related to Tenant’s Work and which relate related solely to the work of any architect, space planner, engineer, or similar construction professional or which are direct payments made to applicable authorities for permitting and license fees; provided, however, that in no event shall the Eligible Soft Costs exceed fifteen percent (15%) of the total Allowance or be used for services provided in connection with the negotiation of the Lease. For the avoidance of doubt, Eligible Soft Costs shall expressly exclude any financing costs, attorneys’ fees, or other costs and expenses not expressly permitted hereunder. In no event will the Allowance be used to pay for any costs that are not Eligible Soft Costs or hard costs of real property improvements or alterations, including, without limitation, moving or storage expenses or furniture, racking, equipment, cabling, telephone systems or any other item of personal property which is not intended to be permanently affixed to the Remaining Premises and Suite 4200 Expansion Premises. Payment of the Allowance shall be made by Landlord to Tenant within thirty (30) days following the last to occur of: (i) completion of Tenant’s Work, (ii) Landlord’s receipt of Tenant’s invoice substantiating the costs related thereto, (iii) Landlord’s receipt of final lien waivers from all contractors and subcontractors who performed Tenant’s Work, and (iv) Landlord’s receipt of a copy of the final permit approved by the applicable governing authority for any work which requires the same. Landlord shall be under no obligation to pay for any of Tenant’s Work in excess of the Allowance. Further, the Allowance shall only be available for Tenant’s use for work performed and submitted to Landlord for reimbursement in accordance with the terms of this subsection (dc) on or before December 31, 2017 2014, at which time Tenant hereby waives any and all rights to any unused portion of the Allowance.

Allowance. The Allowance may be used only Landlord agrees to provide Tenant a tenant improvement allowance ("Allowance") in an amount up to, but not exceeding, Thirty-one Thousand One Hundred Two Dollars and Fifty Cents ($31,102.50) for the hard costs and Eligible Soft Costs (as hereinafter defined) of construction of Tenant’s Work pursuant to the approved plans and specifications. “Eligible Soft Costs” shall be deemed to be costs and expenses incurred by Tenant which are directly and primarily related to Tenant’s Work and which relate solely to the work of any architect, space planner, engineer, or similar construction professional or which are direct payments made to applicable authorities for permitting and license feesImprovements; provided, however, that Tenant may elect to increase the Allowance to an amount up to, but not exceeding, Forty-one Thousand Four Hundred Seventy Dollars ($41,470) by providing Landlord with written notice of such election at the time Tenant submits to Landlord the budget described in the second paragraph of subparagraph (b) above. The Allowance shall be applied by Tenant against the Tenant Improvements Costs incurred in the construction of the Tenant Improvements which have been approved by the Landlord in Tenant's proposed budget pursuant to subparagraph (b) above, and the provisions for disbursement set forth below. In no event shall the Eligible Soft Costs exceed fifteen percent (15%) any portion of the total Allowance or be used for services provided any purpose other than the approved costs in the budget for the Tenant Improvements Costs. Any and all costs in excess of the Allowance required to complete the construction of the Tenant Improvements in accordance with subparagraph (b) above shall be the sole and exclusive obligation and responsibility of Tenant. On or before the fifth (5th) calendar day of every month, Tenant shall submit to Landlord for its review and approval AIA Form No. G702 and No. G703 invoices (or comparable invoices acceptable to Landlord) for work performed and materials furnished to the Premises in connection with the negotiation construction of the LeaseTenant Improvements ("Payment Request"). For the avoidance of doubt, Eligible Soft Costs shall expressly exclude any financing costs, attorneys’ fees, or other costs and expenses not expressly permitted hereunder. In no event will the Allowance be used to pay for moving or storage expenses or furniture, racking, equipment, cabling, telephone systems or any other item of personal property which is not intended to be permanently affixed to the Remaining Premises and Suite 4200 Expansion Premises. Each Payment of the Allowance Request shall be made accompanied by Landlord to Tenant within thirty (30) days following the last to occur of: (i) completion of Tenant’s Work, (ii) Landlord’s receipt of Tenant’s invoice substantiating the costs related thereto, (iii) Landlord’s receipt of final lien waivers from all contractors and subcontractors who performed Tenant’s Work, and (iv) Landlord’s receipt of a copy of the final permit approved certification signed by the applicable governing authority for any Tenant's general contractor and the Tenant's architect showing that the work which requires the same. Landlord shall be under no obligation to pay for any of Tenant’s Work reflected in excess of the Allowance. Further, the Allowance shall only be available for Tenant’s use for work such Payment Request was performed and submitted to Landlord for reimbursement in accordance with the approved Working Plans and the terms of all approved construction contracts; and the total costs to construct the Tenant Improvements, including change orders, and the amount expended for such items to date and the estimated costs to complete the Tenant Improvements. In addition, each Payment Request shall be accompanied by lien release waivers from all contractors, subcontractors and materialmen to be paid through such Payment Request and, with respect to completed work, final lien release waivers, all in form and content acceptable to Landlord. Within ten (10) business days after Landlord's approval of each such Payment Request, Landlord shall cause to be disbursed to Tenant's general contractor an amount equal to ninety percent (90%) of such approved Payment Request times the ratio which the total Allowance to be utilized by Tenant bears to the total construction cost set forth in the certifications by Tenant's general contractor and architects. Landlord shall cause to be disbursed the ten percent (10%) retention amount, up to the limit of the Allowance, upon the issuance of an unqualified Certificate of Occupancy for the Expansion Space and the expiration of the period in which liens may be filed against the Premises by any contractor, subcontractor or materialmen furnishing goods or services thereto in connection with the Tenant Improvements. In the event that the Allowance (as the same may be increased pursuant to this subsection subparagraph (d) above) is more than Thirty-one Thousand One Hundred Two Dollars and Fifty Cents ($31,102.50) ("Base Allowance Amount"), then the amount by which the Allowance (as so increased) exceeds the Base Allowance Amount shall be fully amortized over the period commencing on or before December 31the Expansion Space Commencement Date through the balance of the initial Term of the Lease at a rate of eleven percent (11%) per annum ("Amortization Rate"), 2017 at which time Tenant hereby waives any and all such amortized amounts shall be paid by Tenant to Landlord as Rent at the time and in the manner required for Tenant to pay monthly Base Rent as set forth in the Lease. Upon the occurrence of any Event of Default under the Lease, Landlord shall have the right, in addition to all other rights and remedies of Landlord, to any unused portion accelerate the remaining principal balance of the Allowanceexcess Allowance amount amortized hereunder and to require that the entire amount thereof be immediately paid in full by Tenant. Should Tenant fail to pay such remaining principal amount within five (5) business days after such election by Landlord, such remaining principal amount shall thereafter bear interest at the Amortization Rate.

Allowance. The Allowance may be used only for Landlord shall pay to Tenant an allowance of up to --------- $2,112,012.00 (the hard costs and Eligible Soft Costs "Allowance") towards the cost of the Tenant's Work (as hereinafter defined) of construction including the design fees of Tenant’s Work pursuant 's architects and engineers). Payments shall be made to Tenant no more frequently than monthly and when and as Landlord receives waivers of lien from all contractors and subcontractors to the approved plans extent required by Landlord's lender, invoices from contractors, subcontractors and specifications. “Eligible Soft Costs” shall be deemed to be costs suppliers, and expenses other reasonable documentation evidencing the costs, including fees of architects and engineers, incurred by Tenant which are directly and primarily related to for the Tenant’s Work and which relate solely 's Work, to the work reasonable satisfaction of any architectLandlord. Landlord shall, space plannerwithin twenty (20) days of a requisition therefor, engineerpay to Tenant the amount of each such requisition. Such payments, or similar construction professional or which are direct payments made to applicable authorities for permitting and license fees; providedin the aggregate, however, that in no event shall not exceed the Eligible Soft Costs exceed fifteen percent (15%) of the total Allowance or be used for services provided in connection with the negotiation of the LeaseAllowance. For the avoidance of doubt, Eligible Soft Costs Landlord shall expressly exclude any financing costs, attorneys’ fees, or other costs and expenses not expressly permitted hereunder. In no event will the Allowance be used to pay for moving or storage expenses or furniture, racking, equipment, cabling, telephone systems or any other item of personal property which is not intended to be permanently affixed to the Remaining Premises and Suite 4200 Expansion Premises. Payment of the Allowance shall be made by Landlord make final payment to Tenant within thirty (30) days following the last to occur of: (i) completion of Tenant’s Work, (ii) Landlord’s receipt of Tenant’s invoice substantiating the costs related thereto, (iii) Landlord’s receipt of final lien waivers from all contractors and subcontractors who performed Tenant’s Work, and (iv) Landlord’s receipt submission by Tenant of a copy of written statement from Tenant's architect or engineer that the final permit approved by the applicable governing authority for any work which requires the same. Landlord shall be under no obligation to pay for any of Tenant’s 's Work in excess of the Allowance. Further, the Allowance shall only be available for Tenant’s use for work performed and submitted to Landlord for reimbursement has been completed in accordance with the terms approved plans, a final lien waiver executed by Tenant's general contractor and a final certificate of this subsection (d) on or before December 31, 2017 at which time occupancy for the Premises. If Landlord fails to pay Tenant hereby waives any and all rights to any unused portion of the AllowanceAllowance properly payable by Landlord to Tenant under this Section 3.2 and such failure continues for thirty (30) days after written notice thereof from Tenant to Landlord and any holder of a mortgage of which Tenant has been given notice, then Tenant shall have the right to set-off the amount thereof, together with interest at the Interest Rate (defined in Section 8.4 hereof), against the rent next payable by Tenant hereunder until the aggregate amount so set-off by Tenant shall equal the amount due from Landlord.

Allowance. The Allowance may be used only Landlord shall reimburse Tenant for the “hard costs” incurred related to the Tenant Improvements, up to an amount equal to the Allowance (as defined in Section 1.01). The agreements of Landlord and Tenant regarding the Allowance are as follows: (a) In the event the costs and Eligible Soft Costs expenses associated with the Tenant Improvements exceed the Allowance, such excess costs shall be borne solely by Tenant and shall be paid in full by Tenant prior to delinquency. (as hereinafter definedb) Landlord shall make up to six (6) disbursements of the Allowance in accordance with the pay applications provided by Tenant’s General Contractor, certified by Tenant’s architect or its representative (or, if the cost is not related to the design or construction of the Tenant Improvements, by an authorized representative of Tenant) and approved by Landlord (such approval not to be unreasonably withheld, conditioned or delayed). All disbursements, except for the final disbursement shall be in amounts not less than $300,000. The first such disbursement shall be made upon Tenant’s completion of construction of Tenant’s Work pursuant to the approved plans and specifications. “Eligible Soft Costs” shall be deemed to be costs and expenses incurred by Tenant which are directly and primarily related to Tenant’s Work and which relate solely to the work of any architect, space planner, engineer, or similar construction professional or which are direct payments made to applicable authorities for permitting and license fees; provided, however, that in no event shall the Eligible Soft Costs exceed fifteen fifty percent (1550%) of the total Allowance or Tenant Improvements (based on projected costs). The final disbursement shall be used for services provided in connection with the negotiation paid upon completion of the LeaseTenant Improvements and Landlord’s receipt of all Final Documents (as defined below). For the avoidance of doubtProvided, Eligible Soft Costs Landlord’s obligation to make such disbursements shall expressly exclude any financing costs, attorneys’ fees, or other costs and expenses not expressly permitted hereunder. In no event will the Allowance be used to pay for moving or storage expenses or furniture, racking, equipment, cabling, telephone systems or any other item of personal property which is not intended to be permanently affixed subject to the Remaining Premises and Suite 4200 Expansion Premises. Payment following conditions: (i) Landlord shall not be obligated to make any disbursements of the Allowance shall be made prior to Tenant’s delivery to Landlord of (A) evidence of Tenant’s receipt of all necessary permits required to commence construction of the Tenant Improvements and (B) a final, complete copy of the CDs, as agreed to by Landlord and Tenant. (ii) Landlord shall not be obligated to make more than one (1) disbursement of the Allowance in any calendar month. (iii) Landlord shall not be obligated to make any disbursement of the Allowance until Landlord receives current Supporting Documents (as defined herein) or Final Documents, as applicable. Landlord shall pay applicable disbursements to Tenant within on or before the date that is the later of: (A) thirty (30) days following the last to occur of: (i) completion of Tenant’s Work, (ii) Landlord’s receipt of Tenant’s invoice substantiating the costs related thereto, (iii) Landlord’s receipt of final lien waivers from all contractors and subcontractors who performed Tenant’s Work, and (iv) Landlord’s receipt of a copy valid request for disbursement of the final permit approved Allowance and all appropriate Supporting Documents or Final Documents, as applicable, and (B) the date that is two (2) business days immediately following the day on which Landlord receives the corresponding loan disbursement from its mortgagee(s) for purposes of the Allowance (in no event to exceed forty-five (45) days following Landlord’s receipt of the documentation referenced in the foregoing clause (A)). The obligation of Landlord to make each such disbursement of the Allowance is subject to the condition precedent that, on the date of such disbursement, no event has occurred and is continuing which constitutes a Default of Tenant under the Lease. After disbursement of the Allowance (or any portion thereof) by the applicable governing authority for any work which requires the same. Landlord to Tenant, Tenant shall be under no obligation solely responsible for disbursement to pay for any of Tenant’s Work in excess General Contractor, subcontractors, architect, engineers and material suppliers of payments for the cost of designing, planning and constructing the Tenant Improvements. As used herein, the term “Supporting Documents” shall mean, with respect to each disbursement (excluding the final disbursement) of the Allowance. Further, the Allowance shall only be available for Tenant’s use for work performed and submitted to Landlord for reimbursement in accordance with the terms of this subsection (d) on or before December 31, 2017 at which time Tenant hereby waives any and all rights to any unused portion of the Allowance.hereunder:

Allowance. (a) Tenant shall receive a total improvement and refurbishment allowance (the "Allowance") which shall be applied towards leasehold improvements and refurbishments as set forth in Section 2.2 (including signage, as set forth in Section 5.4 (c) hereof); the Allowance shall be in the total sum of Fifty-Two Thousand Dollars ($52,000.00). (b) The cost of the leasehold improvements and refurbishments shall be paid monthly by Landlord out of the Allowance may based upon the draw schedule and work in place. Tenant and Tenant's construction coordinator shall receive a copy of each monthly requisition. It is hereby agreed that all permanently affixed leasehold improvements, if any, shall immediately become the property of Landlord upon completion unless otherwise agreed to in writing. (c) In the event the total cost of the leasehold improvements and refurbishments is less than the Allowance, Landlord shall retain such amount as its property and there shall be used only for no payment to Tenant or abatement of Rent with respect thereto. (d) In the hard costs event the total cost of completing the improvements and Eligible Soft Costs (as hereinafter defined) of construction of Tenant’s Work pursuant refurbishments to the approved plans and specifications. “Eligible Soft Premises shall exceed the Allowance (the "Excess Costs” "), said Excess Costs shall be deemed to be costs and expenses incurred paid by Tenant which are directly and primarily related to Tenant’s Work and which relate solely to the work of any architectLandlord in cash, space plannerin full, engineer, or similar construction professional or which are direct payments made to applicable authorities for permitting and license feeswithin thirty (30) days after Landlord's demand therefor; provided, however, that at Tenant's election such Excess Costs (but not to exceed Two Dollars [$2.00] per square foot of GRA in no event shall the Eligible Soft Costs exceed fifteen Premises) may be amortized as additional Base Rent over the Main Term, calculated using an interest factor of twelve percent (1512%) of the total Allowance or be used for services provided in connection with the negotiation of the Lease). For the avoidance of doubt, Eligible Soft Costs shall expressly exclude any financing costs, attorneys’ fees, or other costs and expenses not expressly permitted hereunder. In no event will the Allowance be used to pay for moving or storage expenses or furniture, racking, equipment, cabling, telephone systems or any other item of personal property which Attached hereto as Schedule I is not intended to be permanently affixed to the Remaining Premises and Suite 4200 Expansion Premises. Payment of the Allowance shall be made by Landlord to Tenant within thirty (30) days following the last to occur of: (i) completion of Tenant’s Work, (ii) Landlord’s receipt of Tenant’s invoice substantiating the costs related thereto, (iii) Landlord’s receipt of final lien waivers from all contractors and subcontractors who performed Tenant’s Work, and (iv) Landlord’s receipt of a copy of bills received by Landlord with respect to the final permit approved performance of the initial improvements to the Premises. (e) Landlord represents and warrants that, upon the Commencement Date and completion of the improvements and refurbishments to the Premises to be performed by Landlord pursuant to Section 2.2 hereof, the applicable governing authority for any work which requires Premises are and shall be in compliance with all requirements of the sameAmericans with Disabilities Act of 1990 (the "ADA"). Upon completion of the improvements and refurbishments, Landlord shall be under no obligation responsible for ADA compliance issues with respect to pay the Common Areas and Tenant shall be responsible for any of Tenant’s Work in excess of all ADA compliance issues within the Allowance. Further, the Allowance shall only be available for Tenant’s use for work performed and submitted to Landlord for reimbursement in accordance with the terms of this subsection (d) on or before December 31, 2017 at which time Tenant hereby waives any and all rights to any unused portion of the AllowancePremises.

Allowance. The Allowance may be used only Upon and subject to the terms and conditions of this Section 3(c), Landlord shall reimburse Tenant for the hard costs and Eligible Soft Costs (as hereinafter defined) of construction cost of Tenant’s Work pursuant to performing its initial tenant improvements in the approved plans and specifications. Premises (the “Eligible Soft Costs” shall be deemed to be costs and expenses incurred by Tenant which are directly and primarily related to Tenant’s Work and Work”) [which relate solely to may be performed at any time during the work first twelve (12) Lease Months of any architect, space planner, engineer, or similar construction professional or which are direct payments made to applicable authorities for permitting and license feesthe Term]; provided, however, that Landlord’s obligation to reimburse Tenant for the Tenant’s Work shall be: (i) limited to the lesser of (A) actual construction costs incurred by third parties on behalf of Tenant in no event shall the Eligible Soft Costs exceed fifteen percent (15%) its construction of the total Allowance or be used for services provided in connection with Tenant’s Work; and (B) an amount up to, but not exceeding, $17,020.00 (the negotiation “Allowance”); and (ii) conditioned upon Landlord’s receipt of the Lease. For the avoidance of doubt, Eligible Soft Costs shall expressly exclude any financing costs, attorneys’ fees, or other costs and expenses not expressly permitted hereunder. In no event will the Allowance be used to pay for moving or storage expenses or furniture, racking, equipment, cabling, telephone systems or any other item of personal property written notice (which is not intended to be permanently affixed to the Remaining Premises and Suite 4200 Expansion Premises. Payment of the Allowance notice shall be made accompanied by invoices and documentation set forth below) from Tenant that the Tenant’s Work has been completed and accepted by Tenant. Landlord to Tenant shall make payment for the Tenant’s Work (limited as described above) within thirty (30) days following the last Tenant’s delivery to occur Landlord of: (ix) completion of third-party invoices for costs incurred by Tenant in constructing the Tenant’s Work; (y) evidence that Tenant has paid the invoices for such costs; and (z) final, (ii) Landlord’s receipt unconditional lien waivers in the statutory form from any contractor or subcontractor who has constructed any portion of the Tenant’s invoice substantiating Work or any materialman who has supplied materials used or incorporated into any portion of the costs related thereto, (iii) Landlord’s receipt of final lien waivers from all contractors and subcontractors who performed Tenant’s Work. The Tenant’s Work shall be performed in accordance with all the provisions of the Lease. All bills for the Tenant’s Work must be submitted on or before May 31, 2013, and (iv) LandlordLandlord will make no further payments related to the Tenant’s receipt of a copy of the final permit approved by the applicable governing authority for any work which requires the sameWork with respect to disbursement requests submitted to Landlord after such date. Landlord shall be under have no obligation to pay for any of Tenant’s Work in excess of the Allowance. Further, the Allowance shall only be available for Tenant’s use for work performed and submitted to Landlord for reimbursement at any time that Tenant is in accordance with the terms default of its obligations under this subsection (d) on or before December 31, 2017 at which time Tenant hereby waives any and all rights to any unused portion of the AllowanceLease.

Allowance. The Allowance may be used only Upon and subject to the terms and conditions of this Exhibit, Landlord shall reimburse Tenant for the hard costs and Eligible Soft Costs (as hereinafter defined) of construction of Tenant’s Work pursuant to the approved plans and specifications. “Eligible Soft Costs” shall be deemed to be costs and expenses incurred by Tenant which are directly and primarily related to Tenant’s Work and which relate solely to the work of any architect, space planner, engineer, or similar construction professional or which are direct payments made to applicable authorities for permitting and license feesWork; provided, however, that Landlord’s obligation to reimburse Tenant for Tenant’s Work shall be limited to the lesser of (A) actual Total Construction Costs incurred by third parties on behalf of Tenant in no event shall the Eligible Soft Costs exceed fifteen percent its construction of Tenant’s Work; and (15%B) an amount up to, but not exceeding, $3,418,590.00, based on $35.00 per rentable square foot of the total Allowance or be used for services provided in connection with Premises (the negotiation of the Lease“Allowance”). For the avoidance of doubt, Eligible Soft Costs Landlord shall expressly exclude any financing costs, attorneys’ fees, or other costs and expenses not expressly permitted hereunder. In no event will pay the Allowance be used to pay for moving or storage expenses or furniture, racking, equipment, cabling, telephone systems or any other item of personal property which is not intended to be permanently affixed to the Remaining Premises and Suite 4200 Expansion Premises. Payment of the Allowance shall be made by Landlord to Tenant within thirty (30) days following the last to occur of: (i) completion of Tenant’s Work, (ii) after Landlord’s receipt of Tenant’s invoice substantiating written request (the costs related thereto“Disbursement Request”) therefor accompanied by partial, (iii) Landlord’s receipt of final conditional lien waivers and copies of invoices from all third parties providing services as part of the Tenant’s Work using AIA G701/702/703 documents, disbursed in the following increments: (a) 20% of the Allowance no earlier than thirty (30) days following the First Access Date to the extent of paid invoices submitted. (b) 20% of the Allowance no earlier than sixty (60) days following the First Access Date to the extent of paid invoices submitted. (c) 20% of the Allowance no earlier than ninety (90) days following the First Access Date to the extent of paid invoices submitted. (d) 25% of the Allowance no earlier than one hundred and twenty (120) days following the First Access Date to the extent of paid invoices submitted. Each Disbursement Request shall be signed by Tenant’s Representative. Landlord shall have no obligation to disburse any portion of the Allowance if there is an Event of Default outstanding under the Lease until such Event of Default is cured. Each Disbursement Request pursuant to this Section 7 must be accompanied by copies of paid invoices as evidenced by unconditional progress waivers from contractors and subcontractors who performed subcontractors. Notwithstanding the foregoing, the final disbursement of the remaining 15% of the Allowance shall be disbursed within thirty (30) days after Tenant’s written request therefor once Tenant has substantially completed all of the Tenant’s Work in accordance with the Working Drawings, all building permits issued in connection with the Tenant’s Work, all applicable Laws and the terms and provisions of this Work Letter. Such final Disbursement Request shall be accompanied by: (i) third-party invoices for costs incurred by Tenant in constructing Tenant’s Work; (ii) evidence that Tenant has paid the invoices for such costs; (iii) final, unconditional lien waivers and mechanics’ lien releases from any contractor or subcontractor who has constructed any portion of Tenant’s Work or any materialman who has supplied materials used or incorporated into any portion of Tenant’s Work (if applicable), all such waivers and releases to be in the forms prescribed by California Civil Code Section 3262; (iv) Landlord’s receipt an executed Confirmation of Commencement Date letter in the form attached to this Lease as Exhibit E; and (v) a copy of the final permit approved by certificate of occupancy for the applicable governing authority Premises. All bills for any work which requires the same. Landlord shall be under no obligation to pay for any of Tenant’s Work in excess must be submitted to Landlord within twelve (12) months after the Commencement Date, and Landlord will make no further payments related to Tenant’s Work after such twelve (12)-month period. Any unfunded portion of the Allowance. Further, the Allowance shall only be available for Tenant’s use for work performed and submitted deemed forfeited. Upon written notice delivered to Landlord for reimbursement in accordance with the terms of this subsection (d) on or before prior to December 31, 2017 at which time 2012, Tenant hereby waives any and all rights may elect to any unused portion use up to $5.00 per rentable square foot of the AllowancePremises of the Allowance as a credit against Rent next due under the Lease.

Allowance. Landlord hereby agrees to provide to Tenant an Allowance in the amount of $7.00 per rentable square foot of space in the Premises (being $325,367.00) (“Allowance”). The Allowance may shall be used only and applied by Tenant as follows: (a) If Tenant so elects by written notice to Landlord, Landlord shall furnish and install approximately 99 parking stalls (“Parking Stalls”) in the area depicted on Exhibit A-1 (“Parking Election”). If Tenant exercises the Parking Election, subject to city approval of the same, Landlord must complete (subject to delays due to permitting, governmental regulations and delays by Tenant in responding to requests for approval), installation of the hard costs and Eligible Soft Costs Parking Stalls on or before six months following the later to occur of (as hereinafter definedi) of construction of Tenant’s Work pursuant notice to Landlord or (ii) the approved plans and specificationsExecution Date. “Eligible Soft Costs” Within thirty (30) days following completion of the Parking Stalls, Landlord shall be deemed provide to be Tenant evidence of the reasonable costs and expenses incurred by Tenant which are directly and primarily related to Tenant’s Work and which relate solely to the work of any architect, space planner, engineer, or similar construction professional or which are direct payments made to applicable authorities for permitting and license fees; provided, however, that in no event shall the Eligible Soft Costs exceed fifteen percent (15%) of the total Allowance or be used for services provided in connection with the negotiation of the Lease. For the avoidance of doubt, Eligible Soft Costs shall expressly exclude any financing costs, attorneys’ fees, or other costs and expenses not expressly permitted hereunder. In no event will the Allowance be used to pay for moving or storage expenses or furniture, racking, equipment, cabling, telephone systems or any other item of personal property which is not intended to be permanently affixed to the Remaining Premises and Suite 4200 Expansion Premises. Payment of the Allowance shall be made paid by Landlord to third parties for the design, permitting and/or installation of the Parking Stalls and a construction management fee equal to 2% of all hard and soft costs of the Work shall be payable to Landlord, and such amounts (if any) shall be credited against the Allowance. If Landlord fails to complete the Parking Stalls and render them useable on or before the date herein required, Tenant shall have the right to give Landlord notice of such failure and if Landlord fails to complete the Parking Stalls within thirty (30) days following after receipt of such notice from Tenant, then Tenant shall be entitled to day-for-day abatement of the last to occur of: (i) Base Rent payable under the terms of the Lease as hereby amended, for each day that the completion of Tenant’s Work, the Parking Stalls is delayed. (iib) Landlord’s receipt of Tenant’s invoice substantiating To the costs related thereto, (iii) Landlord’s receipt of final lien waivers from all contractors extent the Allowance is not used for and subcontractors who performed Tenant’s Work, and (iv) Landlord’s receipt of a copy of applied to the final permit approved by the applicable governing authority for any work which requires the same. Landlord shall be under no obligation to pay for any of Tenant’s Work in excess of the Allowance. FurtherParking Election, the Allowance shall only may be available used and applied by the Tenant toward payment for Tenant’s use for work performed improvements to the Premises (“Tenant Improvements” and submitted to Landlord for reimbursement in accordance with “Tenant Improvements Election”). The Construction Rider attached hereto as Exhibit A shall govern Tenant’s construction of Tenant Improvements and the terms allocation and payment of this subsection (d) on or before December 31, 2017 at which time Tenant hereby waives any and all rights to any unused portion of the AllowanceAllowance funds therefor.

Allowance. The Allowance may For each project the Tenant shall cooperate with the Landlord in completing, posting and, if requested by the Landlord, recording any notice of the Landlord’s non-responsibility regarding the Work. Except as provided for herein and in the Lease, the Premises will be used only delivered in “as is” condition and there shall be no other tenant improvement allowance. (a) Provided that as of the time of the giving of the Extension Notice and the Commencement Date of the Extension Term, (x) Tenant is the Tenant originally named herein, (y) Tenant actually occupies all of the Premises initially demised under this Lease and any space added to the Premises, and (z) no Event of Default exists or would exist but for the hard costs and Eligible Soft Costs passage of time or the giving of notice, or both, then Tenant shall have the right to extend the Lease Term for one additional term of 5 years (such additional term is hereinafter called the “Extension Term”) commencing on the day following the expiration of the Lease Term (hereinafter referred to as the “Commencement Date of the Extension Term”). Tenant shall give Landlord written notice (hereinafter definedcalled the “Extension Notice”) of construction its election to extend the term of the Lease Term at least 6 months, prior to the scheduled expiration date of the Lease Term. (b) The Base Rent payable monthly by Tenant to Landlord during the Extension Term shall be the greater of (i) the Base Rent applicable to the last year of the initial Lease term and (ii) the then prevailing market rate for comparable space in the Project and comparable buildings in the vicinity of the Project, taking into account the size of the Lease, the length of the renewal term, market escalations and the credit of Tenant. The Base Rent shall not be reduced by reason of any costs, or expenses saved by Landlord by reason of Landlord’s Work pursuant not having to find a new tenant for such premises (including, without limitation, brokerage commissions, costs of improvements, rent concessions or lost rental income during any vacancy period). In the event Landlord and Tenant fail to reach an agreement on such rental rate and execute the Amendment (defined below) at least 4 months prior to the approved plans and specifications. “Eligible Soft Costs” expiration of the Lease, then Tenant’s exercise of the renewal option shall be deemed to be costs withdrawn and expenses incurred by Tenant which are directly and primarily related to the Lease shall terminate on its original expiration date. (c) The determination of Base Rent does not reduce the Tenant’s Work obligation to pay or reimburse Landlord for Operating Expenses and which relate solely other reimbursement items as set forth in the Lease, and Tenant shall reimburse and pay Landlord as set forth in Lease with respect to such Operating Expenses and other items with respect to the work Premises during the Extension Term. (d) Except for the Base Rent as determined above, Tenant’s occupancy of any architect, space planner, engineer, or similar construction professional or which the Premises during the Extension Term shall be on the same terms and conditions as are direct payments made in effect immediately prior to applicable authorities for permitting and license feesthe expiration of the initial Lease Term; provided, however, that in Tenant shall have no event shall further right to any allowances, credits or abatements or any options to expand, contract, renew or extend the Eligible Soft Costs exceed fifteen percent Lease. (15%e) Time is of the total Allowance or be used for services provided in connection with essence as to the negotiation giving of the LeaseExtension Notice. For If Tenant does not give the avoidance of doubtExtension Notice within the period set forth in paragraph (a) above, Eligible Soft Costs shall expressly exclude any financing costs, attorneys’ fees, or other costs and expenses not expressly permitted hereunder. In no event will the Allowance be used to pay for moving or storage expenses or furniture, racking, equipment, cabling, telephone systems or any other item of personal property which is not intended to be permanently affixed to the Remaining Premises and Suite 4200 Expansion Premises. Payment of the Allowance shall be made by Landlord to Tenant within thirty (30) days following the last to occur of: (i) completion of Tenant’s Work, right to extend the Lease Term shall automatically terminate. (iif) Landlord’s receipt of Tenant’s invoice substantiating the costs related thereto, (iii) Landlord’s receipt of final lien waivers from all contractors and subcontractors who performed Tenant’s Work, and (iv) Landlord’s receipt of a copy of the final permit approved by the applicable governing authority for any work which requires the same. Landlord shall be under have no obligation to pay refurbish or otherwise improve the Premises for any of Tenant’s Work in excess the Extension Term. The Premises shall be tendered on the Commencement Date of the Allowance. FurtherExtension Term in “AS-IS” condition. (g) If the Lease is extended for the Extension Term, then Landlord shall prepare and Tenant shall execute an amendment to the Lease confirming the extension of the Lease Term and the other provisions applicable thereto. (h) If Tenant exercises its right to extend the term of the Lease for the Extension Term pursuant to this Addendum, the Allowance term “Lease Term” as used in the Lease, shall only be available for Tenant’s use for work performed and submitted construed to Landlord for reimbursement in accordance with the terms of include, when practicable, this subsection (d) on or before December 31, 2017 at which time Tenant hereby waives any and all rights to any unused portion of the AllowanceExtension Term.

Allowance. The Allowance may (a) As stated above, all Work shall be used only for the hard costs and Eligible Soft Costs (as hereinafter defined) of construction of done at Tenant’s Work pursuant to the approved plans expense, including building permit fees, other fees, architectural and specifications. “Eligible Soft Costs” shall be deemed to be costs engineering expenses and other expenses incurred by Tenant which are directly and primarily related relating to Tenant’s Work and which relate solely Work. However, Landlord shall provide Tenant with an allowance of $35.00 per rentable square foot in the Leased Premises, totaling to $325,745.00 (the work of any architect, space planner, engineer, or similar construction professional or which are direct payments made to applicable authorities for permitting and license fees; provided, however, “Allowance”). Tenant understands that in no event shall if the Eligible Soft Costs exceed fifteen percent (15%) of the total Allowance or be used for services provided in connection with the negotiation of the Lease. For the avoidance of doubt, Eligible Soft Costs shall expressly exclude any financing costs, attorneys’ fees, or other costs and expenses not expressly permitted hereunder. In no event will the Allowance be used to pay for moving or storage expenses or furniture, racking, equipment, cabling, telephone systems or any other item of personal property which is not intended to be permanently affixed to the Remaining Premises and Suite 4200 Expansion Premises. Payment of the Allowance shall be made by Landlord to Tenant within thirty (30) days following the last to occur of: (i) completion cost of Tenant’s Work, (ii) Landlord’s receipt of Tenant’s invoice substantiating the costs related thereto, (iii) Landlord’s receipt of final lien waivers from all contractors and subcontractors who performed including without limitation any changes in Tenant’s Work, and (iv) Landlord’s receipt of a copy of exceeds the final permit approved by the applicable governing authority for any work which requires the same. Landlord Allowance, then Tenant shall be under no obligation to pay solely responsible for any of Tenant’s Work all such costs in excess of the Allowance. FurtherThe Allowance shall be paid to Tenant following receipt of the following documentation (i) full and final waivers of liens from the general contractor and the subcontractors retained by Tenant in an amount equal to the portion of the Allowance to be disbursed, (ii) completion certificates from Tenant, the Allowance shall only be available for general contractor and Tenant’s use for work performed architect, (c) a sworn contractor’s affidavit from the general contractor, and submitted to Landlord for reimbursement in accordance with the terms of this subsection (d) on a request to disburse from Tenant containing an approval by Tenant of the work done, receipted bills covering all labor and materials expended and used in connection with the improvements. If Tenant has not previously paid the general contractor for the cost of the improvements, Landlord, at its option, may pay the Allowance directly to the order of the general contractor that performed the improvements or before December 31, 2017 at which time Tenant hereby waives any to the joint order of the general contractor and all rights included subcontractors. Notwithstanding anything herein to the contrary, Landlord shall not be obligated to disburse any unused portion of the Allowance during the continuance of an uncured default under this Lease, and Landlord’s obligation to disburse shall only resume when and if such default is cured. The Allowance may only be used for the cost of labor, material and contractor’s fees for the improvements to the Leased Premises, and the cost of preparing plans and drawings in connection therewith. In no event shall the Allowance be used for the purchase of equipment, furniture and other items of personal property of Tenant. In the event Tenant has not presented proper documentation evidencing the use of the entire Allowance by February 28, 2005, 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. (b) If the actual construction costs exceed the Allowance, then Tenant shall pay the excess and Landlord shall not be responsible therefor. (c) If the actual construction costs are less than the Allowance, then Tenant shall not be entitled to any portion of the unexpended Allowance, which shall belong to Landlord.

Allowance. The Allowance may be used only for the hard costs and Eligible Soft Costs (as hereinafter defined) of construction of Tenant’s Work pursuant to the approved plans and specifications. “Eligible Soft Costs” shall be deemed to be costs and expenses incurred by Tenant which are directly and primarily related to Tenant’s Work and which relate solely to the work of any architect, space planner, engineer, or similar construction professional or which are direct payments made to applicable authorities for permitting and license fees; provided, however, that in no event shall the Eligible Soft Costs exceed fifteen percent (15%) of the total Allowance or be used for services provided in connection with the negotiation of the Lease. For the avoidance of doubt, Eligible Soft Costs shall expressly exclude any financing costs, attorneys’ fees, or other costs and expenses not expressly permitted hereunder. In no event will the Allowance be used Landlord agrees to pay for moving or storage expenses or furniture, racking, equipment, cabling, telephone systems or any other item the cost of personal property which the Tenant Improvements (the "Basic Project Costs") in an amount not to exceed Seven Hundred Seventy-Three Thousand Five Hundred Ninety-Five Dollars ($773,595) ("Tenant Improvement Allowance"). Provided Tenant is not intended to be permanently affixed in default hereunder, Landlord shall disburse the Tenant Improvement Allowance applicable to the Remaining Premises and Suite 4200 Expansion Premises. Payment of the Allowance shall be made by Landlord Project Basic Costs from time to Tenant time, within thirty (30) days following of each notice by Tenant of such cost being payable to such contractor, subcontractor or vendor, as the case may be upon the last to occur of: of Landlord's receipt of (i) completion copies of Tenant’s WorkGeneral Contractor's (as hereinafter defined) applications for payment, including the General Contractor's final application for payment in conjunction with the last draw hereunder, (ii) Landlord’s receipt complete release of Tenant’s invoice substantiating General Contractor and subcontractor rights to mechanic's lien claims on account of the costs related theretoTenant Improvements to which such draw is applicable and in conjunction with the final draw a final lien release and such other documentation as Landlord may require in conjunction therewith to enable Landlord to obtain a title insurance endorsement over mechanic lien rights, (iii) Landlord’s receipt evidence of final lien waivers from all contractors and subcontractors who performed Tenant’s Work, and (iv) Landlord’s receipt of a copy completion of the final permit approved by Work to which such draw applies. The Tenant Improvement Allowance is based on a rentable square footage of the applicable governing authority for Premises of 17,191 rentable square feet and Forty Five Dollars ($45.00) per rentable square foot. Landlord's total financial obligation with respect to the purchase, construction and installation of the Tenant Improvements or any work which requires other improvements to the same. Landlord Premises shall be under no obligation limited solely to the Tenant Improvement Allowance. Tenant agrees to pay for any costs related to completion of Tenant’s the Work in excess of the Tenant Improvement Allowance ("Excess Costs"). To the extent the Basic Project Costs are less than the Tenant Improvement Allowance ("Excess Allowance. Further"), the Excess Allowance may be utilized by Tenant in an amount not to exceed One Hundred Seventy-One Thousand Mine Hundred Ten Dollars ($171,910) to reimburse Tenant for cabling, consultant fees, permits, furniture or as a credit against Base Rent and any excess beyond such amounts shall only be available for Tenant’s use for work performed and submitted remain the property of Landlord. Notwithstanding anything contained herein to Landlord for reimbursement the contrary, and in accordance addition to the Allowances (to the extent necessary), Tenant shall spend all amounts required to complete the Tenant Improvements Work in substantial conformance with the terms of this subsection (d) on or before December 31Approved Working Drawings, 2017 at which time Tenant hereby waives any using class A workmanship and all rights to any unused portion of the Allowancenew class-A materials.

Allowance. The So long as Tenant is not in default under the Amended Lease, commencing as of the mutual execution of this Amendment ("Allowance may Availability Date"), Landlord shall make available to Tenant an allowance of up to One Hundred Thousand and No/100ths Dollars ($100,000.00) (the "Allowance") which shall be used only by Tenant to pay for costs of completing refurbishments (the hard costs and Eligible Soft Costs (as hereinafter defined"Refurbishment Work") of construction of Tenant’s Work pursuant to the approved plans Premises subject to Landlord's prior written approval and specifications. “Eligible Soft Costs” shall be deemed to be costs and expenses incurred by Tenant which are directly and primarily related to Tenant’s Work and which relate solely to the work of any architect, space planner, engineer, or similar construction professional or which are direct payments made to applicable authorities for permitting and license fees; provided, however, that in no event shall the Eligible Soft Costs exceed fifteen percent (15%) of the total Allowance or be used for services provided in connection 's compliance with the negotiation terms and conditions of the Lease, including, without limitation, Sections 12 and 13.1 thereof. For Landlord shall pay Tenant the avoidance lesser of doubt, Eligible Soft Costs shall expressly exclude any financing costs, attorneys’ fees, the actual cost of the Refurbishment Work or other costs and expenses not expressly permitted hereunder. In no event will the Allowance be used to pay for moving or storage expenses or furniture, racking, equipment, cabling, telephone systems or any other item of personal property which is not intended to be permanently affixed to the Remaining Premises and Suite 4200 Expansion Premises. Payment of the Allowance shall be made by Landlord to Tenant within thirty (30) days following the last after Tenant submits to occur ofLandlord copies of any and all contracts, receipts, and lien waivers or releases, evidencing: (ia) completion of Tenant’s the costs incurred by Tenant for the Refurbishment Work, (iib) Landlord’s receipt of Tenant’s invoice substantiating the costs related thereto, (iii) Landlord’s receipt of final lien waivers from all contractors and subcontractors who performed which have been paid in full by Tenant’s Work, and (ivc) Landlord’s receipt the absence of a copy any liens from any person or entity performing work and/or providing services and/or supplies in connection with the Refurbishment Work. Notwithstanding the foregoing, if Tenant has not substantially completed the Refurbishment Work and requested payment of the final permit approved applicable portion of the Allowance by the applicable governing authority for any work which requires last day of the same. Landlord shall be under no twelfth (12th) calendar month following the Allowance Availability Date, Tenant's right and interest in and to the Allowance, and Landlord's obligation to pay the Allowance to Tenant, shall be null and void and of no further force or effect. Except for the Allowance and the Roof Work as provided in Section 3(b) below, Landlord shall not be obligated to refurbish or improve the Premises in any manner whatsoever or to otherwise provide funds for the improvement of the Premises in conjunction with the New Term, and Tenant hereby accepts the Premises in its current "AS-IS" and "WHERE-IS" condition. Tenant further acknowledges that except as expressly provided in this Amendment, neither Landlord nor any agent of Landlord has made any representation or warranty regarding the condition of the Premises, the improvements, refurbishments, or alterations therein, if any, or the Property, or with respect to the functionality thereof or the suitability of any of the foregoing for the conduct of Tenant’s Work in excess of the Allowance. Further, the Allowance shall only be available for Tenant’s use for work performed and submitted to Landlord for reimbursement in accordance with the terms of this subsection (d) on or before December 31, 2017 at which time Tenant hereby waives any and all rights to any unused portion of the Allowance's business.

Allowance. To help defray the costs of improvements Tenant desires to make to the 2017 Remaining Premises (the “2017 Remaining Premises Improvements”), Landlord agrees to make available to Tenant an allowance in an amount equal to $11,258,000.00 (i.e., $36.66 per square foot of Rentable Area of the 2017 Remaining Premises) (the “Improvement Allowance”). The Improvement Allowance shall be payable on account of costs incurred in designing and constructing the 2017 Remaining Premises Improvements. Landlord shall pay the Improvement Allowance to Tenant with Landlord’s execution and delivery to Tenant of this Amendment. However, in lieu thereof Tenant may be used only for elect to receive the hard costs Improvement Allowance on a monthly basis all in accordance with customary construction disbursement procedures and Eligible Soft Costs (documentation as hereinafter defined) of required by title insurance companies and institutional construction of Tenant’s Work lenders, in a manner in keeping with the allowance disbursements made pursuant to Part VII of the approved plans and specificationsWork Letter attached as Exhibit D to the Original Lease. “Eligible Soft Costs” In either event, Landlord shall be deemed permitted to be costs and expenses incurred offset against the Improvement Allowance any amounts past due to Landlord by Tenant which are directly under the Lease. If the actual costs of the 2017 Remaining Premises Improvements exceed the amount of the Improvement Allowance, Tenant shall pay the excess costs without reimbursement from Landlord as and primarily related when such excess costs become due and payable. Landlord’s obligation to Tenant’s Work and which relate solely make the Improvement Allowance available to Tenant shall expire with respect to any portion of the work of any architectImprovement Allowance that is not used by Tenant on or before December 31, space planner, engineer, or similar construction professional or which are direct payments made to applicable authorities for permitting and license fees2018; provided, however, that in no event shall if the Eligible Soft Costs exceed fifteen percent (15%) cost of the total 2017 Remaining Premises Improvements is less than the Improvement Allowance, or if Tenant elects not to perform any 2017 Remaining Premises Improvements, then so long as Tenant is not then in default of its obligations under the Lease, Tenant, by written notice to Landlord made no later than such date, may request that any portion of the Improvement Allowance that is unutilized be applied as a credit against the next installments of Rent due under the Lease, or be used for services provided in connection with the negotiation of the Lease. For the avoidance of doubt, Eligible Soft Costs shall expressly exclude any financing costs, attorneys’ fees, or other costs and expenses not expressly permitted hereunder. In no event will the Allowance be used paid over to pay for moving or storage expenses or furniture, racking, equipment, cabling, telephone systems or any other item of personal property which is not intended to be permanently affixed to the Remaining Premises and Suite 4200 Expansion Premises. Payment of the Allowance shall be made by Landlord to Tenant within thirty (30) days following the last to occur of: (i) completion of Tenant’s Work, (ii) Landlord’s receipt of Tenant’s invoice substantiating the costs related thereto, (iii) Landlord’s receipt of final lien waivers from all contractors and subcontractors who performed Tenant’s Work, and (iv) Landlord’s receipt of a copy of the final permit approved by the applicable governing authority for any work which requires the same. Landlord shall be under no obligation permitted to pay for offset against the Improvement Allowance any of Tenant’s Work in excess of the Allowance. Further, the Allowance shall only be available for Tenant’s use for work performed and submitted amounts past due to Landlord for reimbursement by Tenant under the Lease. Any 2017 Remaining Premises Improvements that Tenant elects to make shall be completed in accordance with Sections 9 and 10 of the terms Second Amendment and the remainder of the Lease, except that ▇▇▇ ▇▇▇▇▇▇▇▇ is hereby designated as Landlord’s Designated Representative and Tenant’s Facilities Manager is hereby designated as Tenant’s Designated Representative. Without limiting Tenant’s right to seek approval of other contractors, Landlord acknowledges and agrees that as of the Seventh Amendment Effective Date ▇▇▇▇▇▇▇, RJM, and ▇▇▇▇▇▇▇ Builders are all approved as general contractors, and ▇▇▇ ▇. ▇▇▇▇ is approved for the design work relating to the 2017 Remaining Premises Improvements. If Tenant does not elect to defer its receipt of the Improvement Allowance (i.e., if a lump sum payment of the Improvement Allowance is delivered to Tenant with Landlord’s execution and delivery of this subsection (d) on or before December 31Amendment), 2017 at which time Tenant hereby waives may utilize the Improvement Allowance for any purpose whatsoever, and all rights to need not provide Landlord with any unused portion accounting of its use of the Improvement Allowance.

Allowance. At and after the date of the Lease, Landlord shall provide Tenant with an allowance in the amount of Four Million One Hundred Ten Thousand Dollars ($4,110,000) to be used by Tenant as Tenant shall in its discretion determine in connection with its construction, fixturing, equipping and occupancy of the Premises, limited to moving related expenses and fees and expenses of Tenant's Space Planner as set forth in Paragraph 30.A. of the Lease and the purchase and installation of those items described Schedule 3 to this Work Letter (the "ALLOWANCE"). The Allowance may shall be used only for in addition to all of the hard costs Landlord's Work to be performed by Landlord and Eligible Soft Costs all other sums due or obligations of Landlord under the Lease or the Work Letter. At Tenant's sole discretion (as hereinafter definedi) the Allowance shall be applied against the cost of construction any Extra Work, upon delivery of invoices, contractor sworn statements and lien waivers or (ii) the Allowance shall be paid out to Tenant from time to time within forty-five (45) days of Tenant’s Work pursuant to the approved plans and specifications. “Eligible Soft Costs” shall be deemed to be costs and expenses incurred by Tenant which are directly and primarily related to Tenant’s Work and which relate solely to the work of any architect, space planner, engineer, or similar construction professional or which are direct payments made to applicable authorities for permitting and license fees's notice requesting such payment; provided, however, that in no event shall the Eligible Soft Costs exceed fifteen percent (15%) of the total Allowance or be used for services provided in connection with the negotiation of the Lease. For the avoidance of doubt, Eligible Soft Costs shall expressly exclude any financing costs, attorneys’ fees, or other costs and expenses not expressly permitted hereunder. In no event will the Allowance be used to pay for moving or storage expenses or furniture, racking, equipment, cabling, telephone systems or any other item of personal property which is not intended to be permanently affixed to the Remaining Premises and Suite 4200 Expansion Premises. Payment of the Allowance shall be made by upon written notice from Landlord to Tenant within ten (10) days of Tenant's notice, Landlord may elect to defer payment of the Allowance to a date not later than the anticipated date on which Landlord would be entitled to payment of the Allowance from the Construction Loan for the Building. The foregoing right to defer the payment of the allowance amount relating to the telephone switch shall be on the condition that Landlord shall be responsible for any price increases in such telephone switch unless prior to the expiration of Tenant's forty-five day notice, Landlord shall deliver to Tenant an unconditional irrevocable letter of credit, in an amount equal to the cancellation charge which Tenant shall 133 be required to pay to the vendor of the telephone switch if the order for such telephone switch is cancelled by Tena▇▇ ▇▇▇m a bank reasonably acceptable to Tenant, and with an expiration date thirty (30) days following after the last to occur of: (i) completion of Tenant’s Work, (ii) Landlord’s receipt of Tenant’s invoice substantiating the costs related thereto, (iii) Landlord’s receipt of final lien waivers from all contractors and subcontractors who performed Tenant’s Work, and (iv) Landlord’s receipt of a copy of the final permit approved by the applicable governing authority for any work which requires the sameanticipated deferred payment date. Landlord Tenant shall be under no obligation entitled to pay designate which items of such equipment and installation shall be paid for any of Tenant’s Work in excess of the Allowance. Further, with the Allowance shall only be available for Tenant’s use for work performed and submitted in whole or in part. To the extent that the Allowance is utilized along with funds provided by Tenant to Landlord for reimbursement in accordance with purchase equipment or items which are not leasehold improvements the terms of this subsection (d) on or before December 31, 2017 at which time Tenant hereby waives any and all ownership rights to any unused portion of such items shall be reasonably allocated between Landlord and Tenant based on respective contributions; and the AllowanceLandlord and Tenant shall to the extent practicable attempt to avoid common ownership and identify such specific items as being owned separately.

Allowance. The Tenant acknowledges that Landlord is not obligated to make any improvements to the Premises. During the calendar year 2013, Tenant, at Tenant’s request, shall have the right to make such improvements to the Premises as are mutually agreed upon by the parties. Landlord hereby grants Tenant an allowance equal to Six Hundred Ninety Nine Thousand One Hundred Fifty One and 25/100 Dollars ($699,151.25) (the “Allowance”) towards the costs of such improvements. Tenant shall be responsible for preparing all construction documents, subject to Landlord’s prior consent, which consent shall not be unreasonably withheld, conditioned or delayed. Tenant’s improvements shall be referred to as the “Tenant’s Work.” Tenant shall apply for and obtain all required permits and deliver copies thereof to Landlord prior to commencing Tenant’s Work. In such event, Landlord shall disburse the Allowance may in accordance with the following provisions: 3.1 Commencing as of January 1, 2013, the Allowance shall be used only for disbursed to Tenant on a progress payment basis. Proper draw requests submitted by the hard costs and Eligible Soft Costs 20th day of any calendar month shall be paid by the 15th day of the following calendar month. Each of Landlord’s progress payments shall be limited to an amount equal to the aggregate amounts theretofore paid by Tenant (as hereinafter definedcertified by Tenant’s architect) to Tenant’s contractors, subcontractors, material suppliers, and vendors, and which have not been subject to previous disbursements from the Allowance. Tenant shall withhold from its general contractor, and shall require its general contractor to withhold from each subcontractor, a retainage equal to ten percent (10%) of construction of each progress payment made until the Tenant’s Work pursuant is fifty percent (50%) complete, and thereafter no further incremental retainage shall be required if the work is being satisfactorily prosecuted. Tenant shall, upon Landlord’s request, provide adequate evidence of such retainage, and in the event that Tenant fails to provide such evidence, then Landlord may withhold an amount equal to the retainage described above. All requests for disbursement of the Allowance, if any, shall be accompanied by (i) certificate signed by Tenant or Tenant’s architect (a) that the sum then requested was paid by Tenant to contractors, subcontractors, materialmen, engineers and other persons who have rendered services or furnished materials in connection with work on the Tenant Work, (b) a complete description of such services and materials and the amounts paid or to be paid to each of such persons in respect thereof, and (c) that the work described in the certificate has been completed substantially in accordance with the approved plans and specifications. “Eligible Soft Costs” specifications and (ii) paid receipts or such other proof of payment as Landlord shall reasonably require for all such work completed. 3.2 If any of the Allowance is not paid pursuant to subsection 3.1 above, it shall be deemed paid by Landlord to be costs and expenses incurred Tenant upon completion of the Tenant's Work, to reimburse Tenant for amounts actually paid by Tenant which are directly and primarily related in connection therewith to Tenant’s Work 's vendors, suppliers or contractors, provided that Landlord shall have received (i) a certificate in accordance with the requirements of subsection 3.1 above, accompanied by lien waivers satisfactory to Landlord executed by any contractors or subcontractors for whose labor or material Tenant has previously been reimbursed pursuant to subsection 3.1 above, (ii) paid receipts or such other proof of payment as Landlord shall reasonably require evidencing that final payment has been made for all materials and which relate solely to the work of any architect, space planner, engineer, or similar construction professional or which are direct payments made to applicable authorities for permitting and license fees; provided, however, that in no event shall the Eligible Soft Costs exceed fifteen percent (15%) of the total Allowance or be used for services provided labor furnished in connection with the negotiation of the Lease. For the avoidance of doubt, Eligible Soft Costs shall expressly exclude any financing costs, attorneys’ fees, or other costs and expenses not expressly permitted hereunder. In no event will the Allowance be used to pay for moving or storage expenses or furniture, racking, equipment, cabling, telephone systems or any other item of personal property which is not intended to be permanently affixed to the Remaining Premises and Suite 4200 Expansion Premises. Payment of the Allowance shall be made by Landlord to Tenant within thirty (30) days following the last to occur of: (i) completion of Tenant’s Work, (ii) Landlord’s receipt of Tenant’s invoice substantiating the costs related thereto, (iii) Landlord’s receipt of final lien waivers from all contractors and subcontractors who performed Tenant’s Work, and (iviii) Landlord’s receipt copy of a copy final unconditional certificate of occupancy evidencing that Tenant may commence occupancy of the final permit approved by the applicable governing authority Premises for any work which requires the same. Landlord shall be under no obligation to pay for any of Tenant’s Work all purposes set forth in excess of the Allowance. Further, the Allowance shall only be available this Lease if one is required for Tenant’s use for work performed and submitted to Landlord for reimbursement in accordance with occupancy. Any portion of the terms Allowance remaining as of this subsection (d) on or before December 31, 2017 at which time 2013 shall be deemed forfeited by Tenant hereby waives any and all rights shall not be applied to any unused portion future alterations or Rent due under the Lease. Such improvements shall be subject to the provisions of Section 10 of the AllowanceLease.

Allowance. Subject to the terms and conditions of this Section, Landlord shall provide Tenant with an allowance of up to One Million Dollars ($1,000,000.00) (the “Allowance”). The Allowance may be used only for the hard costs and Eligible Soft Costs (as hereinafter defined) of construction of Tenant’s Work pursuant to the approved plans and specifications. “Eligible Soft Costs” shall be deemed to be costs and expenses incurred by Tenant which are directly and primarily related to Tenant’s Work and which relate solely to the work of any architect, space planner, engineer, or similar construction professional or which are direct payments made to applicable authorities for permitting and license fees; provided, however, that in no event shall the Eligible Soft Costs exceed fifteen percent (15%) of the total Allowance or be used for services provided in connection with the negotiation of the Lease. For the avoidance of doubt, Eligible Soft Costs shall expressly exclude any financing costs, attorneys’ fees, or other costs and expenses not expressly permitted hereunder. In no event will the Allowance be used to pay for moving or storage expenses or furniture, racking, equipment, cabling, telephone systems or any other item of personal property which is not intended to be permanently affixed to the Remaining Premises and Suite 4200 Expansion Premises. Payment of the Allowance shall be made by Landlord to Tenant within thirty (30) days following the last to occur of: (i) completion of Tenant’s Work, (ii) Landlord’s receipt of which may include, but not be limited to, hard and soft costs associated with Tenant’s invoice substantiating Work to build the costs related thereto, (iii) Landlord’s receipt of final lien waivers from all contractors and subcontractors who performed Tenant’s WorkBuilding, and (iv) Landlord’s receipt of a copy of may include furniture, fixtures, equipment in the final permit approved by the applicable governing authority for any work which requires the samePremises. Landlord Tenant shall be under no obligation to pay responsible for any all costs of Tenant’s Work in excess of the Allowance. FurtherSubject to the terms and conditions of this Section, and so long as there is no default ongoing beyond any notice and/or cure period, partial payments of the Allowance provided by Landlord shall only be available made to Tenant within thirty (30) days of Tenant submitting to Landlord evidence of each payment made to Tenant’s general contractor with: (i) a commercially reasonable breakdown of the Tenant’s Work included in the payment and (ii) a Form W-9, Request for Taxpayer Identification Number and Certification, executed by Tenant. The first twenty seven percent (27%) of the Allowance owed to Tenant shall be withheld by Landlord until completion of the building improvements on the Property, and Landlord’s obligation to disburse the first twenty seven percent (27%) of the Allowance is expressly conditioned upon receipt of the following “Allowance Deliverables”: (i) Tenant has furnished to Landlord a copy of a commercially reasonably detailed final cost breakdown for Tenant’s use for work performed Work and submitted Landlord has inspected the Premises to confirm that ▇▇▇▇▇▇’s Work has been completed in a good and workmanlike manner according to the Tenant’s Approved Plans; (ii) Tenant has furnished to Landlord for reimbursement in accordance with the terms of this subsection (d) on or before December 31commercially reasonable final affidavits and final lien releases from ▇▇▇▇▇▇’s general contractor, 2017 at which time Tenant hereby waives any if any, all subcontractors and all rights to any unused portion material suppliers for all labor and materials performed or supplied as part of Tenant’s Work (whether or not the Allowance is applicable thereto); and (iii) a copy of the Allowancecertificate of occupancy from the governmental authority having jurisdiction has been delivered to Landlord.

Allowance. The Allowance may be used only for Landlord agrees to provide an allowance as set forth in the hard costs and Eligible Soft Costs (as hereinafter defined) of construction of Tenant’s Work pursuant Schedule, to the approved plans and specifications. “Eligible Soft Costs” shall be deemed to be costs and expenses incurred by Tenant which are directly and primarily related to Tenant’s Work and which relate solely to the work of any architect, space plannerdesign, engineer, or similar construction professional or which are direct payments made install, supply and otherwise to applicable authorities for permitting and license fees; provided, however, construct the Tenant Improvements in the Premises that in no event shall the Eligible Soft Costs exceed fifteen percent (15%) will become a part of the total Building (the “Allowance”). The Allowance or shall be used for services improvements to the Premises, including but not limited to costs of construction, space planning, design and architectural fees, engineering costs, and permits for Tenant’s buildout of the Premises as provided in this Workletter. Tenant is fully responsible for the payment of all costs in connection with the negotiation Tenant Improvements in excess of the LeaseAllowance. For After the avoidance of doubtCommencement Date, Eligible Soft Costs shall expressly exclude any financing costs, attorneys’ fees, or other costs and expenses not expressly permitted hereunder. In no event will the Allowance be used Tenant’s payment to pay for moving or storage expenses or furniture, racking, equipment, cabling, telephone systems or any other item of personal property which is not intended to be permanently affixed to the Remaining Premises and Suite 4200 Expansion Premises. Payment Landlord of the Allowance shall be made by Landlord to Tenant Rent for the first calendar month, and Tenant’s occupancy of the Premises, and within thirty (30) days following the last to occur of: (i) completion of Tenant’s Workwritten request therefor from Landlord, which request shall provide all receipts, invoices, lien waivers, and other documentation as may be reasonably requested by Landlord in substantiation of such request (ii) a “Disbursement Request”), Landlord shall disburse to Tenant the Allowance as substantiated in the Disbursement Request for payment by Tenant of expenses associated with the construction of the Tenant Improvements or as otherwise permitted hereunder. WORKLETTER - 3 EXHIBIT D RULES AND REGULATIONS 1. Sidewalks, doorways, vestibules, halls, stairways, and other similar areas shall not be used for the disposal of trash, be obstructed by tenants, or be used by tenants or any purpose other than entrance to and exit from the Leased Premises and for going from one part of the Building to another part of the Building. 2. Plumbing fixtures shall be used only for the purposes for which they are designed, and no sweepings, rubbish, rags or other unsuitable materials shall be disposed into them. Damage resulting to any such fixtures from misuse by a tenant shall be the liability of said tenant. 3. Tenant may not install ceiling-mounted or in-ceiling speakers within the Premises. 4. Signs, advertisements, or notices visible in or from public corridors or from outside the Building shall be subject to Landlord’s receipt of Tenant’s invoice substantiating the costs related thereto, (iii) Landlord’s receipt of final lien waivers from all contractors and subcontractors who performed Tenant’s Work, and (iv) Landlord’s receipt of a copy prior written approval. 5. Movement in or out of the final permit approved by the applicable governing authority for Building of furniture, office equipment, goods or any work which requires the sameother bulky or heavy materials shall be restricted to such hours as Landlord shall reasonably designate. Landlord will determine the method and routing of said items so as to ensure the safety of all persons and property concerned. Advance written notice of intent to move such items must be made to the Building management office. 6. Building management shall have the authority to prescribe the manner that heavy furniture and equipment are positioned. 7. Corridor doors, when not in use, shall be under no obligation to pay for any of Tenant’s Work in excess of the Allowance. Further, the Allowance shall only be available for Tenant’s use for work performed and submitted to Landlord for reimbursement in accordance with the terms of this subsection (d) on or before December 31, 2017 at which time Tenant hereby waives any and all rights to any unused portion of the Allowancekept closed.

Allowance. The Allowance may On the Effective Date, the RBL Claims shall be used only Allowed in their entirety for all purposes of the hard costs Plan in the aggregate principal amount of $188,500,000, plus any accrued and Eligible Soft Costs unpaid interest (as hereinafter defined) of construction of Tenant’s Work pursuant accruing at the default rate to the approved plans extent provided under the RBL Credit Agreement), fees, costs, and specifications. “Eligible Soft Costs” other expenses arising under, and payable pursuant to, the RBL Credit Agreement on or before the Effective Date, which shall not be deemed subject to be costs and expenses incurred by Tenant which are directly and primarily related to Tenant’s Work and which relate solely to the work of any architectavoidance, space plannerreductions, engineersetoff, offset, recharacterization, subordination, counterclaims, cross claims, defenses, disallowance, impairments, or similar construction professional any other challenges under applicable law or which are direct payments made to applicable authorities for permitting and license fees; providedregulation by any entity. Treatment: On the Effective Date, however, that in no event shall the Eligible Soft Costs exceed fifteen percent each Holder of an Allowed RBL Claim will receive (15%a) its pro rata share (determined as a percentage of all Allowed RBL Claims) of the total Allowance or be used for services provided in connection with the negotiation of the Lease. For the avoidance of doubt, Eligible Soft Costs shall expressly exclude any financing costs, attorneys’ fees, or other costs All Lender Portion and expenses not expressly permitted hereunder. In no event will the Allowance be used to pay for moving or storage expenses or furniture, racking, equipment, cabling, telephone systems or any other item of personal property which is not intended to be permanently affixed to the Remaining Premises and Suite 4200 Expansion Premises. Payment of the Allowance shall be made by Landlord to Tenant within thirty (30b) days following the last to occur of: (i) completion if such Holder elects to participate in the Exit Revolving Facility, (x) such Holder’s pro rata share (determined as a percentage of Tenantall Allowed RBL Claims owned by Holders electing to participate in the Exit Revolving Facility) of the Exit Facility Revolving Lender Cash Portion and (y) Exit Facility Revolving Loans with a principal amount equal to the amount of such Holder’s WorkAllowed RBL Claim (after application of the All Lender Portion and the Exit Facility Revolving Lender Cash Portion to such Holder’s Allowed RBL Claim) and commitments under the Exit Revolving Facility, upon the terms and conditions set forth in the Exit Facility Term Sheet, and (ii) Landlordif such Holder does not elect to participate in the Exit Revolving Facility, Second Out Term Loans with a principal amount equal to the amount of such Holder’s receipt of Tenant’s invoice substantiating the costs related thereto, RBL Claim (iii) Landlord’s receipt of final lien waivers from all contractors and subcontractors who performed Tenant’s Work, and (iv) Landlord’s receipt of a copy after application of the final permit approved All Lender Portion to such Holder’s Allowed RBL Claim). The Liens securing the RBL Credit Facility shall be retained by the applicable governing authority for any work which requires Exit Facility Agent to secure the same. Landlord shall be under no obligation to pay for any of Tenant’s Work in excess of Exit Facility upon the Allowance. Further, the Allowance shall only be available for Tenant’s use for work performed and submitted to Landlord for reimbursement in accordance with the terms of this subsection (d) on or before December 31, 2017 at which time Tenant hereby waives any and all rights to any unused portion of the AllowanceEffective Date.

Allowance. The Landlord shall pay an amount up to, but not exceeding, Three Hundred Forty-One Thousand Fifty Dollars ($341,050.00) (equal to Twenty-Five Dollars ($25.00) per rentable square foot of the Premises) (“Allowance”) for the purchase and installation of furniture, fixtures and equipment (including IT, AV and security equipment) or for upgrading the Existing FF&E for the Premises (“Additional FF&E”) and for Tenant’s Monument Signage and to help Tenant pay for ▇▇▇▇▇▇’s costs described in notes to the Final Space Plan set forth therein. In addition, the Allowance may also be used only utilized by Tenant for any Landlord -approved Alterations to the hard costs and Eligible Soft Costs (as hereinafter defined) of construction of Tenant’s Work Premises which ▇▇▇▇▇▇ performs pursuant to and subject to Article 8 of this Lease (“Alterations Costs”) (collectively, the approved plans and specifications“Allowance Costs”). “Eligible Soft Costs” Tenant will have use of the Additional FF&E at no cost throughout the Lease Term. Any Additional FF&E purchased with the Allowance shall be deemed to be costs and expenses incurred by Tenant which are directly and primarily related to TenantLandlord’s Work and which relate solely to the work of any architect, space planner, engineer, or similar construction professional or which are direct payments made to applicable authorities for permitting and license fees; provided, however, that in no event shall the Eligible Soft Costs exceed fifteen percent (15%) property as of the total Allowance expiration or be used for services provided in connection with the negotiation earlier termination of the Lease. For the avoidance of doubt, Eligible Soft Costs Landlord shall expressly exclude any financing costs, attorneys’ fees, or other costs and expenses not expressly permitted hereunder. In no event will disburse the Allowance be used to Tenant to pay for moving or storage expenses or furniture, racking, equipment, cabling, telephone systems or any other item of personal property which is not intended to be permanently affixed to the Remaining Premises and Suite 4200 Expansion Premises. Payment of the Allowance shall be made Alterations Costs actually incurred by Landlord to Tenant within thirty (30) days following the last to occur of: (i) completion of after ▇▇▇▇▇▇▇▇ has received Tenant’s Workwritten request for disbursement, (ii) Landlord’s receipt together with copies of paid invoices from third parties evidencing the amount of such Allowance Costs to be paid by Landlord to Tenant’s invoice substantiating the costs related thereto, (iii) Landlord’s receipt of final lien waivers from all contractors and subcontractors who performed Tenant’s Work, and (iv) Landlord’s receipt of a copy of the final permit approved by the applicable governing authority . Tenant shall not be entitled to any credit for any work which requires the same. Landlord shall be under no obligation to pay for any of Tenant’s Work in excess unused amount of the Allowance. Further, Any unused amount of the Allowance not requested by the date that is twelve (12) months after the Rent Commencement Date shall only be available for deemed forfeited by Tenant’s use for work performed and submitted to Landlord for reimbursement in accordance with the terms of this subsection (d) on or before December 31, 2017 at which time Tenant hereby waives any and all rights to any unused portion of the Allowance.

Allowance. Landlord shall reimburse Tenant for all or some portion of the Project Costs through an allowance (the "ALLOWANCE") in the amount of $8.50 per rentable square foot of each of the two portions of the Expansion Space. The Allowance may shall be used only payable separately with respect to Expansion Space #1 and Expansion Space #2 in accordance with this Section 3.d. Provided that no default then exists with respect to Tenant's obligation to pay Rent and Tenant is then lawfully in occupancy of the applicable portion of the Expansion Space in the routine conduct of its business, Landlord shall pay to Tenant a sum in the amount of the lower of the $8.50 per rentable square foot of the applicable portion of the Expansion Space Allowance or the actual Project Costs for such portion of the hard Expansion Space within 10 business days after the last to occur of the following: (i) Landlord's receipt of the Substantial Completion Certificate for such portion of the Expansion Space; and (ii) Landlord's receipt of full lien waivers for all of the Tenant Work for such portion of the Expansion Space. Tenant shall be solely responsible for all Project Costs for such portion of the Expansion Space in excess of the portion of the Allowance payable with respect to such portion of the Expansion Space. Project Costs shall not include, and the Allowance shall not be payable with respect to, any overhead or other "internal" costs and Eligible Soft Costs (as hereinafter defined) of construction or expenses of Tenant’s Work pursuant to the approved plans and specifications. “Eligible Soft Costs” shall be deemed to be , any costs and or expenses incurred by Tenant which are directly and primarily related not actually paid to third parties unaffiliated with Tenant’s Work and which relate solely to the work of any architect, space planner, engineer, or similar construction professional or which are direct payments made to applicable authorities for permitting and license fees; providedany costs of purchasing, howeverleasing, that in no event shall the Eligible Soft Costs exceed fifteen percent (15%) of the total Allowance or be used for services provided in connection with the negotiation of the Lease. For the avoidance of doubt, Eligible Soft Costs shall expressly exclude and/or installing any financing costs, attorneys’ fees, equipment or other costs and expenses not expressly permitted hereunder. In no event will the Allowance be used to pay for moving or storage expenses or furniture, racking, equipment, cabling, telephone systems or any other item of personal property which is will not intended become part of the Premises and the property of Landlord upon installation in the Expansion Space. The $8.50 per rentable square foot maximum shall apply collectively to both of Expansion Space #1 and Expansion Space #2, so that if Project Costs for one portion of the Expansion Space do not equal $8.50 per rentable square foot, but Project Costs for the other portion exceed $8.50 per rentable square foot, Tenant shall be entitled to be permanently affixed to reimbursed for more than $8.50 per rentable square foot of Project Costs for the Remaining Premises and Suite 4200 second portion of the Expansion Premises. Payment Space, provided that the maximum amount of the Allowance shall be made by Landlord to Tenant within thirty (30) days following remain the last to occur of: (i) completion lesser of Tenant’s Work, (ii) Landlord’s receipt of Tenant’s invoice substantiating $216,903 or total actual Project Costs for the costs related thereto, (iii) Landlord’s receipt of final lien waivers from all contractors and subcontractors who performed Tenant’s Work, and (iv) Landlord’s receipt of a copy of the final permit approved by the applicable governing authority for any work which requires the same. Landlord shall be under no obligation to pay for any of Tenant’s Work in excess of the Allowance. Further, the Allowance shall only be available for Tenant’s use for work performed and submitted to Landlord for reimbursement in accordance with the terms of this subsection (d) on or before December 31, 2017 at which time Tenant hereby waives any and all rights to any unused portion of the Allowanceentire Expansion Space.

Allowance. The Allowance may be used only for Landlord shall make available to Tenant an allowance (the hard costs and Eligible Soft Costs (as hereinafter defined“Allowance”) of construction of Tenant’s Work pursuant up to One Hundred Twenty-Five Thousand and 00/100 Dollars ($125,000.00), which shall be applied to the approved plans and specifications. “Eligible Soft Costs” shall be deemed to be costs and expenses incurred by Tenant which are directly and primarily related to Tenant’s Work and which relate solely in performing any approved tenant improvements or renovations to the work of any architect, space planner, engineer, or similar construction professional or which are direct payments made Premises (such improvements being referred to applicable authorities as the “Renovation Improvements”T Tenant shall be responsible for permitting and license fees; provided, however, that in no event shall the Eligible Soft Costs exceed fifteen percent (15%) completion of the total Allowance or be used Renovation Improvements and for services provided obtaining all permits and other approvals required in connection with the negotiation of the Leasesuch Renovation Improvements. For the avoidance of doubt, Eligible Soft Costs shall expressly exclude any financing costs, attorneys’ fees, or other costs and expenses not expressly permitted hereunder. In no event will the Allowance be used to pay for moving or storage expenses or furniture, racking, equipment, cabling, telephone systems or any other item of personal property which is not intended to be permanently affixed to the Remaining Premises and Suite 4200 Expansion Premises. Payment of the Allowance shall be made by Landlord to Tenant within thirty (30) days following the last to occur ofAll Renovation Improvements shall: (i) completion consist of Tenant’s Work, materials and finishes that are equal to or higher in quality and class than the materials and finishes currently existing in the Premises; (ii) Landlord’s receipt of be performed in accordance with working drawings, plans and specifications prepared by Tenant, at Tenant’s invoice substantiating sole expense subject to offset by the costs related thereto, (iii) Landlord’s receipt of final lien waivers from all contractors and subcontractors who performed Tenant’s WorkAllowance, and (iv) Landlord’s receipt of a copy of the final permit previously approved in writing by the applicable governing authority for any work which requires the same. Landlord shall be under no obligation to pay for any of Tenant’s Work in excess of the Allowance. Further, the Allowance shall only be available for Tenant’s use for work performed and submitted to Landlord for reimbursement in accordance with the terms of this subsection b. below; and (iii) be considered alterations to the Premises subject to the applicable provisions of the Lease, including but not limited to Section 4.2 of the Initial Lease. The costs that are eligible to be reimbursed to Tenant for the Renovation Improvements shall include (a) all architectural fees and costs, construction management fees and costs, engineering fees and costs and any other fees, costs and expenses of any kind incurred or payable by Tenant in connection with the performance of the Renovation Improvements; (b) all fees and charges imposed by any governmental entity or authority in connection with the Renovation Improvements; (c) sales and use taxes; (d) on or before December 31insurance fees associated with the construction of the Renovation Improvements; (e) testing and inspecting costs; and (f) the costs and charges for materials and labor, 2017 at which time contractor's profit and contractor's general overhead incurred by Tenant hereby waives any in having the Renovation Improvements completed. Notwithstanding anything to the contrary contained herein, it is agreed that costs of the following Renovation Improvements are eligible for reimbursement to the Tenant from the Allowance: (i) the Demising Wall, (ii) all electrical work required to demise the space and all rights (iii) relocation of the battery charging station associated with demising the space. In addition, and notwithstanding anything to any unused portion the contrary contained herein, Landlord acknowledges and agrees that Tenant has commenced certain of the Renovation Improvements prior to the Amendment Effective Date and that the costs associated with such Renovation Improvements shall be eligible for reimbursement to the Tenant from the Allowance.

Allowance. The Allowance may Tenant shall be used only responsible for the hard costs cost to construct and Eligible Soft Costs install the Tenant Improvements only to the extent that the Cost Statement, taking into account any increases or decreases resulting from any Change Orders (as hereinafter defined) of construction of ), exceeds $395,832.00 (the “Allowance”). If, following Tenant’s Work pursuant to the approved plans and specifications. “Eligible Soft Costs” shall be approval (or deemed to be costs and expenses incurred by Tenant which are directly and primarily related to Tenant’s Work and which relate solely to the work of any architect, space planner, engineer, or similar construction professional or which are direct payments made to applicable authorities for permitting and license fees; provided, however, that in no event shall the Eligible Soft Costs exceed fifteen percent (15%approval) of the total Allowance or be used for services provided in connection with Plans and Specifications, the negotiation Cost Statement shows that the cost to construct and install the Tenant Improvements will exceed the Allowance, Tenant shall deliver to Landlord, within thirty (30) days following ▇▇▇▇▇▇▇▇’s written request, an amount equal to one-half (1/2) of such excess. Following substantial completion of the LeaseTenant Improvements, Tenant shall pay to Landlord the remaining difference between the Cost Statement (taking into account any increases or decreases resulting from any Change Orders) and the Allowance within ten (10) days of Landlord’s request therefor. For Tenant’s failure to deliver the avoidance payments required in this paragraph shall entitle Landlord to stop the construction and installation of doubt, Eligible Soft Costs shall expressly exclude any financing costs, attorneys’ fees, or other costs and expenses not expressly permitted hereunderthe Tenant Improvements until such payment is received. In no event will addition, all delinquent payments shall accrue interest at 15% per annum. Notwithstanding the Allowance be used to pay for moving or storage expenses or furnitureforegoing, rackingif the Cost Statement exceeds the Allowance, equipmentTenant shall have the option, cabling, telephone systems or any other item of personal property which is not intended to be permanently affixed to the Remaining Premises and Suite 4200 Expansion Premises. Payment of the Allowance option shall be made exercised, if at all, by Landlord written notice to Tenant within thirty (30) days following the last to occur of: (i) completion of Tenant’s Work, (ii) Landlord▇▇▇▇▇▇’s receipt of Tenant’s invoice substantiating the costs related theretoCost Statement, to amortize such excess (iiiherein, the “Excess Cost”) Landlord’s receipt over the period commencing as of final lien waivers from all contractors November 1, 2003 and subcontractors who performed Tenant’s Workcontinuing through and including October 31, 2008 on a straight-line basis at an annual rate of twelve percent (12%), which amortization payments shall be paid monthly in the same manner as Base Rental; provided, however, that Tenant shall be permitted to amortize only a maximum amount equal to the product of (a) Five and No/100 Dollars ($5.00), and (ivb) Landlord’s receipt of a copy the rentable square feet of the final permit approved by Leased Premises. ▇▇▇▇▇▇ acknowledges and agrees that upon an early termination of the applicable governing authority Lease for any work which requires reason (including, but not limited to, pursuant to casualty or condemnation or pursuant to Section 17(c) below), Tenant shall immediately pay to Landlord all accrued and unpaid interest, together with the sameunamortized portion of said Excess Cost. If the Allowance exceeds the Cost Statement (taking into account any increases or decreases resulting from any Change Orders), Landlord and Tenant shall confirm the amount of such savings in writing, and such savings shall be under no obligation credited to pay for Tenant in such manner as Tenant reasonably requests which may include, without limitation and at Tenant’s option, application of such savings to the construction of Tenant Improvements related to future Construction Stages, to any of Tenant’s Work in excess the kinds of costs within the Allowance. Furtherdefinition of “Improvement Costs”, the Allowance shall only be available for Tenant’s use for work performed and submitted above, to Landlord for reimbursement in accordance with the terms of this subsection (d) on or before December 31Base Rental, 2017 at which time Tenant hereby waives any and all rights to any unused portion costs associated with any tenant improvements constructed by or on behalf of Tenant in any Expansion Space (hereinafter defined), and/or to the Allowancecost of any furniture, fixtures or equipment installed by Tenant in the Leased Premises or any Expansion Space.

Allowance. The Allowance may be used only for All Employees residing in privately owned housing or paying economic rent in public housing shall receive: (a) a housing allowance of four hundred fifty dollars ($450.00)per month, and a utility allowance of one hundred ninety dollars per month, provided that full utilities are being paid by the hard costs and Eligible Soft Costs (as hereinafter defined) of construction of Tenant’s Work pursuant Employee. Rent charges to Employees residing in units owned or rented by the approved plans and specifications. “Eligible Soft Costs” Employer shall be deemed to be costs and expenses incurred by Tenant which are directly and primarily related to Tenant’s Work and which relate solely to the work of any architect, space planner, engineer, or similar construction professional or which are direct payments made to applicable authorities for permitting and license fees; provided, however, that in no event shall the Eligible Soft Costs not exceed fifteen twenty five percent (1525%) of the total Allowance or be used for services provided in connection with the negotiation Employee's gross salary, excluding overtime, and will not exceed one-half of the Leaserent charged to the Employer or one-half of the economic rent that would be charged for an equivalent unit. For Employee living in units owned or rented by the avoidance of doubt, Eligible Soft Costs Employer shall expressly exclude any financing costs, attorneys’ fees, or other costs and expenses not expressly permitted hereunder. In no event will the Allowance be used continue to pay their own utilities and municipal service charges. Employees other than casuals and swimming pool Employees receiving benefits pursuant to By-law paragraphs and as amended by By-law provided that they were permanent Employees prior to July shall continue to receive these benefits pursuant to those paragraphs of the By-law. Student lifeguards and student swimming pool cashiers and casual Employees shall not be entitled to benefits under this Article. Benefits under this Article shall be applied on a pro-rated basis to permanent part-time Employees. Upon request of Employees residing in units owned or rented by the Employer, the Employer shall make payroll deductions for moving the purpose of rent or storage expenses or furniture, racking, equipment, cabling, telephone systems or any other item of personal property which is not intended to be permanently affixed utilities payable to the Remaining Premises and Suite 4200 Expansion PremisesTown. Payment Any permanent or term Employee, not living in Employer provided housing, nor receiving benefits under Article shall be eligible for a housing supplement of the Allowance two thousand dollars per annum payable in February if their cost of shelter including utilities exceed twenty five percent (25%) of their regular pay. Applications for this supplement shall be made by Landlord during the month of January, each year of the duration of the Collective Agreement. Any disputes as to Tenant eligibility for this supplement shall be referred to the Committee within thirty fifteen days who shall meet within fifteen (3015) days following of referral to make a decision binding on all parties. Should the last Committee fail to occur of: (i) completion of Tenant’s Work, (ii) Landlord’s receipt of Tenant’s invoice substantiating the costs related thereto, (iii) Landlord’s receipt of final lien waivers from all contractors and subcontractors who performed Tenant’s Work, and (iv) Landlord’s receipt of agree or fail to make a copy of the final permit approved by the applicable governing authority for any work which requires the same. Landlord shall be under no obligation to pay for any of Tenant’s Work in excess of the Allowance. Furtherdecision, the Allowance shall only matter may be available for Tenant’s use for work performed and submitted grieved pursuant to Landlord for reimbursement in accordance with the terms of this subsection (d) on or before December 31, 2017 at which time Tenant hereby waives any and all rights to any unused portion of the Allowance.Article