Common use of Disbursement of Construction Allowance Clause in Contracts

Disbursement of Construction Allowance. Provided that (a) this Lease is then in full force and effect, (b) Tenant is not then in default of any of its obligations under the Lease beyond any applicable notice or cure period, including, without limitation, Tenant’s obligations under this Work Letter to perform Tenant Improvement Work in accordance with the Approved Working Drawings and all applicable Laws, (c) Tenant has satisfactorily completed the Tenant Improvement Work and submitted to Landlord (if applicable and available) (i) two (2) full sets of blue line “as-built” drawings, together with a CAD disk showing the Tenant Improvements (updated by Tenant’s Architect as necessary to reflect all changes made to the Approved Working Drawings during the course of construction), (ii) a written statement from Tenant’s Architect that the work described on any such invoices has been completed in accordance with the Approved Working Drawings, (iii) properly executed statutory form unconditional mechanics’ lien releases from all of Tenant’s Agents, (iv) copies of all Permits, licenses, certificates and other governmental authorizations and approvals necessary in connection with, and indicating final approval of, the Tenant Improvement Work, (v) a statement of total design and construction fees and costs, and (vi) any other documents reasonably required by Landlord’s lender, and (d) Tenant has commenced business operations at the Premises, then Landlord shall pay the full amount of the Construction Allowance payable to Tenant hereunder within thirty (30) days following the full satisfaction of Tenant’s obligations set forth in parts (a), (b), (c) and (d) of this sentence. Tenant shall use commercially efforts to submit the documents described in clause (c) above to Landlord within thirty (30) days following completion of the Tenant Improvement Work. If Tenant fails to submit the foregoing documentation to Landlord within twelve (12) months after completion of the Tenant Improvement Work, Landlord shall have no further obligation to pay the Construction Allowance to Tenant, and Tenant shall be deemed to have waived any rights to receive the same.

Disbursement of Construction Allowance. Provided that From time to time, but in no event more frequently than once every thirty (a30) this Lease is then in full force and effectdays, Tenant shall deliver to Landlord: (i) copies of applicable invoices, (bii) Tenant is not then in default of any of its obligations under the Lease beyond any applicable notice or cure period, including, without limitation, a written statement from Tenant’s obligations under this Work Letter to perform Tenant Improvement Work Architect that the work described on any such invoices has not previously been paid for and has been completed substantially in accordance with the Approved Working Drawings Drawings, and (iii) properly executed lien waivers from Tenant’s General Contractor to the extent of the work described in such invoices. Within thirty (30) days after receipt of the foregoing, Landlord shall deliver a check to Tenant made payable to Tenant for Landlord’s Share (as defined below) of each amount of hard and soft costs invoiced by Tenant’s Architect or Tenant’s General Contractor that has not previously been paid less a ten percent (10%) retention. As used herein, “Landlord’s Share” shall be a fraction, the numerator of which is the Construction Allowance, and the denominator of which is the cost estimated by Tenant’s General Contractor and Tenant’s Architect of designing and constructing the Leasehold Improvements to be constructed by Tenant in accordance with the terms of this Work Letter. The final installment of the Construction Allowance, including all applicable Lawsretentions, (c) shall be paid to Tenant has satisfactorily completed after satisfactory completion of the Tenant Improvement Tenant’s Work and submitted to Landlord submission by Tenant of (if applicable and available1) (i) two (2) full sets of blue line “as-built” drawings, together with drawings (in hard copy and in AutoCAD format on a CAD disk diskette) showing the Leasehold Improvements performed by Tenant Improvements (updated by Tenant’s Architect as necessary to reflect all changes made to the Approved Working Drawings during the course of construction), (ii2) a written statement from Tenant’s Architect that the work described on any such invoices has been completed substantially in accordance with the Approved Working Drawings, (iii3) properly executed statutory form unconditional mechanics’ lien releases in compliance with both California Civil Code Section 3262(d)(2) and Section 3262(d)(4) from all of Tenant’s Agents, General Contractor; and (iv4) copies of all Permits, licenses, certificates and other governmental authorizations and approvals necessary in connection with, and indicating final approval of, the Tenant Improvement Tenant’s Work, (v) a statement of total design and construction fees and costs, and (vi) any other documents reasonably required by Landlord’s lender, and (d) Tenant has commenced business operations at which may be necessary for the Premises, then Landlord shall pay the full amount of the Construction Allowance payable to Tenant hereunder within thirty (30) days following the full satisfaction operation of Tenant’s obligations set forth in parts (a), (b), (c) and (d) of this sentencebusiness within the Premises. Tenant shall use commercially efforts to submit the documents described in clause clauses (c1) through (4) above to Landlord within thirty (30) days following the earlier of substantial completion of Tenant’s Work or the date Tenant Improvement Work. If Tenant fails to submit commences business operations in the foregoing documentation to Landlord within twelve (12) months after completion of the Tenant Improvement Work, Landlord shall have no further obligation to pay the Construction Allowance to Tenant, and Tenant shall be deemed to have waived any rights to receive the samePremises.

Disbursement of Construction Allowance. Provided that (a) this Landlord shall pay the Construction Allowance to Tenant on a progress payment basis within forty-five (45) days after Landlord's receipt of a disbursement request from Tenant, provided that (i) in no event shall Landlord be required to make such progress payments more than once per calendar month; (ii) Tenant's disbursement request shall comply with Section 4.2(b) below; (iii) in the event the cost of the Tenant Improvements (the "Tenant Improvement Cost") exceeds the Construction Allowance, Tenant shall pay an amount equal to its proportionate share of each progress payment, which amount bears the same ratio to the total amount of the progress payment in question as the amount of the total excess Tenant Improvements cost bears to the total Tenant Improvement Cost and, subject to clause (iv), Landlord shall pay the remainder of such progress payment ("Landlord's Share"); (iv) Landlord shall have the right to retain ten percent (10%) of the progress payment requested (or, if Landlord is required to pay only Landlord's Share of such progress payment, ten percent (10%) of Landlord's Share); (v) Landlord shall have no obligation to disburse any portion of the Construction Allowance for any request received by Landlord on or after March 1, 2006; (vi) the Lease is then in full force and effect, ; (bvii) Tenant is not then in default of any of its obligations under the Lease beyond any applicable notice or cure periodLease, including, without limitation, Tenant’s 's obligations under this Work Letter Tenant Improvement Agreement to perform Tenant Improvement Work in accordance with the Approved Working Drawings and all applicable Laws, (c) Tenant has satisfactorily completed the Tenant Improvement Work and submitted to Landlord (if applicable and available) (i) two (2) full sets of blue line “as-built” drawings, together with a CAD disk showing the Tenant Improvements (updated by Tenant’s Architect as necessary to reflect all changes made to the Approved Working Drawings during the course of construction), (ii) a written statement from Tenant’s Architect that the work described on any such invoices has been completed in accordance with the Approved Working Drawings, (iii) properly executed statutory form unconditional mechanics’ lien releases from all of Tenant’s Agents, (iv) copies of all Permits, licenses, certificates and other governmental authorizations and approvals necessary in connection with, and indicating final approval of, the Tenant Improvement Work, (v) a statement of total design and construction fees and costs, Governmental Requirements; and (viviii) any other documents reasonably required by Landlord’s lender, and (d) Tenant has commenced business operations at the Premises, then Landlord shall pay the full amount of the Construction Allowance payable to Tenant hereunder within thirty (30) days following the full satisfaction of Tenant’s obligations set forth in parts (a), (b), (c) and (d) of this sentence. Tenant shall use commercially efforts to submit the documents described in clause (c) above to Landlord within thirty (30) days following completion of the Tenant Improvement Work. If Tenant fails to submit the foregoing documentation to Landlord within twelve (12) months after completion of the Tenant Improvement Work, Landlord shall have no further obligation the right to pay deduct from any payment required to be made hereunder the Construction Allowance to TenantAdministration Costs, and Tenant shall be deemed to have waived any rights to receive the sameas described in Section 4.3 below.

Disbursement of Construction Allowance. Provided that (a) this Lease is then in full force and effect, and (b) Tenant is not then in default default, beyond all applicable cure periods, of any of its obligations under the Lease beyond any applicable notice or cure periodLease, including, without limitation, Tenant’s 's obligations under this Work Letter to perform Tenant Improvement Work in accordance with the Approved Working Drawings and all applicable Laws, Landlord shall pay the Construction Allowance to Tenant, less any amounts deducted therefrom pursuant to Section 4.3 below, within thirty (c30) Tenant has satisfactorily completed days after satisfactory completion of the Tenant Improvement Work and submitted to Landlord (if applicable and available) submission by Tenant of (i) two (2) full sets of blue line “"as-built” " drawings, together with a CAD disk showing the Tenant Improvements (updated by Tenant’s 's Architect as necessary to reflect all changes made to the Approved Working Drawings during the course of construction), (ii) specification cut sheets for all non-Building standard equipment and lighting, (iii) a written statement from Tenant’s 's Architect that the work described on any such invoices has been completed in accordance with the Approved Working Drawings, (iiiiv) properly executed statutory form unconditional mechanics’ ' lien releases in compliance with California Civil Code Section 8138 from all of Tenant’s 's Construction Agents, (ivv) copies of all Permits, licenses, certificates and other governmental authorizations and approvals necessary in connection with, and indicating final approval of, the Tenant Improvement Work, and which may be necessary for the operation of Tenant's business within the Premises, (vvi) a copy of the final air balancing report, (vii) warranties and manuals for all installed equipment, and (viii) a statement of total design and construction fees and costs. Tenant shall submit the documents described in clauses (i) through (viii) above to Landlord within sixty (60) days following the Date of Substantial Completion. With regard to disbursements for any purchase of FF&E or as reimbursement for early termination consideration as provided in Section 4(a) above, and (vi) any other documents reasonably required by Landlord’s lender, and (d) Tenant has commenced business operations at the Premises, then Landlord shall pay the full disburse such amount of the Construction Allowance payable to Tenant hereunder within thirty (30) days following the full satisfaction after Landlord’s receipt from Tenant of documentary evidence reasonably satisfactory to Landlord of Tenant’s obligations set forth payment of such amounts. In no event shall Landlord have any obligation to disburse any amounts hereunder in parts (a), (b), (c) and (d) of this sentence. Tenant shall use commercially efforts to submit the documents described in clause (c) above to Landlord within thirty (30) days following completion excess of the Tenant Improvement WorkConstruction Allowance. If Tenant fails to submit the foregoing documentation to Landlord within twelve (12) months after completion of the Tenant Improvement WorkAdditionally, Landlord shall have no further obligation to pay the Construction Allowance to Tenant, and Tenant shall be deemed to have waived any rights right to receive any portion of the sameConstruction Allowance which has not been properly requested by December 31, 2017, and Landlord shall have no further obligation to disburse any such unrequested portion of the Construction Allowance after December 31, 2017.

Disbursement of Construction Allowance. Provided that 5.1 Subject to paragraphs 5.2 and 5.3, below, Landlord shall either directly or through an industry-recognized reputable third party construction disbursement company (a) this Lease is then in full force and effectsuch as Builders Disbursement, (b) Tenant is not then in default of any of its obligations under the Lease beyond any applicable notice or cure period, including, without limitation, Tenant’s obligations under this Work Letter to perform Tenant Improvement Work in accordance with the Approved Working Drawings and all applicable Laws, (c) Tenant has satisfactorily completed the Tenant Improvement Work and submitted to Landlord (if applicable and available) (i) two (2) full sets of blue line “as-built” drawings, together with a CAD disk showing the Tenant Improvements (updated by Tenant’s Architect as necessary to reflect all changes made to the Approved Working Drawings during the course of constructionInc.), (ii) a written statement from Tenant’s Architect that the work described on any such invoices has been completed in accordance with the Approved Working Drawings, (iii) properly executed statutory form unconditional mechanics’ lien releases from all of Tenant’s Agents, (iv) copies of all Permits, licenses, certificates and other governmental authorizations and approvals necessary in connection with, and indicating final approval of, the Tenant Improvement Work, (v) a statement of total design and construction fees and costs, and (vi) any other documents reasonably required selected by Landlord’s lender, and (d) Tenant has commenced business operations at the Premises, then Landlord shall pay the full amount disburse portions of the Construction Allowance payable (each, an "Advance") directly to the Architect, Contractor and any subcontractors, as Landlord may elect, only after receiving written authorization therefor signed by Tenant hereunder within thirty and the Contractor. That written authorization shall be accompanied by construction and other cost vouchers and invoices, together with (30i) days following the full satisfaction a detailed list and description of Tenant’s obligations set forth in parts (a)all work for which payment is sought, (b), (c) and (diii) such other supporting documentation as Landlord may reasonably require (ii) conditional lien releases from the subcontractors in the form required by California Civil Code section 3262 for the portion of this sentencethe Tenant Improvements constructed. Each of the foregoing documents shall be initialed by the Architect, Tenant and the Contractor. The initials shall indicate approval of all such documents. All presentations of requests for an Advance and all vouchers and invoices for any portion of the Construction Cost presented by Tenant to Landlord shall constitute a representation on the part of .Tenant that the funds referred to therein have been used solely for paying only the direct costs of construction of the Building General Work. Tenant shall use commercially efforts indemnify, defend and hold Landlord and Landlord's agents, employees, and contractors harmless from and against all liability, claims, causes of action, suits, costs and expenses (including attorneys' fees), judgments, and damages (collectively, "Claims") arising in connection with the payment of any voucher presented. All checks representing an Advance shall be made payable jointly to submit Tenant and the documents described Contractor or the Subcontractor, as Landlord may elect. In the event a third party disbursement agent is used, the disbursement agent shall act in clause Landlord's place (cand shall act only after receiving Landlord's written approval to any requested Advance) above to under the disbursement provisions of this Agreement, and Landlord within thirty (30) days following completion of the Tenant Improvement Work. If Tenant fails to submit the foregoing documentation to Landlord within twelve (12) months after completion of the Tenant Improvement Work, Landlord shall have no further obligation to pay the Construction Allowance to Tenant, and Tenant shall be deemed to have waived any rights to receive each pay one-half (1/2) of the samecosts and fees of such disbursement agent.