Common use of Improvement Allowance Clause in Contracts

Improvement Allowance. Tenant shall be entitled to an improvement allowance in the amount of One Million Seven Hundred Seven Thousand Three Hundred Forty-Four ($1,707,344.00) (the “Expansion Improvement Allowance”) for costs relating to the design and construction of the improvements to the Premises (the “Expansion Improvements”) (which, the parties acknowledge shall not include Tenant’s furniture and personal property), including without limitation, such portion of the Premises outside the Expansion Premises, as Tenant may elect to improve. The Expansion Improvement Allowance may also be used to make improvements to the Common Area and Building (including, without limitation, as described hereinbelow in this Section 2) to the extent specifically contemplated in the Amendment, subject to any approval or other standards set forth in the Amendment, and such improvements shall be subject to all of the requirements contained in this Work Letter applicable to the Expansion Improvements. In addition to the Improvement Allowance, Landlord shall provide Tenant with an additional allowance in an amount not to exceed Twenty-Four Thousand Six Hundred and 00/100 Dollars ($24,600.00) (the “Lobby Allowance”) payable by Landlord to Tenant upon Tenant’s written request, which Lobby Allowance shall be used only for the soft and hard costs incurred by Tenant to modify/remodel the Building’s lobby pursuant to and in accordance with the “Construction Drawings,” as that term is defined in Section 3.1 of this Work Letter, approved by Landlord in accordance with the terms and conditions of this Work Letter. Any unused portion of the Lobby Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. In addition to the Improvement Allowance and the Lobby Allowance, Landlord shall provide Tenant with an additional allowance in an amount not to exceed Nine Thousand Five Hundred and 00/100 ($9,500.00) (the “Security Allowance”) payable by Landlord to Tenant upon Tenant’s written request, which Security Allowance shall be used only for the soft and hard costs incurred by Tenant to install security cameras within the interior and exterior of the Building access control systems in the Building, all pursuant to and in accordance with the Construction Drawings, approved by Landlord in accordance with the terms and conditions of this Work Letter. Any unused portion of the Security Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. In addition to the Improvement Allowance, the Lobby Allowance, and the Security Allowance, Landlord shall provide Tenant with an additional allowance in an amount not to exceed Eight Thousand Two Hundred and 00/100 ($8,200.00) (the “Suite 300 ADA Allowance”) payable by Landlord to Tenant upon Tenant’s written request, which Suite 300 ADA Allowance shall be used only for the soft and hard costs incurred by Tenant (in connection with the construction of the Improvements) to ensure that the Base Building serving Suite 300 is fully compliant with any applicable requirements of any applicable handicapped access laws pursuant to and in accordance with the Construction Drawings, approved by Landlord in accordance with the terms and conditions of this Work Letter. Any unused portion of the Suite 300 ADA Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. The Expansion Improvement Allowance, the Lobby Allowance, the Security Allowance, and the Suite 300 ADA Allowance shall be referred to herein, each individually and collectively as the context requires, as the “Improvement Allowance,” and the improvements to be constructed with all or a portion of the Improvement Allowance are collectively referred to herein as the “Improvements.” In no event shall Landlord be obligated to make disbursements pursuant to this Work Letter in the event that Tenant fails to pay any portion of the “Over-Allowance Amount,” as defined and required in Section 4.2.1 of this Work Letter, nor shall Landlord be obligated to pay a total amount to reimburse Tenant for the cost of any Improvements that exceeds the Improvement Allowance applicable thereto. Notwithstanding the foregoing or any contrary provision of the Lease, as amended, except as otherwise provided in Section 3.2 of this Work Letter, the Improvements shall be deemed Landlord’s property under the terms of the Lease, as amended. Any unused portion of the Improvement Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. Without limiting the foregoing, Tenant and Landlord contemplate that the Improvements to the Premises and Building listed in Schedule X will be included in the Final Plans and Final Working Drawings.

Improvement Allowance. Tenant shall be entitled to an improvement allowance in the amount of One Million Seven Hundred Seven Thousand Three Hundred Forty-Four ($1,707,344.00) (the “Expansion Improvement Allowance”) for costs relating Subject to the design and construction of the improvements to the Premises (the “Expansion Improvements”) (which, the parties acknowledge shall not include Tenant’s furniture and personal property), including without limitation, such portion of the Premises outside the Expansion Premises, as Tenant may elect to improve. The Expansion Improvement Allowance may also be used to make improvements to the Common Area and Building (including, without limitation, as described hereinbelow in this Section 2) to the extent specifically contemplated in the Amendment, subject to any approval or other standards set forth in the Amendment, and such improvements shall be subject to all of the requirements contained in this Work Letter applicable to the Expansion Improvements. In addition to the Improvement Allowanceterms hereof, Landlord shall provide grant an allowance to Tenant with an additional allowance in an amount not to exceed Twenty-Four the aggregate of (a) Six Million Eight Hundred Seventy Thousand Six Hundred and 00/100 Dollars ($24,600.006,870,000.00) (the “Lobby Basic Improvement Allowance”) payable by Landlord to be used solely to reimburse the Tenant upon Tenant’s written requestfor the Itemized Costs, which Lobby and (b) One Million Three Hundred Thousand Dollars ($1,300,000.00) (the “HVAC Allowance” and together with the Basic Improvement Allowance, the “Improvement Allowance”) to be used solely to reimburse the Tenant for that portion of the Itemized Costs of replacing the HVAC units serving the Premises and related control systems . The Improvement Allowance shall be used only available for the soft and hard costs incurred by Tenant to modify/remodel the Building’s lobby pursuant disbursement subject to and in accordance with the “Construction Drawings,” as that term is defined in Section 3.1 of this terms and conditions hereof (including the Work Letter), provided that at no time shall Landlord be required to make a disbursement of any of the Improvement Allowance if following such advance the aggregate amount of the Improvement Allowance advanced by Landlord would exceed Landlord’s Share of the aggregate amount of the Itemized Costs incurred by Tenant through such date. As used herein, “Landlord’s Share” means and refers to a fraction (expressed as a percentage), the numerator of which is the original amount of the Improvement Allowance and the denominator of which is the total amount of the Approved Budget (taking into account any increases in the Approved Budget, including increases as a result of change orders requested by Tenant and approved by Landlord in accordance with the terms and conditions of this the Work Letter). Any unused portion of Conditioned upon and provided that the Lobby Allowance that Tenant has not timely Conditions Precedent (as defined below) are satisfied for each reimbursement request, and properly requested that Landlord disburse as of satisfied for each request no later than the first anniversary of date which is two (2) years after the Delivery Term Commencement Date (the “Required Completion Date, shall remain the property of Landlord and Tenant shall have no further right thereto. In addition to the Improvement Allowance and the Lobby Allowance”), Landlord shall provide Tenant with an additional allowance in an amount not to exceed Nine Thousand Five Hundred and 00/100 ($9,500.00) (the “Security Allowance”) payable by Landlord pay to Tenant upon within thirty (30) days of satisfaction of the Conditions Precedent Landlord’s Share of the Itemized Costs The “Conditions Precedent” are: (a) Tenant is not in default under this Lease beyond any applicable notice and cure period provided in this Lease, and Tenant is in full compliance with all requirements under this Section 3.3 concerning Tenant’s written requestInitial Work, which Security Allowance shall be used only for the soft and hard costs incurred by (b) Tenant to install security cameras within the interior and exterior has complied with all of the Building access control systems in the Building, all pursuant to and in accordance with the Construction Drawings, approved by Landlord in accordance with the terms and conditions of this the Work Letter. Any unused Letter that are conditions precedent that required to be satisfied prior to the disbursement of any portion of the Security Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. In addition to the Improvement Allowance, the Lobby Allowance, and the Security Allowance, (c) Tenant has provided Landlord shall provide Tenant with an additional allowance in an amount not to exceed Eight Thousand Two Hundred and 00/100 ($8,200.00) (the “Suite 300 ADA Allowance”) payable by Landlord to Tenant upon itemized accounting of Tenant’s written requestcosts for such Tenant’s Initial Work for which it seeks reimbursement (“Itemized Costs”), of which Suite 300 ADA Allowance not more than twenty-five (25%) percent shall be used only for laboratory case work and soft costs, as more particularly set forth in the soft and hard costs incurred by Tenant (in connection with the construction of the Improvements) to ensure that the Base Building serving Suite 300 is fully compliant with any applicable requirements of any applicable handicapped access laws pursuant to and in accordance with the Construction Drawings, approved by Landlord in accordance with the terms and conditions of this Work Letter. Any unused portion of the Suite 300 ADA Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. The Expansion Improvement Allowance, the Lobby Allowance, the Security Allowance, and the Suite 300 ADA Allowance shall be referred to herein, each individually and collectively as the context requires, as the “Improvement Allowance,” and the improvements to be constructed with all or a portion of the Improvement Allowance are collectively referred to herein as the “Improvements.” In no event shall Landlord be obligated to make disbursements pursuant to this Work Letter in the event that Tenant fails to pay any portion of the “Over-Allowance Amount,” as defined and required in Section 4.2.1 of this Work Letter, nor shall Landlord be obligated to pay a total amount to reimburse Tenant for the cost of any Improvements that exceeds the Improvement Allowance applicable thereto. Notwithstanding the foregoing or any contrary provision of the Lease, as amended, except as otherwise provided in Section 3.2 of this Work Letter, the Improvements shall be deemed Landlord’s property under the terms of the Lease, as amended. Any unused portion of the Improvement Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. Without limiting the foregoing, Tenant and Landlord contemplate that the Improvements to the Premises and Building listed in Schedule X will be included in the Final Plans and Final Working Drawings.

Improvement Allowance. In addition to the obligation of Landlord to perform “Landlord’s Work” as provided in Section 22.02 below, Landlord shall provide to Tenant shall be entitled to an improvement allowance in the amount of One Million Seven Hundred Seven Thousand Three Hundred Forty-Four ($1,707,344.00) (the “Expansion Improvement Allowance”) in an amount equal to Two Million Seventy Four Thousand and Fifty and no/100 Dollars ($2,074,050.00), based on $55.00 per rentable square foot of space in the Premises, for costs relating to the design and contribution toward the cost of demolition and/or construction of the Tenant’s improvements to the Premises (the “Expansion Tenant’s Work”), as well as design and engineering fees, architectural and space planning services, and municipal plan review and permit fees (collectively “Improvements”) (which, the parties acknowledge shall not include Tenant’s furniture and personal property), including without limitationthe right to use the Allowance, such for project management fees, but expressly excluding legal fees and personal property (i.e., furniture) based on a mutually agreed upon space plan (“Space Plan”) and in accordance with Exhibit D. Notwithstanding the foregoing, Tenant shall have the right to apply any unused portion of the Allowance up to Ten and no/100 Dollars ($10.00) per rentable square foot, towards Tenant’s data/telecom cabling and installation costs, moving expenses of any kind or nature, fixtures, equipment, and security system (“Moving Costs”). During the construction of the Improvements, Landlord will make available (at no cost to Tenant) Building services, including HVAC, electrical to the Premises outside and access to the Expansion PremisesBuilding’s freight elevator, provided Tenant (or its designee) coordinates with Landlord, a schedule for such times and in a manner that will not unreasonably interfere with Landlord’s general operation of the Building. Tenant shall have the right to select its own architect. Tenant shall select a contractor and subcontractors from Landlord’s approved contractors list, or as otherwise approved by Landlord. Tenant shall be obligated to utilize BCER Engineers for Tenant’s mechanical, electrical work, and plumbing design, and ▇▇▇▇▇▇/▇▇▇▇▇▇ for all structural design, including the reinforcing of the floor (if required) in areas reasonably approved by Landlord, so long as the fees charged by BCER Engineers and ▇▇▇▇▇▇/▇▇▇▇▇▇ do are comparable to the market rates for similar services by comparable professionals in comparable class office buildings in the Central Business District. Tenant shall have the right to request the Allowance in three installments upon completion of 35%, 70% and 100% of the Improvements, and upon satisfaction of the following items for each draw request: (i) Tenant delivers a schedule of values and shows in reasonable detail the completion of the portion of Improvements is proportionate to the amount of the Allowance draw request in a form reasonably satisfactory to Landlord; (ii) Tenant delivers to Landlord properly executed conditional mechanics’ lien waivers from all of Tenant’s contractors and subcontractors in compliance with all applicable laws; and (iii) Tenant delivers to Landlord a certificate signed by ▇▇▇▇▇▇’s architect (AIA Application for Payment or substantially similar form), in a form reasonably acceptable to Landlord, certifying that the construction of the applicable part of the Improvements in the Premises has been completed. Provided that Tenant is not in default beyond any applicable notice and cure period at any draw request, then within thirty (30) days after satisfaction of items (i) through (iii) above, Landlord shall pay to Tenant all amounts shown in (i) above. Tenant may elect also request reimbursement of Moving Costs in the abovereferenced Allowance installments; provided that the requirements of subsections (i) through (iii) above shall not apply to improveany request for reimbursement of Moving Costs. The Expansion Improvement All requests for reimbursement in connection with the completion of the Improvements shall be submitted by Tenant to Landlord as provided herein, but in no case later than two hundred and ten (210) days following the Commencement Date. In the event Tenant fails to submit invoices for reimbursement on or before the expiration of such two hundred and ten (210) day period, Tenant shall forfeit its right to any portion of the Allowance may also be used to make improvements not requested prior to the Common Area and Building expiration of such 210 day period. Tenant shall pay to Landlord, which amount may be deducted by Landlord from the Allowance, a fee equal to one percent (including1%) of the “hard costs” of Tenant’s Work for Landlord’s supervision of ▇▇▇▇▇▇’s construction of the Premises to ensure code compliance, without limitation, as described hereinbelow in this Section 2) to structural integrity of the extent specifically contemplated in the Amendment, subject to any approval or other standards set forth in the AmendmentImprovements, and such improvements shall be subject to all coordination of Tenant’s Work within the requirements contained in this Work Letter applicable to the Expansion ImprovementsBuilding. In addition to the Improvement Allowance, Landlord shall will provide Tenant with an additional allowance in an amount not to exceed Twenty-Four Thousand Six Hundred and 00/100 Dollars twelve cents ($24,600.00.12) (the “Lobby Allowance”) payable by Landlord to Tenant upon Tenant’s written requestper rentable square foot for a space planning allowance, which Lobby Allowance amount shall be used only paid by directly to ▇▇▇▇▇▇’s space planner, within thirty (30) days of receipt from Tenant of an invoice from ▇▇▇▇▇▇’s architect for the soft and hard costs incurred by Tenant to modify/remodel the Building’s lobby pursuant to and in accordance with the “Construction Drawings,” as that term is defined in Section 3.1 of this Work Letter, approved by Landlord in accordance with the terms and conditions of this Work Letter. Any unused portion of the Lobby Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. In addition to the Improvement Allowance and the Lobby Allowance, Landlord shall provide Tenant with an additional allowance in an amount not to exceed Nine Thousand Five Hundred and 00/100 ($9,500.00) (the “Security Allowance”) payable by Landlord to Tenant upon Tenant’s written request, which Security Allowance shall be used only for the soft and hard costs incurred by Tenant to install security cameras within the interior and exterior of the Building access control systems in the Building, all pursuant to and in accordance with the Construction Drawings, approved by Landlord in accordance with the terms and conditions of this Work Letter. Any unused portion of the Security Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. In addition to the Improvement Allowance, the Lobby Allowance, and the Security Allowance, Landlord shall provide Tenant with an additional allowance in an amount not to exceed Eight Thousand Two Hundred and 00/100 ($8,200.00) (the “Suite 300 ADA Allowance”) payable by Landlord to Tenant upon Tenant’s written request, which Suite 300 ADA Allowance shall be used only for the soft and hard costs incurred by Tenant (in connection with the construction of the Improvements) to ensure that the Base Building serving Suite 300 is fully compliant with any applicable requirements of any applicable handicapped access laws pursuant to and in accordance with the Construction Drawings, approved by Landlord in accordance with the terms and conditions of this Work Letter. Any unused portion of the Suite 300 ADA Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. The Expansion Improvement Allowance, the Lobby Allowance, the Security Allowance, and the Suite 300 ADA Allowance shall be referred to herein, each individually and collectively as the context requires, as the “Improvement Allowance,” and the improvements to be constructed with all or a portion of the Improvement Allowance are collectively referred to herein as the “Improvementssuch space planning.” In no event shall Landlord be obligated to make disbursements pursuant to this Work Letter in the event that Tenant fails to pay any portion of the “Over-Allowance Amount,” as defined and required in Section 4.2.1 of this Work Letter, nor shall Landlord be obligated to pay a total amount to reimburse Tenant for the cost of any Improvements that exceeds the Improvement Allowance applicable thereto. Notwithstanding the foregoing or any contrary provision of the Lease, as amended, except as otherwise provided in Section 3.2 of this Work Letter, the Improvements shall be deemed Landlord’s property under the terms of the Lease, as amended. Any unused portion of the Improvement Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. Without limiting the foregoing, Tenant and Landlord contemplate that the Improvements to the Premises and Building listed in Schedule X will be included in the Final Plans and Final Working Drawings.

Improvement Allowance. Landlord hereby grants Tenant shall be entitled to an improvement allowance (the “Improvement Allowance”) in the amount of One Million Seven Hundred Seven Thousand Three Hundred Forty-Four ($1,707,344.00) (the “Expansion Improvement Allowance”) for costs relating to the design and construction 16.30 per rentable square foot of the improvements to the Premises (the “Expansion Improvements”) (which, the parties acknowledge shall not include Tenant’s furniture and personal property), including without limitation, such portion of the Premises outside the Expansion Premises, as for use by Tenant may elect to improvein connection with the construction of improvements in the Expansion Premises. The Expansion Improvement Allowance shall be payable in monthly progress payments as costs are incurred and within forty five (45) days of invoice therefor and shall be subject to Landlord’s commercially reasonable disbursement requirements (which may also include a specified date on which monthly draw requests are due). Except for the Improvement Allowance (as the same may be used increased as provided in Section 7.2, below) or as otherwise set forth in this Amendment, Landlord shall not be obligated to make improvements provide or pay for any improvement work or services related to the Common Area initial improvement of the Expansion Premises, and Building Tenant shall accept the Expansion Premises in its presently existing, “as-is” condition. Notwithstanding the foregoing, Landlord shall deliver the Expansion Premises (a) broom clean, (b) in the same condition existing as of the date hereof, (c) with any furniture, equipment and other personal property removed therefrom, and (d) with all existing building systems serving the Expansion Premises in good working condition including, without limitation, HVAC, plumbing, fire sprinklers, roof membrane and electrical systems. Landlord shall also cause the exterior of the Expansion Premises and the surrounding area (including access thereto) to comply with applicable laws and building codes (including, without limitation, as described hereinbelow in this Section 2) the Americans with Disabilities Act), to the extent specifically contemplated in required to allow the Amendment, subject to any approval or other standards set forth in the Amendment, and such improvements shall be subject to all legal occupancy of the requirements contained in this Work Letter applicable to the Expansion Improvements. In addition to the Improvement Allowance, Landlord shall provide Tenant with an additional allowance in an amount not to exceed Twenty-Four Thousand Six Hundred and 00/100 Dollars ($24,600.00) (the “Lobby Allowance”) payable by Landlord to Tenant upon Tenant’s written request, which Lobby Allowance shall be used only for the soft and hard costs incurred by Tenant to modify/remodel the Building’s lobby pursuant to and in accordance with the “Construction Drawings,” as that term is defined in Section 3.1 of this Work Letter, approved by Landlord in accordance with the terms and conditions of this Work Letter. Any unused portion of the Lobby Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. In addition to the Improvement Allowance and the Lobby Allowance, Landlord shall provide Tenant with an additional allowance in an amount not to exceed Nine Thousand Five Hundred and 00/100 ($9,500.00) (the “Security Allowance”) payable by Landlord to Tenant upon Tenant’s written request, which Security Allowance shall be used only for the soft and hard costs incurred by Tenant to install security cameras within the interior and exterior of the Building access control systems in the Building, all pursuant to and in accordance with the Construction Drawings, approved by Landlord in accordance with the terms and conditions of this Work Letter. Any unused portion of the Security Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. In addition to the Improvement Allowance, the Lobby Allowance, and the Security Allowance, Landlord shall provide Tenant with an additional allowance in an amount not to exceed Eight Thousand Two Hundred and 00/100 ($8,200.00) (the “Suite 300 ADA Allowance”) payable by Landlord to Tenant upon Tenant’s written request, which Suite 300 ADA Allowance shall be used only for the soft and hard costs incurred by Tenant (in connection with Premises after the construction of the Improvements) to ensure that the Base Building serving Suite 300 is fully compliant with any applicable requirements of any applicable handicapped access laws pursuant to and in accordance with the Construction Drawings, approved by Landlord in accordance with the terms and conditions of this Work Letter. Any unused portion of the Suite 300 ADA Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. The Expansion Improvement Allowance, the Lobby Allowance, the Security Allowance, and the Suite 300 ADA Allowance shall be referred to herein, each individually and collectively as the context requires, as the “Improvement Allowance,” and the improvements to be constructed with all or a portion of the Improvement Allowance are collectively referred to herein as the “Improvements.” In no event shall Landlord be obligated to make disbursements pursuant to this Work Letter in the event that Tenant fails to pay any portion of the “Over-Allowance Amount,” as defined and required in Section 4.2.1 of this Work Letter, nor shall Landlord be obligated to pay a total amount to reimburse Tenant for the cost of any Improvements that exceeds the Improvement Allowance applicable thereto. Notwithstanding the foregoing or any contrary provision of the Lease, as amended, except as otherwise provided in Section 3.2 of this Work Letter, the Improvements shall be deemed Landlord’s property under the terms of the Lease, as amended. Any unused portion of the Improvement Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. Without limiting the foregoing, Tenant and Landlord contemplate that the Improvements to the Premises and Building listed in Schedule X will be included in the Final Plans and Final Working Drawings.

Improvement Allowance. Tenant shall be entitled to an improvement allowance in the amount of One Million Seven Hundred Seven Thousand Three Hundred Forty-Four ($1,707,344.00) (the “Expansion Improvement Allowance”) for costs relating to the design and construction of the improvements to the Premises (the “Expansion Improvements”) (which, the parties acknowledge shall not include Tenant’s furniture and personal property), including without limitation, such portion of the Premises outside the Expansion Premises, as Tenant may elect to improve. The Expansion Improvement Allowance may also be used to make improvements to the Common Area and Building (including, without limitation, as described hereinbelow in this Section 2) to the extent specifically contemplated in the Amendment, subject to any approval or other standards set forth in the Amendment, and such improvements shall be subject to all of the requirements contained in this Work Letter applicable to the Expansion Improvements. In addition to the Improvement Allowance, Landlord shall provide Tenant with an additional allowance for the costs of preparing the Additional Premises for Tenant’s initial occupancy (including the costs of Landlord’s Work and architectural and engineering fees) in an amount not to exceed Twenty-Four Thousand Six Hundred and 00/100 Dollars ($24,600.00) 67,025.00 (the “Lobby Improvement Allowance”), Landlord shall notify Tenant of the total fixed-price construction cost of Landlord’s Work shown on Landlord’s Plans (the “Base Price”), including m▇▇▇-ups as determined hereunder, The Base Price shall hereafter be subject to adjustment for Change Orders (if any). Costs of Building services or facilities (such as electricity, HVAC, and cleaning) payable and other additional costs (such as permit fees, infiltration and inflow charges, and inspection costs) actually required to implement Landlord’s Work and other variable costs to the extent required to be paid by Landlord Tenant under the Lease (such as for review, inspection, and testing) shall thereafter be added to Tenant upon Tenant’s written request, which Lobby Allowance the Base Price (as adjusted for Change Orders). All costs referred to in this paragraph shall be used only for subject to reimbursement from the soft and hard Improvement Allowance. In the event that the total fixed price of Landlord’s Work (as determined hereunder), together with any related costs incurred reasonably estimated by Landlord, exceeds the Improvement Allowance, Landlord may from time to time require Tenant to modify/remodel pay such excess to Landlord before performing the Buildingremaining Landlord’s lobby pursuant to and in accordance with the “Construction Drawings,” Work. Except as that term is defined in Section 3.1 of this Work Letterset forth below, approved by Landlord in accordance with the terms and conditions of this Work Letter. Any unused portion of the Lobby Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. In addition to the Improvement Allowance to, and the Lobby Allowance, Landlord shall provide Tenant with an additional allowance in an amount not to exceed Nine Thousand Five Hundred and 00/100 ($9,500.00) (the “Security Allowance”) payable by Landlord to Tenant upon Tenant’s written request, which Security Allowance shall be used only for the soft and hard costs incurred by Tenant to install security cameras within the interior and exterior of the Building access control systems in the Building, all pursuant to and in accordance with the Construction Drawings, approved by Landlord in accordance with the terms and conditions of this Work Letter. Any unused portion of the Security Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right theretoobligation to fund, any Improvement Allowance not properly requisitioned by Tenant on or before December 31, 2014. In addition Notwithstanding the foregoing sentence, if Tenant requests by written notice to Landlord any Improvement Allowance unused after the Improvement Allowancefull and final payment of Landlord’s Work, the Lobby Allowance, and the Security Allowance, Landlord shall provide Tenant with an additional allowance in an amount not to exceed Eight Thousand Two Hundred and 00/100 ($8,200.00then such amount(s) (the “Suite 300 ADA Allowance”) payable by Landlord to Tenant upon Tenant’s written request, which Suite 300 ADA Allowance shall may be used only for the soft and hard costs incurred by Tenant (in connection with the construction of the Improvements) to ensure that the Base Building serving Suite 300 is fully compliant with any applicable requirements of any applicable handicapped access laws pursuant to and in accordance with the Construction Drawings, approved by Landlord in accordance with the terms and conditions of this Work Letter. Any unused portion of the Suite 300 ADA Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. The Expansion Improvement Allowance, the Lobby Allowance, the Security Allowance, and the Suite 300 ADA Allowance shall be referred to herein, each individually and collectively as the context requires, as the “Improvement Allowance,” and the improvements to be constructed with all or a portion of the Improvement Allowance are collectively referred to herein as the “Improvements.” In no event shall Landlord be obligated to make disbursements pursuant to this Work Letter in the event that Tenant fails to pay any portion of the “Over-Allowance Amount,” as defined and required in Section 4.2.1 of this Work Letter, nor shall Landlord be obligated to pay a total amount to reimburse Tenant for the cost its actual, documented third party costs of any Improvements that exceeds the Improvement Allowance applicable thereto. Notwithstanding the foregoing or any contrary provision of the Leasefurniture, as amended, except as otherwise provided in Section 3.2 of this Work Letter, the Improvements shall be deemed Landlord’s property under the terms of the Lease, as amended. Any unused portion of the Improvement Allowance that cabling and other approved Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. Without limiting the foregoing, Tenant and Landlord contemplate that the Improvements to the Premises and Building listed in Schedule X will be included fixtures in the Final Plans and Final Working Drawings.Additional Premises or toward Tenant’s monthly installments of Annual Fixed Rent beginning on January 1, 2015,

Improvement Allowance. Tenant shall be entitled to an improvement Improvement allowance in the amount of One Million Seven Hundred Seven Thousand Three Hundred Forty-Four ($1,707,344.00) (the “Expansion Improvement Allowance”) in the amount set forth in Section 13 of the Summary for the costs relating to the design design, permitting and construction of the improvements improvements, which, except as otherwise provided in Section 2.2.1, below, are permanently affixed to the Premises (the “Expansion Improvements”) (which, the parties acknowledge shall not include Tenant’s furniture and personal property), including without limitation, such portion of provided that the Premises outside the Expansion Premises, as Improvements constructed by Tenant may elect to improve. The Expansion Improvement Allowance may also be used to make improvements to the Common Area and Building shall include (including, without limitation, as described hereinbelow in this Section 2) except to the extent specifically contemplated such work is part of the Base Building) all temporary or permanent fire-life safety work and sprinkler system work required in order for Landlord to receive a CofO for the AmendmentBase, subject Shell and Core and Tenant to any approval or other standards set forth in receive a CofO for the Amendment, and such improvements Premises. Tenant shall be subject to construct all of the requirements contained in this Work Letter applicable Improvements on a concurrent basis throughout the entire Premises. Except with respect to the Expansion Improvements. In addition to the Improvement AllowanceCore and Shell Work, Landlord shall provide Tenant with an additional allowance in an amount not to exceed Twenty-Four Thousand Six Hundred and 00/100 Dollars ($24,600.00) (the “Lobby Allowance”) payable by Landlord to Tenant upon Tenant’s written request, which Lobby Allowance shall be used only for the soft and hard costs incurred by Tenant to modify/remodel the Building’s lobby pursuant to and in accordance with the “Construction Drawings,” as that term is defined in Section 3.1 of this Work Letter, approved by Landlord in accordance with the terms and conditions of this Work Letter. Any unused portion of the Lobby Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. In addition to the Improvement Allowance and the Lobby Allowance, Landlord shall provide Tenant with an additional allowance in an amount not to exceed Nine Thousand Five Hundred and 00/100 ($9,500.00) (the “Security Allowance”) payable by Landlord to Tenant upon Tenant’s written request, which Security Allowance shall be used only for the soft and hard costs incurred by Tenant to install security cameras within the interior and exterior of the Building access control systems in the Building, all pursuant to and in accordance with the Construction Drawings, approved by Landlord in accordance with the terms and conditions of this Work Letter. Any unused portion of the Security Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. In addition to the Improvement Allowance, the Lobby Allowance, and the Security Allowance, Landlord shall provide Tenant with an additional allowance in an amount not to exceed Eight Thousand Two Hundred and 00/100 ($8,200.00) (the “Suite 300 ADA Allowance”) payable by Landlord to Tenant upon Tenant’s written request, which Suite 300 ADA Allowance shall be used only for the soft and hard costs incurred by Tenant (in connection with the construction of the Improvements) to ensure that the Base Building serving Suite 300 is fully compliant with any applicable requirements of any applicable handicapped access laws pursuant to and in accordance with the Construction Drawings, approved by Landlord in accordance with the terms and conditions of this Work Letter. Any unused portion of the Suite 300 ADA Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. The Expansion Improvement Allowance, the Lobby Allowance, the Security Allowance, and the Suite 300 ADA Allowance shall be referred to herein, each individually and collectively as the context requires, as the “Improvement Allowance,” and the improvements to be constructed with all or a portion of the Improvement Allowance are collectively referred to herein as the “Improvements.” In no event shall Landlord be obligated to make disbursements pursuant to this Work Letter in the event that Tenant fails to pay any portion of the “Over-Allowance Amount,” as defined and required in Section 4.2.1 of this Work Letter, nor shall Landlord be obligated to pay a total amount to reimburse Tenant for the cost of any Improvements that which exceeds the Improvement Allowance applicable thereto. Notwithstanding the foregoing or any contrary provision of the Lease, as amended, except as otherwise provided in Section 3.2 of this Work Letter, the Improvements shall be deemed and “Landlord’s property under Drawing Contribution” (as that term is defined below). In the terms of event that the Lease, as amended. Any unused Improvement Allowance for any particular portion of the Improvement Allowance that Premises is not fully utilized by Tenant has not timely and properly requested that Landlord disburse as of within one (1) year following the first anniversary of the Delivery Lease Commencement Date, then such unused amounts shall remain the property of Landlord revert to Landlord, and Tenant shall have no further right rights with respect thereto. Without limiting Any Improvements that require the foregoinguse of Building risers, Tenant raceways, shafts and/or conduits, shall be subject to Landlord’s and Landlord’s management company’s reasonable rules, regulations, and restrictions. In addition, Landlord contemplate shall contribute an amount not to exceed Nine Thousand Nine Hundred Seventy-Four and 85/100 Dollars ($9,974.85) (“Landlord’s Drawing Contribution”) toward the cost of a preliminary analysis and fit plan to be prepared by the “Architect” (as that term is defined below), and no portion of the Landlord’s Drawing Contribution, if any, remaining after completion of the Improvements to the Premises and Building listed in Schedule X will shall be included in the Final Plans and Final Working Drawingsavailable for use by Tenant.

Improvement Allowance. Tenant shall be entitled to an improvement Improvement allowance in the amount of One Million Seven Hundred Seven Thousand Three Hundred Forty-Four ($1,707,344.00) (the “Expansion Improvement Allowance”) in the amount set forth in Section 13 of the Summary for the costs relating to the design design, permitting and construction of the improvements improvements, which, except as otherwise provided in Section 2.2.1, below, are permanently affixed to the Premises (the “Expansion Improvements”) (which, ). Tenant may construct the parties acknowledge shall not include Tenant’s furniture and personal property), including without limitation, such portion of Improvements on a phased basis throughout the Premises outside the Expansion entire Premises, as Tenant may elect to improve. The Expansion Improvement Allowance may also be used to make improvements and in such event, each reference in Sections 2-6 of this Work Letter to the Common Area and Building (including, without limitation, as described hereinbelow in this Section 2) “Premises” shall be deemed to refer to the extent specifically contemplated in the Amendment, subject to any approval or other standards set forth in the Amendmentapplicable “Phase”, and such improvements shall be subject to all of the requirements contained each reference in this Work Letter applicable to the Expansion Improvements. In addition to the Improvement Allowance, Landlord shall provide Tenant with an additional allowance in an amount not to exceed Twenty-Four Thousand Six Hundred and 00/100 Dollars ($24,600.00) (the “Lobby Allowance”) payable by Landlord to Tenant upon Tenant’s written request, which Lobby Allowance shall be used only for the soft and hard costs incurred by Tenant to modify/remodel the Building’s lobby pursuant to and in accordance with the “Construction Drawings,” as that term is defined in Section 3.1 of this Work Letter, approved by Landlord in accordance with the terms and conditions of this Work Letter. Any unused portion of the Lobby Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. In addition to the Improvement Allowance and the Lobby Allowance, Landlord shall provide Tenant with an additional allowance in an amount not to exceed Nine Thousand Five Hundred and 00/100 ($9,500.00) (the “Security Allowance”) payable by Landlord to Tenant upon Tenant’s written request, which Security Allowance shall be used only for the soft and hard costs incurred by Tenant to install security cameras within the interior and exterior of the Building access control systems in the Building, all pursuant to and in accordance with the Construction Drawings, approved by Landlord in accordance with the terms and conditions of this Work Letter. Any unused portion of the Security Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. In addition to the Improvement Allowance, the Lobby Allowance, and the Security Allowance, Landlord shall provide Tenant with an additional allowance in an amount not to exceed Eight Thousand Two Hundred and 00/100 ($8,200.00) (the “Suite 300 ADA Allowance”) payable by Landlord to Tenant upon Tenant’s written request, which Suite 300 ADA Allowance shall be used only for the soft and hard costs incurred by Tenant (in connection with the construction of the Improvements) to ensure that the Base Building serving Suite 300 is fully compliant with any applicable requirements of any applicable handicapped access laws pursuant to and in accordance with the Construction Drawings, approved by Landlord in accordance with the terms and conditions of this Work Letter. Any unused portion of the Suite 300 ADA Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. The Expansion Improvement Allowance, the Lobby Allowance, the Security Allowance, and the Suite 300 ADA Allowance shall be referred to herein, each individually and collectively as the context requires, as the “Improvement Allowance,” and shall refer to the improvements to be constructed with all or a portion of the Improvement Allowance are collectively referred calculated based on the rentable square footage of the applicable Phase. Except with respect to herein as the “Improvements.” In construction of the Base, Shell and Core, in no event shall Landlord be obligated to make disbursements pursuant to this Work Letter in the event that Tenant fails to pay any portion of the “Over-Allowance Amount,” as defined and required in Section 4.2.1 of this Work Letter, nor shall Landlord be obligated to pay a total amount to reimburse Tenant for the cost of any Improvements that which exceeds the Improvement Allowance applicable theretoand “Landlord’s Drawing Contribution” (as that term is defined below). Notwithstanding the foregoing or any contrary provision Tenant shall complete construction of the LeaseImprovements by the later of (i) seventeen (17) months after the Delivery Date for the applicable Phase, and (ii) (a) September 30, 2019 for the Phase I Premises, (b) May 31, 2020 for the Phase II Premises, and (c) December 31, 2020 for the Phase III Premises (the applicable foregoing “later of” date is an “Outside Allowance Date”). Each Outside Allowance Date shall be extended on a day-for-day basis for Force Majeure Delays and Landlord Caused Delays (as amended, except as otherwise provided defined in Section 3.2 of this Work Letter, 5.1 below). In the Improvements shall be deemed Landlord’s property under event that the terms of the Lease, as amended. Any unused portion of the applicable Improvement Allowance that for any Phase is not utilized by Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of applicable Outside Allowance Date (as the Delivery Datesame may be extended), then such unused amounts shall remain the property of Landlord revert to Landlord, and Tenant shall have no further right thereto. Without limiting rights with respect thereto (provided, however, that for purposes of the foregoing, Tenant and Landlord contemplate the Improvement Allowance for a particular Phase shall be deemed to have been ‘utilized’ for that Phase at such time as the Improvements for such Phase have been substantially completed, and Tenant has satisfied the requirements for such disbursement under Sections 2.2.2.2 and 4.3 and Schedule 4 attached hereto, even though Landlord may not have yet disbursed all amounts required to be disbursed). Any Improvements that require the Premises use of Building risers, raceways, shafts and/or conduits, shall be subject to Landlord’s and Building listed in Schedule X will Landlord’s management company’s reasonable rules, regulations, and restrictions. In addition, Landlord shall contribute an amount not to exceed Twenty-Five Thousand and 00/100 Dollars ($25,000.00) (“Landlord’s Drawing Contribution”) toward the cost of a preliminary analysis and fit plan to be included in prepared by the Final Plans “Architect” (as that term is defined below), and Final Working Drawingsno portion of the Landlord’s Drawing Contribution, if any, remaining after completion of the Improvements shall be available for use by Tenant.

Improvement Allowance. Landlord hereby agrees to disburse to Tenant shall be entitled an amount up to an improvement allowance in the amount of One Million Seven Five Hundred Seven Thousand Three Hundred Forty-Four and No/100ths Dollars ($1,707,344.00500,000.00) to be used as an allowance for improvements (the “Expansion "Improvement Allowance”) for costs relating to the design and construction of the improvements to the Premises (the “Expansion Improvements”) (which, the parties acknowledge shall not include Tenant’s furniture and personal property"), including without limitationprovided, such portion of the Premises outside the Expansion Premiseshowever, as Tenant may elect to improve. The Expansion Improvement Allowance may also be used to make improvements to the Common Area and Building (includingLandlord agrees, without limitation, as described hereinbelow in this Section 2) to the extent specifically contemplated in the Amendment, subject to any approval or other standards set forth in the Amendment, and such improvements shall be subject to all of the requirements contained in this Work Letter applicable to the Expansion Improvements. In addition to the Improvement Allowance, Landlord shall provide Tenant with an additional allowance in an amount not to exceed Twenty-Four Thousand Six Hundred and 00/100 Dollars ($24,600.00) (the “Lobby Allowance”) payable by Landlord to Tenant upon Tenant’s written request, which Lobby Allowance shall be used only for the soft and hard costs incurred by Tenant to modify/remodel the Building’s lobby pursuant to and in accordance with the “Construction Drawings,” as that term is defined in Section 3.1 of this Work Letter, approved by Landlord in accordance with the terms and conditions of this Work Letter. Any unused portion of the Lobby Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. In addition to the Improvement Allowance and the Lobby Allowance, Landlord shall provide Tenant with an additional allowance in an amount not to exceed Nine Thousand Five Hundred and 00/100 ($9,500.00) (the “Security Allowance”) payable by Landlord to Tenant upon Tenant’s written request, which Security Allowance shall be used only for the soft and hard costs incurred by Tenant to install security cameras within the interior and exterior of the Building access control systems in the Building, all pursuant to and in accordance with the Construction Drawings, approved by Landlord in accordance with the terms and conditions of this Work Letter. Any unused portion of the Security Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. In addition to the Improvement Allowance, the Lobby Allowance, and the Security Allowance, Landlord shall provide Tenant with an additional allowance in an amount not to exceed Eight Thousand Two Hundred and 00/100 ($8,200.00) (the “Suite 300 ADA Allowance”) payable by Landlord to Tenant upon Tenant’s written request, which Suite 300 ADA Allowance shall be used only for the soft and hard costs incurred by Tenant (in connection with the construction of the Improvements) to ensure that the Base Building serving Suite 300 is fully compliant with any applicable requirements of any applicable handicapped access laws pursuant to and in accordance with the Construction Drawings, approved by Landlord in accordance with the terms and conditions of this Work Letter. Any unused portion of the Suite 300 ADA Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. The Expansion Improvement Allowance, the Lobby Allowance, the Security Allowance, and the Suite 300 ADA Allowance shall be referred to herein, each individually and collectively as the context requires, as the “Improvement Allowance,” and the improvements to be constructed with all or a portion of the Improvement Allowance are collectively referred remains unused, Tenant may use said amounts to herein as the “Improvements.” In no event shall Landlord be obligated to make disbursements pursuant to this Work Letter in the event that Tenant fails to pay any portion of the “Over-Allowance Amount,” as defined and required in Section 4.2.1 of this Work Letter, nor shall Landlord be obligated to pay a total amount to reimburse Tenant for defray the cost of any Improvements that exceeds moving to and relocating into the Improvement Allowance applicable theretoPremises. Notwithstanding the foregoing or any contrary provision of the LeaseProvided Tenant is not in default hereunder, as amended, except as otherwise provided in Section 3.2 of this Work Letter, the Improvements shall be deemed Landlord’s property under the terms of the Lease, as amended. Any unused portion 's disbursement of the Improvement Allowance to Tenant shall be made in up to four (4) installments approximately thirty (30) days apart commencing on approximately April 15, 2001. Each installment shall be in an amount equal to the invoicing incurred by Tenant in making said Improvements as of five days before disbursement, to a maximum total Tenant Allowance of $500,000.00. Provided, however, that Landlord shall not be obligated to disburse more than 90% (ninety percent) of the funds otherwise disbursable under this paragraph until and unless (i) the applicable governmental authority has issued to Tenant a Certificate of Occupancy as to the Premises; (ii) Tenant has executed and delivered to Landlord an estoppel letter in a form reasonably acceptable to Landlord which includes (but may not timely and properly requested be limited to) an acknowledgment by Tenant that Landlord disburse is then in full compliance with the Lease; (iii) Tenant delivers to Landlord sufficient satisfactions and/or releases of notices and/or claims of lien so as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. Without limiting the foregoing, Tenant and Landlord contemplate that the Improvements to eliminate any potential for a claim or lien against Landlord's or Tenant's interests in the Premises and Building listed in Schedule X will be included the underlying fee simple interest in the Final Plans and Final Working DrawingsPremises.

Improvement Allowance. Tenant shall be entitled to an a one-time improvement allowance in the amount of One Million Seven Hundred Seven Thousand Three Hundred Forty-Four $3,372,075.00 (i.e., $1,707,344.0075.00 per rentable square foot of the Expansion Premises) (the “Expansion Improvement Allowance”) for the costs relating to the design and construction of the improvements improvements, which are permanently affixed to the Premises (the “Expansion Improvements”) (which, the parties acknowledge shall not include Tenant’s furniture and personal property), including without limitation, Tenant acknowledges that $52,500.00 of such portion of the Premises outside the Expansion Premises, as Tenant may elect to improve. The Expansion Improvement Allowance may also must be used to make for improvements to the Common Area and Building (includingRooftop Decks), without limitation, as described hereinbelow in this Section 2) to the extent specifically contemplated provided that in the Amendment, subject event Tenant wishes to utilize any approval or other standards set forth in the Amendment, and such improvements shall be subject to all of the requirements contained in this Work Letter applicable to the Expansion Improvements. In addition to the Improvement Allowance, Landlord shall provide Tenant with an additional allowance in an amount not to exceed Twenty-Four Thousand Six Hundred and 00/100 Dollars ($24,600.00) (the “Lobby Allowance”) payable by Landlord to Tenant upon Tenant’s written request, which Lobby Allowance shall be used only for the soft and hard costs incurred by Tenant to modify/remodel the Building’s lobby pursuant to and in accordance with the “Construction Drawings,” as that term is defined in Section 3.1 of this Work Letter, approved by Landlord in accordance with the terms and conditions of this Work Letter. Any unused portion of the Lobby Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. In addition to the Improvement Allowance and the Lobby Allowance, Landlord shall provide Tenant with an additional allowance in an amount not to exceed Nine Thousand Five Hundred and 00/100 ($9,500.00) (the “Security Allowance”) payable by Landlord to Tenant upon Tenant’s written request, which Security Allowance shall be used only for the soft and hard costs incurred by Tenant to install security cameras within the interior and exterior of the Building access control systems in the Building, all pursuant to and in accordance with the Construction Drawings, approved by Landlord in accordance with the terms and conditions of this Work Letter. Any unused portion of the Security Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. In addition to the Improvement Allowance, the Lobby Allowance, and the Security Allowance, Landlord shall provide Tenant with an additional allowance in an amount not to exceed Eight Thousand Two Hundred and 00/100 ($8,200.00) (the “Suite 300 ADA Allowance”) payable by Landlord to Tenant upon Tenant’s written request, which Suite 300 ADA Allowance shall be used only for the soft and hard costs incurred by Tenant (in connection with the construction of the Improvements) to ensure that the Base Building serving Suite 300 is fully compliant with any applicable requirements of any applicable handicapped access laws pursuant to and in accordance with the Construction Drawings, approved by Landlord in accordance with the terms and conditions of this Work Letter. Any unused portion of the Suite 300 ADA Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. The Expansion Improvement Allowance, the Lobby Allowance, the Security Allowance, and the Suite 300 ADA Allowance shall be referred to herein, each individually and collectively as the context requires, as the “Improvement Allowance,” and the improvements to be constructed with all or a portion of the Improvement Allowance are collectively referred for the Existing Premises rather than the Expansion Premises then Tenant shall notify Landlord in writing within thirty (30) days following Tenant’s execution and delivery of this First Amendment as to herein as which portion(s) of the “Improvements.” Premises and/or Rooftop Decks that Tenant elects to use the Improvement Allowance towards. In no event shall Landlord be obligated to make disbursements pursuant to this Work Letter in the event that Tenant fails elects to pay any portion of the “Over-Allowance Amount,” as defined and required in Section 4.2.1 of this Work Letter, nor shall Landlord be obligated to pay a total amount to reimburse Tenant for the cost of any Improvements that exceeds use the Improvement Allowance applicable theretotowards Improvements in the Existing Premises, then Landlord requires that Tenant accommodate a reallocation of any previously determined Schedule of Values under the Work Letter attached to the Office Lease. Notwithstanding the foregoing or any contrary provision of the Lease, as amended, except as otherwise provided in Section 3.2 of this Work Letter, the all Improvements shall be deemed Landlord’s property under the terms of the Lease, as amended. Any Subject to the “Construction Risk Alternative,” as that term is defined in Section 4.2.1 below, any unused portion of the Improvement Allowance that Tenant has not timely and properly requested that Landlord disburse remaining as of the first anniversary date which is one (1) year from the delivery date of the Delivery Date, Expansion Premises shall remain the property of with Landlord and Tenant shall have no further right thereto. Without limiting the foregoing, Tenant and Landlord contemplate that the Improvements to the Premises and Building listed in Schedule X will be included in the Final Plans and Final Working Drawings.

Improvement Allowance. Tenant shall be entitled a. The Landlord agrees to an improvement allowance construct improvements in the amount Expansion Space to a maximum of One Million Seven Hundred Seven Thousand Three Hundred FortyTHIRTY-Four ($1,707,344.00) (the “Expansion Improvement Allowance”) for costs relating to the design EIGHT THOUSAND and construction of the improvements to the Premises (the “Expansion Improvements”) (which, the parties acknowledge shall not include Tenant’s furniture and personal property), including without limitation, such portion of the Premises outside the Expansion Premises, as Tenant may elect to improve. The Expansion Improvement Allowance may also be used to make improvements to the Common Area and Building (including, without limitation, as described hereinbelow in this Section 2) to the extent specifically contemplated in the Amendment, subject to any approval or other standards set forth in the Amendment, and such improvements shall be subject to all of the requirements contained in this Work Letter applicable to the Expansion Improvements. In addition to the Improvement Allowance, Landlord shall provide Tenant with an additional allowance in an amount not to exceed Twenty-Four Thousand Six Hundred and - 00/100 Dollars ($24,600.00) 38,000.00), (the “Lobby Allowance”) payable by Landlord to Tenant upon Tenant’s written request"Leasehold Improvements"). Any amount over and above a maximum cost of THIRTY-EIGHT THOUSAND and - 00/100 Dollars ($38,000.00), which Lobby Allowance shall be used only the responsibility of the Tenant. Such Leasehold Improvements in the Expansion Space shall be provided by the Landlord and shall include finished office with all materials, finishes, quantities, capacities, specifications and working drawings provided for and to the soft Premises to the Landlord's base building standard, including designer fees, (the "Building Standard"). All improvements, alterations, installations, finishes, materials, specifications or capacities in excess of Building Standard which are required and/or specified by the Tenant to facilitate Tenant's specific use of the Premises, unless agreed previously by the Landlord, shall be at the Tenant's sole cost and hard expense. In the event additional construction costs (the "Additional Costs") are incurred by the Landlord in order to comply with municipal, provincial or federal regulations and/or building codes imposed by any authority having jurisdiction thereover as a result of the Tenant's specific or intended use and occupancy of the Premises, then all such Additional Costs shall be the sole responsibility of the Tenant. b. Should the Leasehold Improvements be delayed due to any delays caused by the Tenant to modify/remodel then this Agreement shall commence and be in effect on January 1st, 1996. c. For the Building’s lobby pursuant to and in accordance with the “Construction Drawings,” as that term is defined in Section 3.1 purposes of this Work LetterAgreement, approved "Unavoidable Delay" shall mean any delay caused by fire, strike, or other casualty or contingency beyond the reasonable control of the Landlord which is by reason thereof, delayed in accordance with the terms and conditions performance of its obligations hereunder. (Does not include the lack of funds or other financial causes of delay). The Landlord shall use all reasonable efforts to undertake its work in a timely manner. In the event the Landlord is "Unavoidably Delayed", then the commencement date of this Work Letter. Any unused portion Agreement with regard to the Expansion Space only shall be extended by the duration of the Lobby Allowance time that Tenant has not timely and properly requested that the Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. In addition to the Improvement Allowance and the Lobby Allowance, Landlord shall provide Tenant with an additional allowance in an amount not to exceed Nine Thousand Five Hundred and 00/100 ($9,500.00) (the “Security Allowance”) payable by Landlord to Tenant upon Tenant’s written request, which Security Allowance shall be used only for the soft and hard costs incurred by Tenant to install security cameras within the interior and exterior of the Building access control systems is "Unavoidably Delayed" in the Building, all pursuant to and in accordance with the Construction Drawings, approved by Landlord in accordance with the terms and conditions performance of this Work Letter. Any unused portion of the Security Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. In addition to the Improvement Allowance, the Lobby Allowance, and the Security Allowance, Landlord shall provide Tenant with an additional allowance in an amount not to exceed Eight Thousand Two Hundred and 00/100 ($8,200.00) (the “Suite 300 ADA Allowance”) payable by Landlord to Tenant upon Tenant’s written request, which Suite 300 ADA Allowance shall be used only for the soft and hard costs incurred by Tenant (in connection with the its construction of the Improvements) to ensure that the Base Building serving Suite 300 is fully compliant with any applicable requirements of any applicable handicapped access laws pursuant to and in accordance with the Construction Drawings, approved by Landlord in accordance with the terms and conditions of this Work Letter. Any unused portion of the Suite 300 ADA Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. The Expansion Improvement Allowance, the Lobby Allowance, the Security Allowance, and the Suite 300 ADA Allowance shall be referred to herein, each individually and collectively as the context requires, as the “Improvement Allowance,” and the improvements to be constructed with all or a portion of the Improvement Allowance are collectively referred to herein as the “Leasehold Improvements.” In no event shall Landlord be obligated to make disbursements pursuant to this Work Letter in the event that Tenant fails to pay any portion of the “Over-Allowance Amount,” as defined and required in Section 4.2.1 of this Work Letter, nor shall Landlord be obligated to pay a total amount to reimburse Tenant for the cost of any Improvements that exceeds the Improvement Allowance applicable thereto. Notwithstanding the foregoing or any contrary provision of the Lease, as amended, except as otherwise provided in Section 3.2 of this Work Letter, the Improvements shall be deemed Landlord’s property under the terms of the Lease, as amended. Any unused portion of the Improvement Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. Without limiting the foregoing, Tenant and Landlord contemplate that the Improvements to the Premises and Building listed in Schedule X will be included in the Final Plans and Final Working Drawings.

Improvement Allowance. Tenant shall be entitled to an a one-time tenant --------------------- improvement allowance (the "Improvement Allowance") in the amount of One Million Seven Hundred Seven Thousand Three Hundred Forty-Four $151,700 (based upon $1,707,344.00) (the “Expansion Improvement Allowance”15.00 per rentable square foot of Suite M-100, 101 and 102, and $5.00 per rentable square foot of Suite 310) for the costs relating to the initial design and construction of the improvements to the Premises (the “Expansion Improvements”) (whichTenant's improvements, the parties acknowledge shall not include Tenant’s furniture and personal property), including without limitation, such portion of the Premises outside the Expansion Premises, as Tenant may elect to improve. The Expansion Improvement Allowance may also be used to make improvements to the Common Area and Building (including, without limitation, as described hereinbelow in this Section 2) to the extent specifically contemplated in the Amendment, subject to any approval or other standards set forth in the Amendment, and such improvements shall be subject to all of the requirements contained in this Work Letter applicable which are permanently affixed to the Expansion Improvements. In addition to the Improvement Allowance, Landlord shall provide Tenant with an additional allowance in an amount not to exceed Twenty-Four Thousand Six Hundred and 00/100 Dollars ($24,600.00) Space (the “Lobby Allowance”) payable by Landlord to "Improvements"). Tenant upon Tenant’s written request, which Lobby Allowance shall be used only for the soft and hard costs incurred by Tenant to modify/remodel the Building’s lobby pursuant to and in accordance with the “Construction Drawings,” as that term is defined in Section 3.1 of this Work Letter, approved by Landlord in accordance with the terms and conditions of this Work Letter. Any unused portion of the Lobby Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. In addition to may use the Improvement Allowance and the Lobby Allowance, Landlord shall provide Tenant with an additional allowance in an amount not to exceed Nine Thousand Five Hundred and 00/100 ($9,500.00) (the “Security Allowance”) payable by Landlord to Tenant upon Tenant’s written request, which Security Allowance shall be used only for the soft and hard costs incurred any space leased by Tenant to install security cameras within the interior and exterior of the Building access control systems in the Building, all pursuant to and in accordance with the Construction Drawings, approved by Landlord in accordance with the terms and conditions of this Work Letter. Any unused portion of the Security Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. In addition to the Improvement Allowance, the Lobby Allowance, and the Security Allowance, Landlord shall provide Tenant with an additional allowance in an amount not allocation of specific amounts to exceed Eight Thousand Two Hundred and 00/100 ($8,200.00) (the “Suite 300 ADA Allowance”) payable by Landlord to Tenant upon Tenant’s written request, which Suite 300 ADA Allowance shall be used only specific Suites is for the soft and hard costs incurred by Tenant (in connection with the construction of the Improvements) to ensure that the Base Building serving Suite 300 is fully compliant with any applicable requirements of any applicable handicapped access laws pursuant to and in accordance with the Construction Drawings, approved by Landlord in accordance with the terms and conditions of this Work Lettermeasurement purposes only. Any unused portion of the Suite 300 ADA Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. The Expansion Improvement Allowance, the Lobby Allowance, the Security Allowance, and the Suite 300 ADA Allowance shall be referred to herein, each individually and collectively as the context requires, as the “Improvement Allowance,” and the improvements to be constructed with all or a portion of the Improvement Allowance are collectively referred to herein as the “Improvements.” In no event shall Landlord be obligated to make disbursements pursuant to this Tenant Work Letter in the event that Tenant fails to pay any portion of the “Over-Allowance Amount,” as defined and required in Section 4.2.1 of this Work Letter, nor shall Landlord be obligated to pay a total amount to reimburse Tenant for the cost of any Improvements that which exceeds the Improvement Allowance. The Improvement Allowance applicable theretomay be used by Tenant at any time prior to the date which is six (6) months after the last Expansion Commencement Date pursuant to this Amendment. Notwithstanding All Improvements for which the foregoing or any contrary provision of the Lease, as amended, except as otherwise provided in Section 3.2 of this Work Letter, the Improvements Improvement Allowance has been made available shall be deemed Landlord’s 's property under the terms of the Lease, as amended. Any Tenant shall not be entitled to any credit for any unused portion of the Improvement Allowance that Tenant has not timely Allowance. Notwithstanding anything to the contrary in the Lease or this Work Letter, the Improvements for Suites 101, 102 and properly requested that Landlord disburse as of M-100 shall provide for an open mezzanine to the first anniversary floor that is substantially similar to and consistent with the mezzanine in the Existing Premises, and the Construction Costs shall include the cost of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. Without limiting the foregoing, Tenant and Landlord contemplate that the Improvements any changes to the Premises Base, Shell and Building listed Core that are necessary in Schedule X will be included in order to accommodate such mezzanine ("Necessary Mezzanine Changes"); however, the Final Plans and Final Working Drawingsforegoing shall not require Tenant to construct any particular number of offices on the mezzanine.

Improvement Allowance. Tenant In connection with the Initial Improvements, Subtenant shall be entitled to an a one-time improvement allowance (the "Improvement Allowance") in the an amount of One Million Seven Hundred Seven Thousand Three Hundred Forty-Four up to Fifteen Dollars ($1,707,344.0015.00) per rentable square foot of the Premises (the “Expansion Improvement Allowance”to wit, $705,000.00) for the costs relating to the design and construction completion of the improvements to the Premises (the “Expansion Initial Improvements”) (which, the parties acknowledge shall not include Tenant’s furniture and personal property), including without limitation, such portion of the Premises outside the Expansion Premises, as Tenant may elect to improve. The Expansion Improvement Allowance may also well as specifications and quantities of standard building components which will comprise and be used to make improvements to the Common Area and Building (including, without limitation, as described hereinbelow in this Section 2) to the extent specifically contemplated in the Amendment, subject to any approval or other standards set forth in the Amendment, and such improvements shall be subject to all of the requirements contained in this Work Letter applicable to the Expansion Improvements. In addition to the Improvement Allowance, Landlord shall provide Tenant with an additional allowance in an amount not to exceed Twenty-Four Thousand Six Hundred and 00/100 Dollars ($24,600.00) (the “Lobby Allowance”) payable by Landlord to Tenant upon Tenant’s written request, which Lobby Allowance shall be used only for the soft and hard costs incurred by Tenant to modify/remodel the Building’s lobby pursuant to and in accordance with the “Construction Drawings,” as that term is defined in Section 3.1 of this Work Letter, approved by Landlord in accordance with the terms and conditions of this Work Letter. Any unused portion of the Lobby Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. In addition to the Improvement Allowance and the Lobby Allowance, Landlord shall provide Tenant with an additional allowance in an amount not to exceed Nine Thousand Five Hundred and 00/100 ($9,500.00) (the “Security Allowance”) payable by Landlord to Tenant upon Tenant’s written request, which Security Allowance shall be used only for the soft and hard costs incurred by Tenant to install security cameras within the interior and exterior of the Building access control systems in the Building, all pursuant to and in accordance with the Construction Drawings, approved by Landlord in accordance with the terms and conditions of this Work Letter. Any unused portion of the Security Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. In addition to the Improvement Allowance, the Lobby Allowance, and the Security Allowance, Landlord shall provide Tenant with an additional allowance in an amount not to exceed Eight Thousand Two Hundred and 00/100 ($8,200.00) (the “Suite 300 ADA Allowance”) payable by Landlord to Tenant upon Tenant’s written request, which Suite 300 ADA Allowance shall be used only for the soft and hard costs incurred by Tenant (in connection with the construction of the Initial Improvements) ; space plans and studies; architectural and engineering fees; permits, approvals and other governmental fees; labor, material, equipment and supplies construction fees and other amounts payable to ensure that the Base Building serving Suite 300 is fully compliant with any applicable requirements contractors or subcontractors; taxes; remediation and preparation of any applicable handicapped access laws pursuant to and in accordance with the Construction Drawings, approved by Landlord in accordance with the terms and conditions of this Work Letter. Any unused portion Premises for construction of the Suite 300 ADA Allowance that Tenant has not timely Initial Improvements; filing and properly requested that Landlord disburse as recording fees; premiums for insurance and bonds; and all other costs expended or to be expended in the construction of the first anniversary of the Delivery DateInitial Improvements, shall remain the property of Landlord and Tenant shall have no further right thereto. The Expansion Improvement Allowanceproject management fees, the Lobby Allowanceactual costs of moving, the Security AllowanceInternet connectivity, signage, network/data cabling and the Suite 300 ADA Allowance telecommunication systems procurement, installation and configuration costs; provided, however, Subtenant shall only be referred entitled to herein, each individually and collectively as the context requires, as the “Improvement Allowance,” and the improvements to be constructed with all or a portion of use the Improvement Allowance to the extent any of the foregoing items are collectively referred to herein as expended in connection with completing the “Initial Improvements.” . In no event shall Landlord Sublandlord be obligated to make disbursements pursuant to this Work Letter Section 1.5: (a) in the event that Tenant fails to pay any portion of the “Over-Allowance Amount,” as defined and required in Section 4.2.1 of this Work Letter, nor shall Landlord be obligated to pay a total amount to reimburse Tenant for the cost of any Improvements that which exceeds the Improvement Allowance applicable theretoAllowance; or (b) for any costs incurred later than March 31, 2005. Notwithstanding the foregoing or any contrary provision After completion of the LeaseInitial Improvements, Subtenant shall deliver to Sublandlord: (i) invoices from all of Subtenant's contractors, suppliers and materialmen ("Subtenant's Agents") for labor rendered and materials delivered to the Premises; (ii) executed mechanic's lien releases from all of Subtenant's Agents which shall comply with the appropriate provisions, as amendedreasonably determined by Sublandlord, except as otherwise provided in Section 3.2 of this Work Letter, the Improvements California Civil Code §3262(d): and (iii) all other information reasonably requested by Sublandlord. Subtenant's request for payment shall be deemed Landlord’s property under the terms Subtenant's acceptance and approval of the Leasework furnished and/or the materials supplied as set forth in Subtenant's payment request. Within thirty (30) days after Sublandlord's receipt of all of the aforementioned materials with respect to the Initial Improvements, as amended. Any unused portion Sublandlord shall deliver a check to Subtenant in payment of the lesser of: (A) the amounts so requested by Subtenant; and (B) the amount of the Improvement Allowance that Tenant has Allowance. Sublandlord's payment of such amount shall not timely and properly requested that Landlord disburse as be deemed Sublandlord's approval or acceptance of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. Without limiting the foregoing, Tenant and Landlord contemplate that the Improvements to the Premises and Building listed work furnished or materials supplied as set forth in Schedule X will be included in the Final Plans and Final Working DrawingsSubtenant's payment request.

Improvement Allowance. Tenant (a) Lessor shall provide to Lessee an amount of $128,757.50 (the “Improvement Allowance”) to be used for general purpose industrial building improvements to the Expansion Premises and the Existing Premises as determined by Lessee (the “Improvements”). (b) In advance of December 31, 2022 (the “Outside Date”), Lessee shall provide its proposed plans and specifications for the Improvements to Lessor (which may be conceptual in nature and/or include detailed plans and specifications for all or particular components of the Improvements). Within ten (10) business days thereafter, Lessor shall approve such plans or disapprove and provide its comments to such plans, such approval not to be unreasonably withheld, conditioned, or delayed. If Lessor disapproves such plans, Lessee shall deliver the revised plans to Lessor for Lessor’s approval promptly after receipt thereof together with comments to such plans providing reasonable detail of why Lessor disapproved the same, and Lessor shall have three (3) business days following each submittal by Lessee to approve any resubmissions by Lessee, after the first submission set forth above. This procedure shall be repeated until Lessor and Lessee approve the plans for the Improvements and, upon such approval, such approved plans shall constitute the “Improvement Plans”. (c) Lessor shall perform the Improvements in a good and workmanlike manner and will, subject to Lessee Delays, Substantially Complete the Improvements in the timeframe contemplated by clause (d) below. Lessor shall cause the Improvements to be performed in a lien-free, workmanlike manner in accordance with the Improvement Plans and generally accepted industry standards, and in accordance with Applicable Requirements. Lessor shall apply for and obtain all permits, licenses and certificates necessary for the performance of the Improvements. Lessor shall competitively bid the Improvements pursuant to the Improvement Plans to three (3) general contractors, and Lessor’s selection thereof shall be subject to Lessee’s prior reasonable approval. (d) Lessor and Lessee shall agree upon a commercially reasonable timeline for construction of the Improvements based on the scope of the Improvements, and a methodology of construction in an effort to minimize disruption to Lessee's business operations at the Expansion Premises and the Existing Premises. Within three (3) business days after the Improvements are Substantially Complete, Lessor and Lessee shall conduct a walk-through of the Expansion Premises or the Existing Premises, as applicable, and identify any touch-up work, repairs, minor completion items, and “punch list” items that are necessary for final completion of the Improvements. Lessor shall cause its contractor to complete all such items promptly after such walk-through. (e) Subject to clause (f) below, Lessor shall pay for the out-of-pocket costs of the Improvements, together with all engineer, architect, and consultant fees and expenses (including plan preparation costs) and all permit and approval fees and expenses incurred by Lessor in connection with the Improvements (collectively, the “Improvement Costs”), in an amount up to, but not exceeding the Improvement Allowance. (f) Lessee must pre-approve any Improvement Costs exceeding the Improvement Allowance. If (i) at any time the expected Improvement Costs exceed (or are reasonably expected by Lessor to exceed) the Improvement Allowance or (ii) Improvement Costs are incurred (or are reasonably expected to be incurred) after the Outside Date, then, within thirty (30) days after Lessor’s written request together with commercially reasonable backup documentation related thereto (and in any event prior to Lessor’s commencement of construction of the applicable Improvements), Lessee shall remit to Lessor in good funds amounts to pay such excess with respect to clause (i) and any Improvement Costs incurred after the Outside Date with respect to clause (ii). Lessee’s failure to timely remit such funds and any delay in commencing or continuing the performance of the Improvements awaiting receipt of such funds shall be a Lessee Delay. If Lessee remits amounts to Lessor in advance of a final invoice for the Improvement Costs and the amount required by Lessor to pay for such excess Improvement Costs is ultimately less than the amount remitted by Lessee, Lessor shall, within thirty (30) days of final invoice or final accounting for such Improvement Costs, remit to Lessee in good funds such excess amount. (g) Notwithstanding anything to the contrary set forth in this Amendment, Lessor and Lessee acknowledge and agree that (i) the Improvement Allowance shall not be available to Lessee to pay for Improvement Costs incurred after the Outside Date; (ii) no portion of the Improvement Allowance may be applied to Rent or used for any purpose other than as set forth in this Section 5; and (iii) the timing of completion of the Lessee Improvements shall have no effect on the commencement of the Extended Term or the Premises Modification Date. (h) Lessee shall be entitled to an improvement allowance in use any portion of the amount Improvement Allowance that remains unused after Lessor’s application of One Million Seven Hundred Seven Thousand Three Hundred Forty-Four the same towards the Improvement Costs ($1,707,344.00) (if any, the “Expansion Unused Improvement Allowance”) to pay for costs relating the cost of certain general purpose building improvements related to the design and construction of the improvements to the Expansion Premises (the “Expansion Improvements”) (which, the parties acknowledge shall not include Tenant’s furniture and personal property), including without limitation, such portion of the Premises outside the Expansion or Existing Premises, as Tenant may elect to improve. The Expansion Improvement Allowance may also be used to make improvements to the Common Area determined by Lessee and Building (including, without limitation, as described hereinbelow in this Section 2) to the extent specifically contemplated in the Amendment, subject to any approval or other standards set forth in the Amendment, and such improvements shall be subject to all of the requirements contained in this Work Letter applicable to the Expansion Improvements. In addition to the Improvement Allowance, Landlord shall provide Tenant with an additional allowance in an amount not to exceed Twenty-Four Thousand Six Hundred and 00/100 Dollars ($24,600.00) (the “Lobby Allowance”) payable approved by Landlord to Tenant upon Tenant’s written request, which Lobby Allowance shall be used only for the soft and hard costs incurred by Tenant to modify/remodel the Building’s lobby pursuant to and Lessor in accordance with the Lease (the “Construction Drawings,” as that term is defined in Section 3.1 Lessee Improvements”), incurred on or before the Outside Date. The Lessee Improvements shall be: (i) performed by Lessee or its employees or contractors; and (ii) deemed Alterations and be subject to the terms and conditions of this Work LetterSection 5(h) and the Lease, approved including, without limitation Paragraph 7.3 of the Lease. Lessor shall reimburse Lessee for the costs incurred by Landlord Lessee to complete the Lessee Improvements in an amount up to, but not exceeding the Unused Improvement Allowance, in up to three (3) disbursements (but in no event shall Lessee be permitted to request a disbursement request more than once per thirty (30) day period), within thirty (30) days after Lessor’s receipt of written request therefor from Lessee, which request (x) shall specify the costs for which Lessee seeks reimbursement, and (y) shall be accompanied by commercially reasonable documentation supporting Lessee’s determination of such costs, evidence reasonably satisfactory to Lessor that the Tenant Improvements have been performed in accordance with the terms and conditions of this Work Letter. Any unused portion of the Lobby Allowance that Tenant has not timely Section 5(h) and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. In addition to the Improvement Allowance and the Lobby Allowance, Landlord shall provide Tenant with an additional allowance in an amount not to exceed Nine Thousand Five Hundred and 00/100 ($9,500.00) (the “Security Allowance”) payable by Landlord to Tenant upon Tenant’s written request, which Security Allowance shall be used only for the soft and hard costs incurred by Tenant to install security cameras within the interior and exterior of the Building access control systems in the Building, all pursuant to and in accordance with the Construction Drawings, approved by Landlord in accordance with the applicable terms and conditions of this Work Letter. Any unused portion of the Security Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. In addition to the Improvement Allowance, the Lobby Allowance, and the Security Allowance, Landlord shall provide Tenant with an additional allowance in an amount not to exceed Eight Thousand Two Hundred and 00/100 ($8,200.00) (the “Suite 300 ADA Allowance”) payable by Landlord to Tenant upon Tenant’s written request, which Suite 300 ADA Allowance shall be used only for the soft and hard costs incurred by Tenant (in connection with the construction of the Improvements) to ensure that the Base Building serving Suite 300 is fully compliant with any applicable requirements of any applicable handicapped access laws pursuant to and in accordance with the Construction Drawings, approved by Landlord in accordance with the terms and conditions of this Work Letter. Any unused portion of the Suite 300 ADA Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. The Expansion Improvement Allowance, the Lobby Allowance, the Security Allowance, and the Suite 300 ADA Allowance shall be referred to herein, each individually and collectively as the context requires, as the “Improvement Allowance,” and the improvements to be constructed with all or a portion of the Improvement Allowance are collectively referred to herein as the “Improvements.” In no event shall Landlord be obligated to make disbursements pursuant to this Work Letter in the event that Tenant fails to pay any portion of the “Over-Allowance Amount,” as defined and required in Section 4.2.1 of this Work Letter, nor shall Landlord be obligated to pay a total amount to reimburse Tenant for the cost of any Improvements that exceeds the Improvement Allowance applicable thereto. Notwithstanding the foregoing or any contrary provision condition of the Lease, as amendedand appropriate lien waivers or, except as otherwise provided in Section 3.2 lieu of this Work Letterlien waivers from subcontractors performing the Tenant Improvements, the Improvements Lessee shall provide Lessor a payment and performance bond in a form reasonably acceptable to Lessor with respect to such Tenant Improvements. Lessee shall be deemed Landlord’s property under responsible for all costs related to the terms Lessee Improvements in excess of the Lease, as amended. Any unused portion of the Unused Improvement Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. Without limiting the foregoing, Tenant and Landlord contemplate that the Improvements to the Premises and Building listed in Schedule X will be included in the Final Plans and Final Working DrawingsAllowance.

Improvement Allowance. Landlord agrees that it shall pay to Tenant, for each of the four Phases and the Expansion Premises, if any, the Improvement Allowance, subject to the terms of this Section 17.2.2. As of the Effective Date, Landlord shall make available to Tenant up to Five and 00/100 Dollars ($5.00) of the Improvement Allowance for each Phase, which may be used towards Tenant’s architectural, engineering and legal costs, which amount shall be entitled paid to an improvement allowance in the amount Tenant within thirty (30) days of One Million Seven Hundred Seven Thousand Three Hundred Forty-Four ($1,707,344.00) (the “Expansion Improvement Allowance”) for costs relating to the design and construction Landlord’s receipt of the improvements to the Premises (the “Expansion Improvements”) (which, the parties acknowledge shall not include Tenant’s furniture written request therefor, as evidenced by bills and personal property), including without limitation, such portion of the Premises outside invoices in detail reasonably satisfactory to Landlord. The remaining Improvement Allowance for each Phase and the Expansion Premises, as applicable, shall be available to Tenant may elect to improve. The Expansion Improvement Allowance may also be used to make improvements commencing sixty (60) days prior to the Common Area date Landlord delivers each Phase of the Premises to Tenant or the Expansion Premises, as applicable, and Building monthly thereafter, Landlord shall make progress payments to Tenant in an amount equal to the costs incurred by Tenant in performing Tenant’s Improvements (less any sums previously provided by Landlord as set forth above) from time to time, which shall include both hard construction costs and soft construction costs (including, without limitationbut not limited to, furniture, fixtures, equipment, moving costs, cabling, telecommunications equipment, phones, and consultant fees), as described hereinbelow certified by Tenant’s architect, and upon written request by Tenant, as evidenced by bills and invoices in detail reasonably satisfactory to Landlord, provided that any such progress payments shall not include the ten percent (10%) retention amount to be withheld from Tenant’s general contractor or its subcontractors, and further, that at the time of such request and scheduled payment: (a) No Event of Default shall have occurred and be continuing under this Section 2Lease; (b) No liens shall have been filed which have not been subsequently released, discharged to a non-expiring bond, or otherwise permanently removed, and Landlord shall have received conditional lien releases covering all work for which payment is requested; and (c) Tenant’s architect shall have certified in writing to Landlord that the portion of Tenant’s Improvements for which Tenant is seeking payment has been completed and such portion has been completed substantially in accordance with Tenant’s Drawings. Within thirty (30) days after Substantial Completion of Tenant’s Improvements, as certified by Tenant’s architect (subject only to minor checklist items which Tenant has agreed to perform), and Landlord’s receipt of written request from Tenant, Landlord shall make the final installment payment to Tenant in an amount equal to the extent specifically contemplated in the Amendment, subject to any approval or other standards set forth in the Amendment, and such improvements shall be subject to all balance of the requirements contained in this Work Letter applicable costs incurred as part of Tenant’s Improvements up to the Expansion Improvements. In addition to total amount of the Improvement Allowance, Landlord provided that at the time of such request and scheduled payment: (a) No Event of Default shall provide Tenant with an additional allowance in an amount not to exceed Twenty-Four Thousand Six Hundred have occurred and 00/100 Dollars be continuing under this Lease; ($24,600.00b) (the “Lobby Allowance”) payable No liens shall have been filed and appropriate waivers, affidavits and final unconditional releases of lien shall have been received by Landlord to Tenant upon covering all work for which payment is requested; (c) The Certificate of Occupancy for the applicable Phase shall have been issued; (d) Tenant’s written request, which Lobby Allowance architect shall be used only for the soft and hard costs incurred by Tenant have certified in writing to modify/remodel the BuildingLandlord that Tenant’s lobby pursuant to and Improvements have been substantially completed in accordance with Tenant’s Drawings for the “Construction Drawings,” as that term is defined in Section 3.1 of this Work Letterapplicable Phase, approved by Landlord in accordance with the terms applicable laws, ordinances, rules, regulations and conditions of this Work Letter. Any unused portion of the Lobby Allowance that codes (subject only to minor checklist items which Tenant has not timely agreed to perform); (e) Tenant has delivered to Landlord an executed Commencement Date Memorandum for the applicable Phase substantially in the form of EXHIBIT “E” to this Lease; (f) Landlord has received a complete set of electronic “as-built” Tenant’s Drawings for the applicable Phase in both a .pdf and properly requested that .dwg format; and (g) Landlord disburse as has received for the applicable Phase (i) a complete operations and maintenance manual for all operating equipment servicing the applicable Phase, including warranty certificates; (ii) a copy of all final permit inspection sign-offs; (iii) a completed Landlord punch list with Tenant sign off; (iv) test and balance reports for the first anniversary HVAC system; and (v) final sign off from local health department, if applicable. If the disbursement of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. In addition to the Improvement Allowance and the Lobby Allowance, Landlord shall provide Tenant with an additional allowance in an amount does not to equal or exceed Nine Thousand Five Hundred and 00/100 ($9,500.00) (the “Security Allowance”) payable by Landlord to Tenant upon Tenant’s written request, which Security Allowance shall be used only for the soft and hard costs incurred by Tenant to install security cameras within the interior and exterior 65.00 per square foot of rentable area of the Building access control systems in the Buildingapplicable Phase (“Estimated Cost”), all pursuant to and in accordance with the Construction Drawings, approved by Landlord in accordance with the terms and conditions of this Work Letter. Any unused portion of the Security Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. In addition to the Improvement Allowance, the Lobby Allowance, and the Security Allowance, Landlord shall provide Tenant with an additional allowance in an amount not to exceed Eight Thousand Two Hundred and 00/100 ($8,200.00) (the “Suite 300 ADA Allowance”) payable by Landlord to Tenant upon Tenant’s written request, which Suite 300 ADA Allowance shall be used only for the soft and hard costs incurred by Tenant (in connection with the construction of the Improvements) to ensure that the Base Building serving Suite 300 is fully compliant with any applicable requirements of any applicable handicapped access laws pursuant to and in accordance with the Construction Drawings, approved by Landlord in accordance with the terms and conditions of this Work Letter. Any unused portion of the Suite 300 ADA Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. The Expansion Improvement Allowance, the Lobby Allowance, the Security Allowance, and the Suite 300 ADA Allowance shall be referred to herein, each individually and collectively as the context requires, as the “Improvement Allowance,” and the improvements to be constructed with then all or a portion of the Improvement Allowance are collectively referred to herein next installment or installments, as the “Improvements.” In no event shall Landlord be obligated to make disbursements pursuant to this Work Letter in the event that Tenant fails to pay any portion case may be, of the “Over-Allowance Amount,” as defined Rent due and required in Section 4.2.1 of this Work Letter, nor shall Landlord be obligated to pay a total amount to reimburse Tenant for the cost of any Improvements that exceeds the Improvement Allowance applicable thereto. Notwithstanding the foregoing or any contrary provision of the Lease, as amended, except as otherwise provided in Section 3.2 of this Work Letter, the Improvements payable shall be deemed Landlord’s property under abated in an amount equal to the terms of difference between the Lease, as amended. Any unused portion Estimated Cost and the amount of the Improvement Allowance that Tenant has not timely and properly requested that Landlord disburse as actually disbursed in connection with such Phase. If all or part of the first anniversary Improvement Allowance due and owing to Tenant is not paid to Tenant within the time period prescribed above, subject to satisfaction of the Delivery Dateconditions set forth herein, shall remain the property of Landlord and if Tenant shall have no further right thereto. Without limiting notified Landlord and any mortgagee in writing, and such payment is not made within thirty (30) days after Landlord (and such other party, if necessary) received such notice, then Tenant, as its sole and exclusive remedy, may deduct such unpaid amount from Tenant’s Rent obligation next due owing until the foregoingdate the same is reimbursed or deducted as aforesaid, Tenant and Landlord contemplate that the Improvements to the Premises and Building listed in Schedule X will be included in the Final Plans and Final Working Drawingsas described above.

Improvement Allowance. Landlord agrees to provide to Tenant shall be entitled to an improvement allowance (the "Improvement Allowance") in the amount of One Million Seven Six Hundred Seven Eighteen Thousand Three Hundred FortyTwenty-Four One Dollars ($1,707,344.00618,321.00) (or Sixteen and 50/100 Dollars ($16.50) per rentable square foot of the “Expansion Improvement Allowance”) for costs relating Premises), to be applied solely to the design Construction Costs and the reasonably documented costs of Landlord's construction of the improvements to the Premises (the “Expansion Improvements”) (which, the parties acknowledge shall not include Tenant’s furniture and personal property), including without limitation, such portion of the Premises outside the Expansion Premises, as Tenant may elect to improve. The Expansion Improvement Allowance may also be used to make improvements to the Common Area and Building (including, without limitation, as described hereinbelow in this Section 2) to the extent specifically contemplated in the Amendment, subject to any approval or other standards set forth in the Amendment, and such improvements shall be subject to all of the requirements contained in this Work Letter applicable to the Expansion Improvements. In addition to the Improvement Allowance, Landlord shall provide Tenant with an additional allowance in an amount manager not to exceed Twenty-Four Thousand Six Hundred $1,200 (being $60/hour for a 20 hour period). In addition, Landlord agrees to fund 1/2 the cost of (i) the demising wall, and 00/100 Dollars (ii) the shipping door in the loading dock area and other loading dock improvements as shown on Tenant's Plans, Landlord's portion of such costs not to exceed $24,600.00) (the “Lobby Allowance”) payable by Landlord 10,000, to Tenant upon Tenant’s written request, which Lobby Allowance shall be used only for the soft and hard costs incurred built by Tenant to modify/remodel the Building’s lobby pursuant to and in accordance with the “Tenant's Plan. Subject to the provisions of Section C.3, below, the Construction Drawings,” as that term is defined in Section 3.1 of this Work Letter, approved Costs shall be paid by Landlord in accordance with to the terms extent of, and conditions of this Work Letter. Any unused portion of shall be deducted by Landlord from, the Lobby Allowance that Tenant has not timely Available Allowance, as invoices therefor are rendered to Landlord as and properly requested when Construction Costs are actually incurred by Tenant; provided, however, that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord have received a final lien release and Tenant shall have no further right theretosatisfied all of the other conditions set forth in Section C.3, below. In addition to the Improvement Allowance and the Lobby Allowance, Landlord shall provide Tenant with an additional allowance in an amount not to exceed Nine Thousand Five Hundred and 00/100 ($9,500.00) (the “Security Allowance”) payable by Landlord to Tenant upon Tenant’s written request, which Security Allowance shall be used only for the soft and hard costs incurred by Tenant to install security cameras within the interior and exterior of the Building access control systems in the Building, all pursuant to and in accordance with the Construction Drawings, approved by Landlord in accordance with the terms and conditions of this Work Letter. Any unused portion of the Security Allowance event that Tenant has does not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. In addition to the Improvement Allowance, the Lobby Allowance, and the Security Allowance, Landlord shall provide Tenant with an additional allowance in an amount not to exceed Eight Thousand Two Hundred and 00/100 ($8,200.00) (the “Suite 300 ADA Allowance”) payable by Landlord to Tenant upon Tenant’s written request, which Suite 300 ADA Allowance shall be used only for the soft and hard costs incurred by Tenant (in connection with the construction of the Improvements) to ensure that the Base Building serving Suite 300 is fully compliant with any applicable requirements of any applicable handicapped access laws pursuant to and in accordance with the Construction Drawings, approved by Landlord in accordance with the terms and conditions of this Work Letter. Any unused portion of the Suite 300 ADA Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. The Expansion Improvement Allowance, the Lobby Allowance, the Security Allowance, and the Suite 300 ADA Allowance shall be referred to herein, each individually and collectively as the context requires, as the “Improvement Allowance,” and the improvements to be constructed with expend all or a portion of the Improvement Allowance are collectively referred to herein as the “Improvements.” In no event shall Landlord be obligated to make disbursements pursuant to this Work Letter in the event that Tenant fails to pay any portion of the “Over-Allowance Amount,” as defined and required in Section 4.2.1 of this Work Letter, nor shall Landlord be obligated to pay a total amount to reimburse Tenant for the cost of any Improvements that exceeds the Improvement Allowance applicable thereto. Notwithstanding the foregoing or any contrary provision of the Lease, as amended, except as otherwise provided in Section 3.2 of this Work Lettercosts permitted hereunder, the Improvements shall be deemed Landlord’s property under the terms of the Lease, as amended. Any unused portion of the Improvement Allowance that Tenant has not timely and properly requested that Landlord disburse as shall be credited to monthly installments of Fixed Rent B-3 66 next coming due under the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right theretoLease. Without limiting Notwithstanding the foregoing, Tenant shall not be permitted to use more than Fifty-Six Thousand Two Hundred Eleven Dollars ($56,211.00)(or One and Landlord contemplate that 50/100 Dollars ($1.50) per rentable square foot of the Improvements Premises) of the Improvement Allowance for the Construction Costs pertaining to the Premises design fees, architectural and Building listed in Schedule X will be included in the Final Plans engineering drawings and Final Working Drawingsconstruction documents.

Improvement Allowance. Tenant 7. Landlord will construct improvements in accordance with this Exhibit "C" of the Lease and Tenant's approved Working Drawings and Specifications, provided however, that the cost of such improvements and all architectural fees and Landlord's supervisory fee shall be entitled to not exceed an improvement allowance in the amount of One Million Seven Hundred Seven Thousand Three Hundred Forty-Four totaling $681,600.00 ($1,707,344.00) (the “Expansion Improvement Allowance”) 30.00 per Rentable Square Foot). Any unused dollars from this allowance not used for costs relating to the design and construction of the improvements to the Premises within 60 days from issuance of Certificate of Occupancy will not be disbursed, EXCEPT THAT TENANT SHALL HAVE UP TO 180 DAYS FROM ISSUANCE OF THE CERTIFICATE OF OCCUPANCY TO USE ANY REMAINING ALLOWANCE FOR LOW VOLTAGE WIRING FOR VOICE AND DATA TELECOMMUNICATIONS, AND FURNITURE INSTALLATION. To the extent that the cost of such improvements and fees exceeds this allowance, Tenant shall be responsible to reimburse Landlord for such excess in addition to a five percent (5%) construction management fee on the “Expansion Improvements”) (whichexcess amount. There shall be no refund or rebate to Tenant for any unused portion of this improvement allowance. 42 EXHIBIT "D" RULES AND REGULATIONS These Rules and Regulations have been adopted by Landlord for the mutual benefit and protection of all the tenants of the Building in order to insure the safety, care and cleanliness of the parties acknowledge Building and the preservation of order therein. 1. The sidewalks shall not include Tenant’s furniture be obstructed or used for any purpose other than ingress and personal property)egress. No tenant and no employees of any tenant shall go upon the roof of the Building without the consent of Landlord. 2. No awnings or other projections shall be attached to the outside walls of the Building. 3. The plumbing fixtures shall not be used for any purpose other than those for which they were constructed, and no sweepings, rubbish, rags or other substances, including without limitationHazardous Substances, shall be thrown therein. 4. No tenant shall cause or permit any objectionable or offensive noise or odors to be emitted from the Premises. 5. The Premises shall not be used for lodging or sleeping or for any immoral or illegal purposes. 6. No tenant shall make, or permit to be made, any unseemly or disturbing noises, sounds or vibrations or disturb or interfere with tenants of this or neighboring buildings or premises or those having business with them. 7. Each tenant must, upon the termination of this tenancy, restore to the Landlord all keys of stores, offices, and rooms, either furnished to, or otherwise procured by, such portion tenant, and in the event of the Premises outside loss of any keys so furnished, such tenant shall pay to the Expansion PremisesLandlord the cost of replacing the same or of changing the lock or locks opened by such lost key if Landlord shall deem it necessary to make such change. 8. Canvassing, soliciting and peddling in the Building and the Project are prohibited and each tenant shall cooperate to prevent such activity. 9. Landlord will direct electricians as Tenant may elect to improvewhere and how telephone or telegraph wires are to be introduced. No boring or cutting for wires or stringing of wires will be allowed without written consent of Landlord. The Expansion Improvement Allowance may also be used to make improvements location of telephones, call boxes and other office equipment affixed to the Common Area and Building (including, without limitation, as described hereinbelow in this Section 2) to the extent specifically contemplated in the Amendment, subject to any approval or other standards set forth in the Amendment, and such improvements Premises shall be subject to all the approval of Landlord. 10. Parking spaces associated with the requirements contained in this Work Letter applicable to the Expansion Improvements. In addition to the Improvement Allowance, Landlord shall provide Tenant with an additional allowance in an amount not to exceed Twenty-Four Thousand Six Hundred and 00/100 Dollars ($24,600.00) (the “Lobby Allowance”) payable by Landlord to Tenant upon Tenant’s written request, which Lobby Allowance shall be used only Building are intended for the soft and hard costs incurred by Tenant to modify/remodel exclusive use of passenger automobiles. Except for intermittent deliveries, no vehicles other than passenger automobiles may be parked in a parking space without the Building’s lobby pursuant to and in accordance with express written permission of Landlord. Trucks may only be parked at the “Construction Drawings,” as that term is defined in Section 3.1 of this Work Letter, approved by Landlord in accordance with the terms and conditions of this Work Letter. Any unused portion of the Lobby Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. In addition to the Improvement Allowance and the Lobby Allowance, Landlord shall provide Tenant with an additional allowance in an amount not to exceed Nine Thousand Five Hundred and 00/100 ($9,500.00) (the “Security Allowance”) payable by Landlord to Tenant upon Tenant’s written request, which Security Allowance shall be used only for the soft and hard costs incurred by Tenant to install security cameras within the interior and exterior rear of the Building access control systems in behind the Building, all pursuant to and in accordance with Premises. 11. Tenant shall not use any area within the Construction Drawings, approved by Landlord in accordance with Property for storage purposes other than the terms and conditions of this Work Letter. Any unused portion interior of the Security Allowance that Tenant has not timely and properly requested that Landlord disburse as Premises. EXHIBIT "E" PROPERTY RESTRICTIONS 1. Resolution Establishing the Orlando Central park Municipal Service Taxing Unit for Maintenance of Drainage Improvements, recorded in Official Records Book 3947, Page 62, Public Records of Orange County, Florida. 2. Resolution of the first anniversary Board of Orange County Commissioners establishing a special Purpose Lighting District for Orlando Central Park, recorded in Official Records Book 2887, Page 238, Public Records of Orange County, Florida. 3. Matters appearing on the plat of SouthPark Unit Three, according to the Plat thereof, as recorded in Plat Book 17, Page 28, of the Delivery DatePublic Records of Orange County, shall remain the property Florida. 4. Declaration of Landlord Covenants and Tenant shall have no further right thereto. In addition Restrictions for Southpark, recorded in Official Records Book 3865, Page 413, Public Records of Orange County, Florida, but omitting any covenant or restriction based on race, color, religion, sex, handicap, familial status, or national origin unless and only to the Improvement Allowanceextent that said covenant (s) is exempt under Chapter 42, the Lobby Allowance, and the Security Allowance, Landlord shall provide Tenant with an additional allowance in an amount not to exceed Eight Thousand Two Hundred and 00/100 ($8,200.00) (the “Suite 300 ADA Allowance”) payable by Landlord to Tenant upon Tenant’s written request, which Suite 300 ADA Allowance shall be used only for the soft and hard costs incurred by Tenant (in connection with the construction Section 3607 of the ImprovementsUnited States Code or (b) relates to ensure that the Base Building serving Suite 300 is fully compliant with any applicable requirements of any applicable handicap but does not discriminate against handicapped access laws pursuant to and in accordance with the Construction Drawings, approved by Landlord in accordance with the terms and conditions of this Work Letter. Any unused portion of the Suite 300 ADA Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. The Expansion Improvement Allowance, the Lobby Allowance, the Security Allowance, and the Suite 300 ADA Allowance shall be referred to herein, each individually and collectively as the context requires, as the “Improvement Allowance,” and the improvements to be constructed with all or a portion of the Improvement Allowance are collectively referred to herein as the “Improvementspersons.” In no event shall Landlord be obligated to make disbursements pursuant to this Work Letter in the event that Tenant fails to pay any portion of the “Over-Allowance Amount,” as defined and required in Section 4.2.1 of this Work Letter, nor shall Landlord be obligated to pay a total amount to reimburse Tenant for the cost of any Improvements that exceeds the Improvement Allowance applicable thereto. Notwithstanding the foregoing or any contrary provision of the Lease, as amended, except as otherwise provided in Section 3.2 of this Work Letter, the Improvements shall be deemed Landlord’s property under the terms of the Lease, as amended. Any unused portion of the Improvement Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. Without limiting the foregoing, Tenant and Landlord contemplate that the Improvements to the Premises and Building listed in Schedule X will be included in the Final Plans and Final Working Drawings.

Improvement Allowance. (a) Within twenty-one (21) days following the later of the date of execution of the Lease by Tenant or Landlord's delivery of base drawings necessary for Tenant's architect to prepare plans, Tenant shall cause its architect to furnish to Landlord for Landlord's approval, which approval shall not be unreasonably withheld, space plans sufficient to convey the architectural design of the Premises, including, without limitation, the location of doors, partitions, electrical and telephone outlets, plumbing fixtures, heavy floor loads and other special requirements (collectively, the "Space Plan"). The parties acknowledge and agree that time is of the essence with respect to the completion of the tenant improvements described herein and therefore the parties agree to work diligently in providing Tenant's architect the necessary information to complete a mutually acceptable Space Plan for the premises. The parties acknowledge and agree that Tenant has selected Interform ("Architect") to design the Expansion Space that is to be constructed by Landlord. Landlord shall reimburse Tenant for costs incurred in connection with the design of the Expansion Space. The fees for services provided to Tenant by Interform which will be reimbursed by Landlord as part of the Tenant Improvement allowance shall not exceed Three and No/100 Dollars ($3.00) per square foot. (b) Tenant shall cause the Architect to prepare from Tenant's approved Space Plan, complete Plans and Specifications within a reasonable time after the parties approve the Space Plan. The Plans and Specifications shall (a) be compatible with the Building shell and with the design, construction and equipment of the Building; (b) comply with all Governmental Requirements; (c) comply with all applicable insurance regulations; and (d) be consistent with the approved Space Plan. (c) Landlord shall complete those improvements to the Expansion Space ("Expansion Improvements") that are shown on the Plans and Specifications. Unless noted on the Plans and Specifications, Landlord shall complete the Expansion Improvements (the "Work"), at its sole cost and expense, in accordance with the terms of this Agreement, but in no event shall Landlord's costs exceed One Million Three Hundred Forty-Three Thousand One Hundred Sixty and No/100 Dollars ($1,343,160.00). All materials used in completion of the Work shall be approved first by Tenant's Agent (as defined below). Landlord shall complete the Expansion Improvements in a first-class and workmanlike manner. Landlord shall be entitled to an improvement allowance in retain a portion of the amount of One Million Seven Hundred Seven Thousand Three Hundred Forty-Four ($1,707,344.00) (the “Expansion Improvement Allowance”) for allowance as a construction operations fee. Said amount shall not exceed 4% of the hard construction costs. Hard construction costs relating to shall be defined as all costs associated with the design and actual construction of the improvements Expansion Improvements and will not include architectural fees, engineering fees, design fees, overhead and profit to the Premises general contractor, and fees for permits and licenses. In the event the actual cost to complete the Expansion Improvements exceeds Landlord's contribution as defined herein Landlord shall invoice Tenant for the difference and Tenant shall reimburse Landlord within thirty (30) days of receipt of the “invoice. Landlord shall select the general contractor to construct the Expansion Improvements”. The amount of the fee deducted from the tenant allowance for the general contractor shall be consistent with fees paid to other general contractors in the region for projects of similar size and scope. All subtrades, except for HVAC, required for the completion of the Expansion Improvements shall be competitively bid by no less than three subcontractors unless Landlord and Tenant specifically agree to waive such requirement and approve a subcontractor without bidding the work. Tenant shall select the subcontractor for each subtrade (except for HVAC) after review of their bids. The respective subcontractors of any tier performing the Expansion Improvements shall: (which1) be parties to, and bound by, a collective bargaining agreement with a labor organization affiliated with the parties acknowledge Building and Construction Trades Council of the AFL-CIO applicable to the geographic area in which the Building is located and to the trade or trades in which the work under the contract is to be performed and (2) employ only members of such labor organizations to perform work within their respective jurisdictions. (d) All Expansion Improvements shall immediately become the property of Landlord upon completion unless otherwise agreed to in writing. Tenant shall not include be obligated to remove the Expansion Improvements at the end of the Term. Landlord warrants that all of the Expansion Improvements shall be constructed in a good and workmanlike manner and free from defects for twelve (12) months following the date of Substantial Completion. Landlord shall assign to Tenant any and all warranties and guarantees of third parties held by Landlord, with respect to the Expansion Improvements that Tenant is responsible to maintain pursuant to the terms hereof and that extend beyond the 12-month period, for enforcement directly by Tenant’s furniture . If a warranty or guaranty is not assignable, then Landlord shall enforce it for the benefit of Tenant, as directed by Tenant. (c) Landlord, at its sole cost and personal property)expense, shall comply with and shall be solely responsible for compliance with all laws in connection with the Work, including without limitation, such portion the completion of the Work, the filing of any construction or engineering documents and obtaining any required approvals or permits from any applicable governmental authority, including without limitation a temporary (if necessary) and permanent certificate of occupancy for the Premises outside the Expansion Premises, (or its equivalent). (f) Tenant shall designate a representative ("Tenant's Agent") as having sole authority to speak for and bind Tenant may elect to improve. The Expansion Improvement Allowance may also be used to make improvements to the Common Area and Building (including, without limitation, as described hereinbelow in this Section 2) to the extent specifically contemplated in the Amendment, subject to any approval or other standards set forth in the Amendment, and such improvements shall be subject to all during construction of the requirements contained in this Work Letter applicable to the Expansion Improvements. In addition to the Improvement Allowance, Landlord shall provide not be authorized to proceed with any Tenant with an additional allowance in an amount not to exceed Twenty-Four Thousand Six Hundred and 00/100 Dollars ($24,600.00) (the “Lobby Allowance”) payable Improvement without authority by Landlord to Tenant upon Tenant’s written request, which Lobby Allowance shall be used only for the soft and hard costs incurred by Tenant to modify/remodel the Building’s lobby pursuant to and in accordance with the “Construction Drawings,” as that term is defined in Section 3.1 of this Work Letter, approved by Landlord in accordance with the terms and conditions of this Work Letter. Any unused portion of the Lobby Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. In addition to the Improvement Allowance and the Lobby Allowance, Landlord shall provide Tenant with an additional allowance in an amount not to exceed Nine Thousand Five Hundred and 00/100 ($9,500.00) (the “Security Allowance”) payable by Landlord to Tenant upon Tenant’s written request, which Security Allowance shall be used only for the soft and hard costs incurred by Tenant to install security cameras within the interior and exterior of the Building access control systems in the Building, all pursuant to and in accordance with the Construction Drawings, approved by Landlord in accordance with the terms and conditions of this Work Letter. Any unused portion of the Security Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. In addition to the Improvement Allowance, the Lobby Allowance's Agent, and the Security Allowance, Landlord shall provide Tenant with an additional allowance in an amount not to exceed Eight Thousand Two Hundred and 00/100 ($8,200.00) (the “Suite 300 ADA Allowance”) payable such authorization by Landlord to Tenant upon Tenant’s written request, which Suite 300 ADA Allowance shall be used only for the soft and hard costs incurred by Tenant (in connection with the construction of the Improvements) to ensure that the Base Building serving Suite 300 is fully compliant with any applicable requirements of any applicable handicapped access laws pursuant to and in accordance with the Construction Drawings, approved by Landlord in accordance with the terms and conditions of this Work Letter. Any unused portion of the Suite 300 ADA Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. The Expansion Improvement Allowance, the Lobby Allowance, the Security Allowance, and the Suite 300 ADA Allowance shall be referred to herein, each individually and collectively as the context requires, as the “Improvement Allowance,” and the improvements to be constructed with all or a portion of the Improvement Allowance are collectively referred to herein as the “Improvements.” In no event shall Landlord be obligated to make disbursements pursuant to this Work Letter in the event that Tenant fails to pay any portion of the “Over-Allowance Amount,” as defined and required in Section 4.2.1 of this Work Letter, nor shall Landlord be obligated to pay a total amount to reimburse Tenant for the cost of any Improvements that exceeds the Improvement Allowance applicable thereto. Notwithstanding the foregoing or any contrary provision of the Lease, as amended, except as otherwise provided in Section 3.2 of this Work Letter, the Improvements 's Agent shall be deemed Landlord’s property under the terms authorization by Tenant. Landlord shall not be authorized to accept changes or additions from any other employees of the Lease, as amended. Any unused portion of the Improvement Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. Without limiting the foregoing, Tenant and Landlord contemplate that the Improvements to the Premises and Building listed in Schedule X will be included in the Final Plans and Final Working Drawingsexcept Tenant's Agent.

Improvement Allowance. Tenant (a) (i) Provided no Event of Default has occurred and is continuing under the Lease or the Two Freedom Lease (or if an Event of Default then exists, the right to the Improvement Allowance shall toll until such Event of Default has been cured in full prior to the Allowance Deadline defined below, and if not so cured prior to the Allowance Deadline, such right shall be entitled deemed to have been waived and forfeited), Landlord shall grant Tenant an improvement allowance in the amount of One Million Seven Hundred Seven Thousand Three Hundred Forty-Four ($1,707,344.00) (the “Expansion Improvement Allowance”) for costs relating in an amount equal to $155.00 multiplied by the design and construction number of square feet of rentable area in the improvements Premises, which is equivalent to Seven Million Two Hundred Thirty Thousand One Hundred Thirty Dollars ($7,230,130.00) based on 46,646 rentable square feet contained in the Premises (initial Premises, to be applied toward the “Expansion Improvements”) (which, the parties acknowledge shall not include Tenant’s furniture and personal property)Leasehold Costs, including without limitation, such portion of the following costs incurred with respect to the Premises outside the Expansion Premisesin Tenant’s sole and absolute discretion: architectural design fees, as Tenant may elect to improve. The Expansion Improvement Allowance may also be used to make improvements to the Common Area engineering services, construction costs, including general contractor’s general conditions, overhead and Building (includingprofit, without limitationcabling, as described hereinbelow in this Section 2) to the extent specifically contemplated in the Amendmentdata and telephone installation and related construction management fees, subject to any approval or other standards set forth in the Amendmentacquisition, relocation and installation of furniture, fixtures and equipment, acquisition and installation of supplemental HVAC, acquisition and installation of security systems, audio/visual equipment, and such improvements shall be subject to all other specialty improvements, project management expenses, moving expenses, design, fabrication and installation of the requirements contained in this Work Letter applicable to the Expansion ImprovementsTenant’s Top of Building Sign, Landlord’s Construction Management Fee, and design, permitting and construction of an internal stair. In addition to the Improvement Allowanceforegoing, Landlord shall provide Tenant with an additional allowance in an amount not to exceed Twenty-Four Thousand Six Hundred and 00/100 Dollars ($24,600.00) (the “Lobby Allowance”) payable by Landlord to Tenant upon Tenant’s written request, which Lobby Allowance shall be used only for the soft and hard costs incurred by Tenant to modify/remodel the Building’s lobby pursuant to and in accordance with the “Construction Drawings,” as that term is defined in Section 3.1 of this Work Letter, approved by Landlord in accordance with the terms and conditions of this Work Letter. Any unused portion of the Lobby Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. In addition to the Improvement Allowance and the Lobby Allowance, Landlord shall provide Tenant with an additional allowance in an amount not to exceed Nine Thousand Five Hundred and 00/100 ($9,500.00) (the “Security Allowance”) payable by Landlord to Tenant upon Tenant’s written request, which Security Allowance shall be used only for the soft and hard costs incurred by Tenant to install security cameras within the interior and exterior of the Building access control systems in the Building, all pursuant to and in accordance with the Construction Drawings, approved by Landlord in accordance with the terms and conditions of this Work Letter. Any unused portion of the Security Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. In addition to the Improvement Allowance, the Lobby Allowance, and the Security Allowance, Landlord shall provide Tenant with an additional allowance in an amount not to exceed Eight Thousand Two Hundred and 00/100 ($8,200.00) (the “Suite 300 ADA Allowance”) payable by Landlord to Tenant upon Tenant’s written request, which Suite 300 ADA Allowance shall be used only for the soft and hard costs incurred by Tenant (in connection with the construction of the Improvements) to ensure that the Base Building serving Suite 300 is fully compliant with if any applicable requirements of any applicable handicapped access laws pursuant to and in accordance with the Construction Drawings, approved by Landlord in accordance with the terms and conditions of this Work Letter. Any unused portion of the Suite 300 ADA Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. The Expansion Improvement Allowance, the Lobby Allowance, the Security Allowance, and the Suite 300 ADA Allowance shall be referred to herein, each individually and collectively as the context requires, as the “Improvement Allowance,” and the improvements to be constructed with all or a portion of the Improvement Allowance are collectively referred remains after application to herein as the foregoing, at Tenant’s election by written notice thereof received by Landlord not later than the Lease Commencement Date (the “Improvements.” In no event shall Landlord be obligated to make disbursements pursuant to this Work Letter in the event that Tenant fails to pay Additional Abatement Notice”), any portion of the “Over-Allowance Amount,” as defined and required in Section 4.2.1 of this Work Letter, nor shall Landlord be obligated to pay a total amount to reimburse Tenant for the cost of any Improvements that exceeds the Improvement Allowance applicable thereto. Notwithstanding the foregoing or any contrary provision of the Lease, as amended, except as otherwise provided in Section 3.2 of this Work Letter, the Improvements shall be deemed Landlord’s property under the terms of the Lease, as amended. Any unused portion of the Improvement Allowance that shall be applied as a credit against the base rent next coming due under the Lease following any Abatement to which Tenant has not timely is entitled pursuant to Article III of the Lease. Notwithstanding anything to the contrary contained in this Exhibit B, if and properly requested to the extent that Landlord disburse pays to Tenant any amounts pursuant to that certain indemnification letter dated as of July 1, 2020 between Landlord and Tenant (the first anniversary “Indemnity Payment”), the amount of such Indemnity Payment automatically shall be deducted from the amount of the Delivery DateImprovement Allowance available to Tenant pursuant to this Exhibit B, Any portion of the Improvement Allowance that remains unreserved and unapplied by the date that is twenty-four (24) months after the Lease Commencement Date (the “Allowance Deadline”) shall remain be deemed waived and forfeited. For purposes of this Section 6(a), Improvement Allowance funds shall be deemed reserved only to the property of extent that the Leasehold Work for which the Improvement Allowance funds will be applied has been completed and a disbursement requisition for such funds has been submitted to Landlord or with respect to which Tenant shall have provided Landlord with the Additional Abatement Notice described above. The Leasehold Costs shall not include (and Tenant shall have no further right thereto. Without limiting responsibility for and the foregoing, Tenant Improvement Allowance shall not be used for) the following costs (if any) incurred in connection with the performance of the Leasehold Work and Landlord contemplate that the Improvements to delivery of the Premises and Building listed in Schedule X will be included to Tenant in the Final Plans Base Building Delivery Condition: (A) costs incurred to remove Hazardous Materials from the Premises or the surrounding area; (B) costs recoverable by Landlord on account of warranties and Final Working Drawingsinsurance; (C) penalties and late charges attributable to Landlord’s failure to pay the Improvement Allowance as and when required; and (D) costs to comply with the Base Building Delivery Condition.

Improvement Allowance. Provided Tenant is not in default beyond any applicable notice and cure periods, Landlord agrees to contribute an amount equal to $1,155,000.00 (i.e., $25.00 per rentable square foot of the Premises) (the “Allowance”), toward the cost of performing the Initial Alterations in preparation of Tenant’s occupancy of the Premises. The Allowance may only be used for the cost of preparing design and construction documents; permitting costs, management fees, telecommunications and data cabling installation; costs of permitting and installing signage; mechanical and electrical plans for the Initial Alterations and for all other hard and soft costs in connection with the Initial Alterations). In addition, the Allowance may be used toward the cost of Tenant’s actual moving expenses and furniture costs. The Allowance, or such portion thereof that equals the amount expended by Tenant on the items described above, shall be entitled paid to Tenant or, at Landlord’s option, to the order of the general contractor that performed the Initial Alterations, within 30 days following substantial completion of the Initial Alterations and receipt by Landlord of Tenant’s requisition for the Allowance accompanied by (1) invoices covering all labor and materials expended and used in the Initial Alterations; (2) a sworn contractor’s affidavit from the general contractor and a request to disburse from Tenant; (3) full and final waivers of lien; (4) as-built plans (in both paper and CAD file formats) of the Initial Alterations; (5) an improvement allowance AIA-G704 from Tenant’s architect; and (6) a certificate of occupancy issued with respect to the Premises by the Inspectional Services Department of the City of Boston (“ISD”) or written evidence that other permission has been obtained from ISD for occupancy by Tenant of the Premises. The Allowance shall be disbursed in the amount reflected on the invoices meeting the requirements above. Notwithstanding anything herein to the contrary, Landlord shall not be obligated to disburse the Allowance during the continuance of an uncured Default under the Lease. Any portion of the Allowance that has not been requisitioned on or before the date that is two (2) years after the Commencement Date shall be forfeited by Tenant and remain the property of Landlord. In order to secure Landlord’s obligation to pay the Allowance to Tenant, Landlord shall deposit current funds in the amount of One Million Seven Hundred Seven Thousand Three Hundred Forty-Four ($1,707,344.00) the Allowance with Fidelity National title Insurance Company (the “Expansion Improvement AllowanceEscrow Agent”) for costs relating to ), who shall hold such funds and disburse same in accordance with an escrow agreement by and among Landlord, Tenant, and the design and construction of Escrow Agent substantially in the improvements to the Premises form attached hereto as Exhibit K (the “Expansion ImprovementsEscrow Agreement”). Landlord and Tenant shall execute the Escrow Agreement on the Execution Date, and Landlord shall cause the Escrow Agent to execute the Escrow Agreement forthwith thereafter. Landlord shall fund the Escrow Agreement not later than the date that is two (2) (which, Business Days after the parties acknowledge shall not include Tenant’s furniture Execution Date and personal property), including without limitation, such portion provide an acknowledgment from the Escrow Agent of receipt of the Premises outside same. If Landlord shall fail to deposit an amount equal to the Expansion PremisesAllowance with the Escrow Agent in such time period, Tenant shall have the right to terminate this Lease upon written notice to Landlord given at any time after such time period and before Landlord deposits such amount. Date Tenant Address Re: Commencement Letter with respect to that certain Lease dated as of the day of , , by and between , a ,as Landlord, and , as Tenant may elect to improve. The Expansion Improvement Allowance may also be used to make improvements to Tenant, for rentable square feet on the Common Area and Building (including, without limitation, as described hereinbelow in this Section 2) to the extent specifically contemplated in the Amendment, subject to any approval or other standards set forth in the Amendment, and such improvements shall be subject to all floor of the requirements contained in this Work Letter applicable to the Expansion ImprovementsBuilding located at , Massachusetts, . Dear : In addition to the Improvement Allowance, Landlord shall provide Tenant with an additional allowance in an amount not to exceed Twenty-Four Thousand Six Hundred and 00/100 Dollars ($24,600.00) (the “Lobby Allowance”) payable by Landlord to Tenant upon Tenant’s written request, which Lobby Allowance shall be used only for the soft and hard costs incurred by Tenant to modify/remodel the Building’s lobby pursuant to and in accordance with the “Construction Drawings,” as that term is defined in Section 3.1 of this Work Letter, approved by Landlord in accordance with the terms and conditions of this Work Letter. Any unused portion the above referenced Lease, Tenant accepts possession of the Lobby Allowance that Tenant has not timely Premises and properly requested that Landlord disburse as agrees: 1. The Commencement Date of the first anniversary Lease is ; 2. The Termination Date of the Delivery Lease is . Please acknowledge your acceptance of possession and agreement to the terms set forth above by signing all 3 counterparts of this Commencement Letter in the space provided and returning 2 fully executed counterparts to my attention. Sincerely, Authorized Signatory Agreed and Accepted: Tenant: By: Name: Title: Date: The following rules and regulations shall apply, shall remain where applicable, to the property of Landlord Premises, the Building, the Property and Tenant shall have no further right theretothe appurtenances. In addition to the Improvement Allowance event of a conflict between the following rules and regulations and the Lobby Allowanceremainder of the terms of the Lease, Landlord the remainder of the terms of the Lease shall provide control. Capitalized terms have the same meaning as defined in the Lease 1. Sidewalks, doorways, vestibules, halls, stairways and other similar areas shall not be obstructed by Tenant with an additional allowance or used by Tenant for any purpose other than ingress and egress to and from the Premises. No rubbish, litter, trash, or material shall be placed, emptied, or thrown in an amount not to exceed Nine Thousand Five Hundred those areas. 2. Plumbing fixtures and 00/100 ($9,500.00) (the “Security Allowance”) payable by Landlord to Tenant upon Tenant’s written request, which Security Allowance appliances shall be used only for the soft purposes for which designed and hard costs incurred no sweepings, rubbish, rags or other unsuitable material shall be thrown or placed in the fixtures or appliances. Damage resulting to fixtures or appliances by Tenant, its agents, employees or invitees caused by violation of the foregoing shall be paid for by Tenant and Landlord shall not be responsible for the damage. 3. No signs, advertisements or notices shall be painted or affixed to install security cameras within exterior windows or doors of the interior Building, except those of such color, size, style and exterior in such places as are first approved in writing by Landlord. 4. Landlord may provide and maintain in the first floor (main lobby) of the Building access control systems in the Building, all pursuant an alphabetical directory board or other directory device listing tenants and no other directory shall be permitted unless previously consented to and in accordance with the Construction Drawings, approved by Landlord in accordance with the terms and conditions of this Work Letterwriting. 5. Any unused portion of the Security Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall not place any lock(s) on any door in the Premises or Building without Landlord’s prior written consent, which consent shall not be unreasonably withheld, and Landlord shall have no further the right theretoat all times to retain and use keys or other access codes or devices to all locks within and into the Premises. In addition A reasonable number of keys to the Improvement Allowance, locks on the Lobby Allowance, and entry doors in the Security Allowance, Landlord Premises shall provide Tenant with an additional allowance in an amount not to exceed Eight Thousand Two Hundred and 00/100 ($8,200.00) (the “Suite 300 ADA Allowance”) payable be furnished by Landlord to Tenant upon at Tenant’s written request, which Suite 300 ADA Allowance shall be used only for the soft and hard costs incurred by Tenant (in connection with the construction of the Improvements) to ensure that the Base Building serving Suite 300 is fully compliant with any applicable requirements of any applicable handicapped access laws pursuant to and in accordance with the Construction Drawings, approved by Landlord in accordance with the terms and conditions of this Work Letter. Any unused portion of the Suite 300 ADA Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord cost and Tenant shall have no further right theretonot make any duplicate keys. The Expansion Improvement Allowance, the Lobby Allowance, the Security Allowance, and the Suite 300 ADA Allowance All keys shall be referred returned to herein, each individually and collectively as Landlord at the context requires, as the “Improvement Allowance,” and the improvements to be constructed with all expiration or a portion of the Improvement Allowance are collectively referred to herein as the “Improvements.” In no event shall Landlord be obligated to make disbursements pursuant to this Work Letter in the event that Tenant fails to pay any portion of the “Over-Allowance Amount,” as defined and required in Section 4.2.1 of this Work Letter, nor shall Landlord be obligated to pay a total amount to reimburse Tenant for the cost of any Improvements that exceeds the Improvement Allowance applicable thereto. Notwithstanding the foregoing or any contrary provision early termination of the Lease. 6. All contractors, as amended, except as otherwise provided contractor’s representatives and installation technicians performing work in Section 3.2 of this Work Letter, the Improvements Building shall be deemed subject to Landlord’s property under the terms prior approval, which approval shall not be unreasonably withheld, and shall be required to comply with Landlord’s commercially reasonable rules, regulations, policies and procedures, which may be revised from time to time but shall be consistent with those of the Lease, as amended. Any unused portion of the Improvement Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. Without limiting the foregoing, Tenant and Landlord contemplate that the Improvements to the Premises and Building listed in Schedule X will be included in the Final Plans and Final Working Drawingsa single-tenant building.

Improvement Allowance. Tenant shall be entitled Landlord agrees to provide an improvement reimbursement allowance in the amount of One Million Seven Hundred Seven Thousand Three Hundred Forty-Four (up to $1,707,344.00) 135,000 (the “Expansion Improvement AllowanceTIA”) to be used specifically for costs relating to the design and construction of the improvements to the Premises to be constructed in accordance with plans and specifications prepared by Genesis Architecture dated July 9, 2002 and revised July 18, 2002 (the “Expansion ImprovementsApproved Plans”) (which). The TIA shall be applied against all costs and expenses incurred in connection with the design of the tenant improvements, the parties acknowledge preparation of the Approved Plans and the construction of the tenant improvements. Such tenant improvements include work performed by or at the request of Tenant prior to the date hereof; provided, however, that the TIA shall not include Tenant’s furniture and personal property), including without limitation, be applied against the cost of any such portion of the Premises outside the Expansion Premises, as Tenant may elect to improve. The Expansion Improvement Allowance may also be used to make improvements to the Common Area and Building (including, without limitation, as described hereinbelow in this Section 2) to the extent specifically contemplated in the Amendment, subject to any approval or other standards set forth in the Amendment, and such improvements shall be subject to all of the requirements contained in this Work Letter applicable to the Expansion Improvements. In addition to the Improvement Allowance, Landlord shall provide Tenant with an additional allowance in an amount work which was not to exceed Twenty-Four Thousand Six Hundred and 00/100 Dollars ($24,600.00) (the “Lobby Allowance”) payable by Landlord to Tenant upon Tenant’s written request, which Lobby Allowance shall be used only for the soft and hard costs incurred by Tenant to modify/remodel the Building’s lobby pursuant to and performed in accordance with the “Construction Drawings,” as that term is defined Approved Plans. All improvements in Section 3.1 of this Work Letter, approved by Landlord in accordance with the terms and conditions of this Work Letter. Any unused portion excess of the Lobby Allowance that Tenant has $135,000 allowance shall be completed at the Tenant’s sole cost and expense, and must receive the Landlord’s prior written approval, which approval shall not timely be unreasonably delayed, conditioned or denied. Tenant, at Tenant’s sole cost and properly requested that Landlord disburse as expense, shall cause any and all construction work at or about the Premises performed by or at the instance of Tenant, prior to the date hereof to comply in all respects with city ordinances, building codes and all other applicable laws. The Landlord, prior to the commencement of the first anniversary work, shall approve the general contractor, which approval shall not be unreasonably delayed, conditioned or denied. The Landlord will disburse the improvement allowance directly to Tenant after the work has been completed and all lien waivers and a certificate of occupancy (or, if the City of Bloomington does not issue certificates of occupancy, written approval or “sign off” from responsible city officials as to compliance of the Delivery Date, shall remain the property of Landlord tenant improvements with city ordinances and Tenant shall codes) have no further right thereto. In addition been delivered to the Improvement Allowance and the Lobby Allowance, Landlord shall provide Tenant with an additional allowance in an amount not to exceed Nine Thousand Five Hundred and 00/100 ($9,500.00) (the “Security Allowance”) payable by Landlord to Tenant upon Tenant’s written request, which Security Allowance shall be used only for the soft and hard costs incurred by Tenant to install security cameras within the interior and exterior evidencing payment of the Building access control systems in the Building, all pursuant to improvements and in accordance compliance with the Construction Drawings, approved by Landlord in accordance with the terms and conditions of this Work Letter. Any unused portion of the Security Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. In addition to the Improvement Allowance, the Lobby Allowance, and the Security Allowance, Landlord shall provide Tenant with an additional allowance in an amount not to exceed Eight Thousand Two Hundred and 00/100 ($8,200.00) (the “Suite 300 ADA Allowance”) payable by Landlord to Tenant upon Tenant’s written request, which Suite 300 ADA Allowance shall be used only for the soft and hard costs incurred by Tenant (in connection with the construction of the Improvements) to ensure that the Base Building serving Suite 300 is fully compliant with any applicable requirements of any applicable handicapped access laws pursuant to and in accordance with the Construction Drawings, approved by Landlord in accordance with the terms and conditions of this Work Letter. Any unused portion of the Suite 300 ADA Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. The Expansion Improvement Allowance, the Lobby Allowance, the Security Allowance, and the Suite 300 ADA Allowance shall be referred to herein, each individually and collectively as the context requires, as the “Improvement Allowance,” and the improvements to be constructed with all or a portion of the Improvement Allowance are collectively referred to herein as the “Improvementslaws.” In no event shall Landlord be obligated to make disbursements pursuant to this Work Letter in the event that Tenant fails to pay any portion of the “Over-Allowance Amount,” as defined and required in Section 4.2.1 of this Work Letter, nor shall Landlord be obligated to pay a total amount to reimburse Tenant for the cost of any Improvements that exceeds the Improvement Allowance applicable thereto. Notwithstanding the foregoing or any contrary provision of the Lease, as amended, except as otherwise provided in Section 3.2 of this Work Letter, the Improvements shall be deemed Landlord’s property under the terms of the Lease, as amended. Any unused portion of the Improvement Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. Without limiting the foregoing, Tenant and Landlord contemplate that the Improvements to the Premises and Building listed in Schedule X will be included in the Final Plans and Final Working Drawings.

Improvement Allowance. Landlord agrees to provide Tenant shall be entitled to an with a tenant improvement allowance in for improvements to the amount of One Million Seven Hundred Seven Thousand Three Hundred Forty-Four Premises ($1,707,344.00) (the “Expansion Improvement Allowance”) for costs relating in the sum of One Hundred Thousand and no/100 Dollars ($100,000.00) to be paid by Landlord to Tenant upon the design following terms and construction of the conditions: (a) Allowance shall be utilized by Tenant to make or construct improvements to the Premises (the “Expansion ImprovementsConstruction”); (b) (which, the parties acknowledge shall not include Landlord hereby consents to Tenant’s furniture and personal property), including without limitation, such portion demolition of the Premises outside existing engineering lab located adjacent to the Expansion existing office space in the Premises, as Tenant may elect to improvemore particularly depicted on the attached Exhibit “C” (the “Demo”). The Expansion Improvement Allowance may also Demo shall be used to make improvements performed in compliance with the below requirements (c-d) and shall be funded with the Allowance. Notwithstanding anything contained in this Lease to the Common Area contrary, Tenant shall not be required to rebuild or recreate the space as it existed immediately prior to the Demo upon the expiration or earlier termination of this Lease; (c) The Construction shall be completed in a good and workmanlike manner free and clear of all liens and encumbrances and in compliance with applicable Building Codes; (includingd) Construction shall be commenced only after all required governmental permits, without limitation, as described hereinbelow in this Section 2authorizations and approvals have been obtained by Tenant; (e) Tenant shall thereafter be entitled to payment of the Allowance to the extent specifically contemplated in the Amendment, subject to any approval or other standards set forth in the Amendment, and such improvements shall be subject to all of the requirements contained in this Work Letter applicable to the Expansion Improvements. In addition to the Improvement Allowance, Landlord shall provide Tenant with an additional allowance in an amount not to exceed Twenty-Four Thousand Six Hundred and 00/100 Dollars ($24,600.00) (the “Lobby Allowance”) payable by Landlord to Tenant upon Tenant’s written request, which Lobby Allowance shall be used only for the soft and hard costs incurred by Tenant to modify/remodel the Building’s lobby pursuant to and in accordance with the “Construction Drawings,” as that term is defined in Section 3.1 of this Work Letter, approved by Landlord in accordance with the terms and conditions of this Work Letter. Any unused portion of the Lobby Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. In addition to the Improvement Allowance and the Lobby Allowance, Landlord shall provide Tenant with an additional allowance in an amount not to exceed Nine Thousand Five Hundred and 00/100 ($9,500.00) (the “Security Allowance”) payable by Landlord to Tenant upon Tenant’s written request, which Security Allowance shall be used only for the soft and hard costs incurred by Tenant to install security cameras within the interior and exterior of the Building access control systems in the Building, all pursuant to and in accordance with the Construction Drawings, approved by Landlord in accordance with the terms and conditions of this Work Letter. Any unused portion of the Security Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. In addition to the Improvement Allowance, the Lobby Allowance, and the Security Allowance, Landlord shall provide Tenant with an additional allowance in an amount not to exceed Eight Thousand Two Hundred and 00/100 ($8,200.00) (the “Suite 300 ADA Allowance”) payable by Landlord to Tenant upon Tenant’s written request, which Suite 300 ADA Allowance shall be used only for the soft and hard costs incurred by Tenant (in connection with the construction of the Improvements) to ensure that the Base Building serving Suite 300 is fully compliant with any applicable requirements of any applicable handicapped access laws pursuant to and in accordance with the Construction Drawings, approved by Landlord in accordance with the terms and conditions of this Work Letter. Any unused portion of the Suite 300 ADA Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. The Expansion Improvement Allowance, the Lobby Allowance, the Security Allowance, and the Suite 300 ADA Allowance shall be referred to herein, each individually and collectively as the context requires, as the “Improvement Allowance,” and the improvements to be constructed with all or a portion of the Improvement Allowance are collectively referred to herein as the “Improvements.” In no event shall Landlord be obligated to make disbursements pursuant to this Work Letter in the event that Tenant fails to pay any portion of the “Over-Allowance Amount,” as defined and required in Section 4.2.1 of this Work Letter, nor shall Landlord be obligated to pay a total amount to reimburse Tenant for the cost of any Improvements that exceeds Construction as certified to Landlord by Tenant’s architect; and (f) Landlord shall then pay the Improvement Allowance applicable thereto. Notwithstanding the foregoing or any contrary provision of the Lease, as amended, except as otherwise provided in Section 3.2 of this Work Letter, the Improvements shall be deemed Landlord’s property under the terms of the Lease, as amended. Any unused portion of the Improvement Allowance that amount thereof to Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. Without limiting the foregoing, within thirty (30) days after written request by Tenant and Landlord contemplate that subject to compliance with the Improvements to the Premises above terms and Building listed in Schedule X will be included in the Final Plans and Final Working Drawingsconditions.”

Improvement Allowance. Tenant shall be entitled to an a one-time improvement allowance (the “Improvement Allowance”) in the amount of One Million Seven Hundred Seven Thousand Three Hundred Forty-Four $218,115.00 (based on $1,707,344.00) (45.00 per rentable square foot of the “Expansion Improvement Allowance”Premises) for the costs relating to the initial design and construction of the Tenant’s improvements which are permanently affixed to the Premises (the “Expansion Tenant Improvements”) (which, the parties acknowledge shall not include Tenant’s furniture and personal property), including without limitation, such portion of limitation the cost to complete the new demising wall within the Premises outside as shown on the Expansion Premises, as Conceptual Plan (defined below) and the other Tenant may elect to improve. The Expansion Improvement Allowance may also be used to make improvements to the Common Area and Building (including, without limitation, as Items described hereinbelow in this Section 2) to the extent specifically contemplated in the Amendment, subject to any approval or other standards set forth in the Amendment, and such improvements shall be subject to all of the requirements contained in this Work Letter applicable to the Expansion Improvements2.2 below. In addition to the Improvement Allowance, Landlord Tenant shall provide Tenant with an additional be entitled to a one-time improvement allowance in an amount not to exceed Twenty-Four Thousand Six Hundred and 00/100 Dollars ($24,600.00) (the “Lobby HVAC Unit Allowance”) payable by Landlord to Tenant upon Tenant’s written request, which Lobby Allowance shall be used only in the amount of $23,023.25 (based on $4.75 per rentable square foot of the Premises) for the soft costs relating to the initial design and hard costs incurred by Tenant to modify/remodel the Building’s lobby pursuant to and in accordance with the “Construction Drawings,” as that term is defined in Section 3.1 of this Work Letter, approved by Landlord in accordance with the terms and conditions of this Work Letter. Any unused portion installation of the Lobby Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery DateHVAC Units. In addition, shall remain the property of Landlord and Tenant agree and acknowledge that Tenant shall have no further right theretodesign and install an additional entrance into the Premises (the “Fire Exit Door”) for the purposes of meeting Code requirements as part of the Tenant Improvements. Tenant may install the Fire Exit Door, at Tenant’s option, either (i) on the wall of the Premises where the “exit” to the Premises is shown on the Conceptual Plan across from the wall where the main entrance to the Premises is shown on the Conceptual Plan, or (ii) on the wall of the Premises where the “finance office” is shown on the Conceptual Plan. The exact location, design and specifications of the Fire Exit Door shall be subject to Landlord’s approval as provided in Section 3 below. In connection with the Fire Exit Door, and in addition to the Improvement Allowance and the Lobby HVAC Unit Allowance, Landlord Tenant shall provide Tenant with an additional be entitled to a one-time improvement allowance in an amount not to exceed Nine Thousand Five Hundred and 00/100 ($9,500.00) (the “Security Fire Exit Door Allowance”) payable by in the amount of either (a) $7,000.00 if Tenant constructs the Fire Exit Door on the wall described in (i) above, or (b) if Tenant constructs the Fire Exit Door on the wall described in (ii) above, the difference between the budgeted cost to design and install the Fire Exit Door as provided below less $7,000.00. In furtherance of the foregoing, if Tenant elects to construct the Fire Exit Door on the wall described in (ii) above, then prior to commencing any work related thereto, Tenant shall provide Landlord a budget for the cost to Tenant upon Tenantdesign and install the Fire Exit Door, which such budget shall be subject to Landlord’s prior written approval, not to be unreasonably withheld, conditioned or delayed. Upon Landlord’s written requestapproval of such budget, which Security the amount of the Fire Exit Door Allowance shall be used only for the soft and hard costs incurred by Tenant to install security cameras within the interior and exterior of the Building access control systems set as provided in the Building, all pursuant to and in accordance with the Construction Drawings, approved by Landlord in accordance with the terms and conditions of this Work Letter(b) above. Any unused portion of the Security Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. In addition to the Improvement Allowance, the Lobby Allowance, and the Security Allowance, Landlord shall provide Tenant with an additional allowance in an amount not to exceed Eight Thousand Two Hundred and 00/100 ($8,200.00) (the “Suite 300 ADA Allowance”) payable by Landlord to Tenant upon Tenant’s written request, which Suite 300 ADA Allowance shall be used only for the soft and hard costs incurred by Tenant (in connection with the construction of the Improvements) to ensure that the Base Building serving Suite 300 is fully compliant with any applicable requirements of any applicable handicapped access laws pursuant to and in accordance with the Construction Drawings, approved by Landlord in accordance with the terms and conditions of this Work Letter. Any unused portion of the Suite 300 ADA Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. The Expansion Improvement Allowance, the Lobby Allowance, the Security Allowance, and the Suite 300 ADA Allowance shall be referred to herein, each individually and collectively as the context requires, as the “Improvement Allowance,” and the improvements to be constructed with all or a portion of the Improvement Allowance are collectively referred to herein as the “Improvements.” In no event shall Landlord be obligated to make disbursements pursuant to this Tenant Work Letter for the Tenant Improvements, the HVAC Units or the Fire Exit Door, as the case may be, in a total amount which exceeds the Tenant Improvement Allowance, the HVAC Unit Allowance or the Fire Exit Door Allowance, respectively, and in no event that shall Tenant fails be entitled to pay any credit for any unused portion of the “Over-Tenant Improvement Allowance, the HVAC Unit Allowance Amount,” as defined and required or the Fire Exit Door Allowance not used by Tenant by Tenant by the date which is twelve (12) months after the Lease Commencement Date. Notwithstanding anything to the contrary contained herein, in Section 4.2.1 of this Work Letter, nor shall Landlord be obligated addition to pay a total amount to reimburse Tenant for the cost of any Improvements that exceeds the Improvement Allowance, the HVAC Unit Allowance applicable thereto. Notwithstanding and the foregoing or any contrary provision Fire Exit Door Allowance, Landlord shall, concurrently with Landlord’s execution of the Lease, as amended, except as otherwise provided reimburse Tenant in Section 3.2 the amount of this Work Letter, the Improvements shall be deemed Landlord’s property under the terms $0.15 per rentable square foot ($727.05) of the LeasePremises to pay for the Architect (defined below) for a preliminary test fit, as amended. Any unused portion of which amount will not be deducted from the Improvement Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. Without limiting the foregoing, Tenant and Landlord contemplate that the Improvements to the Premises and Building listed in Schedule X will be included in the Final Plans and Final Working DrawingsAllowance.

Improvement Allowance. (a) Provided no monetary default, or non-monetary Event of Default beyond any applicable notice and cure periods, has occurred and is continuing under the Lease, Landlord shall grant Tenant shall be entitled to an improvement allowance in the amount of One Million Seven Hundred Seven Thousand Three Hundred Forty-Four ($1,707,344.00) (the “Expansion Improvement Allowance”) for costs relating to the design and construction of the improvements to the Premises (the “Expansion Improvements”) (which, the parties acknowledge shall not include Tenant’s furniture and personal property), including without limitation, such portion of the Premises outside the Expansion Premises, as Tenant may elect to improve. The Expansion Improvement Allowance may also be used to make improvements to the Common Area and Building (including, without limitation, as described hereinbelow in this Section 2) to the extent specifically contemplated in the Amendment, subject to any approval or other standards set forth in the Amendment, and such improvements shall be subject to all of the requirements contained in this Work Letter applicable to the Expansion Improvements. In addition to the Improvement Allowance, Landlord shall provide Tenant with an additional allowance in an amount not equal to exceed Twenty-Four Thousand Six Hundred and 00/100 Dollars ($24,600.00) (45.00 multiplied by the “Lobby Allowance”) payable by Landlord number of square feet of rentable area in the Premises, to Tenant upon Tenant’s written request, which Lobby Allowance shall be used only for applied toward the soft and hard costs incurred by Tenant to modify/remodel the Building’s lobby pursuant to and in accordance with the “Construction Drawings,” as that term is defined in Section 3.1 of this Work Letter, approved by Landlord in accordance with the terms and conditions of this Work LetterLeasehold Costs. Any unused portion of the Lobby Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. In addition access to the Improvement Allowance and on the Lobby Allowance, Landlord shall provide Tenant with an additional allowance in an amount not to exceed Nine Thousand Five Hundred and 00/100 ($9,500.00) (the “Security Allowance”) payable by Landlord to Tenant upon Tenant’s written request, which Security Allowance shall be used only for the soft and hard costs incurred by Tenant to install security cameras within the interior and exterior of the Building access control systems in the Building, all pursuant to and in accordance with the Construction Drawings, approved by Landlord in accordance with the terms and conditions of this Work Letter. Any unused portion of the Security Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Effective Date, shall remain the property of Landlord and Tenant shall have no further right thereto. In addition subject to the Improvement Allowance, the Lobby Allowance, and the Security Allowance, Landlord shall provide Tenant with an additional allowance in an amount not to exceed Eight Thousand Two Hundred and 00/100 disbursement requirements set forth herein. At least seventy-five percent ($8,200.0075%) (the “Suite 300 ADA Allowance”) payable by Landlord to Tenant upon Tenant’s written request, which Suite 300 ADA Allowance shall be used only for the soft and hard costs incurred by Tenant (in connection with the construction of the Improvements) to ensure that the Base Building serving Suite 300 is fully compliant with any applicable requirements of any applicable handicapped access laws pursuant to and in accordance with the Construction Drawings, approved by Landlord in accordance with the terms and conditions of this Work Letter. Any unused portion of the Suite 300 ADA Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. The Expansion Improvement Allowance, the Lobby Allowance, the Security Allowance, and the Suite 300 ADA Allowance shall be referred to herein, each individually and collectively as the context requires, as the “Improvement Allowance,” and the improvements to be constructed with all or a portion of the Improvement Allowance are collectively referred to herein as shall be applied within the entire Premises toward “Improvements.hard costs” In no event shall Landlord be obligated to make disbursements pursuant to this Work Letter in the event that Tenant fails to pay any portion of the “Over-Allowance Amount,” as defined and required in Section 4.2.1 of this Work Letter(i.e., nor shall Landlord be obligated to pay a total amount to reimburse Tenant for the cost of any Improvements that exceeds demolition, construction and installation of the Leasehold Work and acquisition of the materials for the Leasehold Work). In addition, Tenant may apply up to twenty-five percent (25%) of the Improvement Allowance applicable theretotoward the costs of (i) audio-visual systems, security systems, furniture, fixtures, equipment, and moving expenses (“Limited Soft Costs”) and (ii) architectural design fees, engineering services, permitting costs, cabling, data and telephone installation and related construction management fees (the items described in clauses (i) and (ii), collectively “Soft Costs”); provided, however, in no event may Tenant apply more than an amount equal to $5.00 multiplied by the number of square feet of rentable area in the Premises toward the Limited Soft Costs. Notwithstanding the foregoing or any contrary provision No part of the Lease, as amended, except as otherwise provided in Section 3.2 of this Work Letter, the Improvements shall Improvement Allowance may be deemed Landlord’s property under the terms of the Lease, as amendedapplied towards signage costs or rental abatement or credits. Any unused portion of the Improvement Allowance that remains unreserved and unapplied by December 31, 2019 shall be deemed waived and forfeited. For purposes of this Section 6(a), Improvement Allowance funds shall be deemed reserved only to the extent that the Leasehold Work for which the Improvement Allowance funds will be applied has been completed and a disbursement requisition for such funds has been submitted to Landlord. (b) Disbursements of the Improvement Allowance will be made by Landlord within thirty (30) days after Tenant’s submission of a requisition (together with the supporting documentation required hereunder), which requisitions shall be submitted no more frequently than monthly. Delivery to Landlord by Tenant of all the following shall be a condition precedent to Landlord’s obligation to disburse any portion of the Improvement Allowance: (i) invoices for completed portions of the Leasehold Work; (ii) conditional lien waivers for such work from all persons or entities that could file mechanics’ or materialmen’s liens against the Premises, the Building or the land on which the Building is located, with respect to all work performed or services or materials provided through the date of each such invoice (subject only to receipt of the requisitioned amount); (iii) the Leasehold Architect’s written certification that the work for which the requisition is being made has been completed in accordance with the Leasehold Plans; (iv) with respect to any Soft Costs for which Tenant has not timely directly contracted, a certificate specifying the cost of such Soft Costs, together with evidence of such cost in the form of paid invoices, receipts and properly the like; (v) an updated budget for the Leasehold Work detailing the net cost to complete the Leasehold Work (i.e., net of costs for the Leasehold Work previously paid); and (vi) such other documentation as may be reasonably requested by Landlord. Landlord shall make disbursements directly to Tenant’s Leasehold Contractor, Leasehold Architect or Leasehold Engineer, provided that Landlord disburse receives written direction to make such direct payment for the applicable disbursement. (c) Any portion of the Leasehold Costs in excess of the Improvement Allowance shall be borne by Tenant. The following provisions shall apply with respect to disbursement of the Improvement Allowance. (i) In the event that the Leasehold Costs are equal to or less than the Improvement Allowance, then Landlord shall make disbursements of the Improvement Allowance to Tenant for the Leasehold Costs, net of previous disbursements therefrom. (ii) In the event that the Leasehold Costs are greater than the Improvement Allowance, then Landlord shall make disbursements of the Improvement Allowance (or such portion thereof as has not previously been disbursed) to Tenant in pro rata payments, based on the percentage of the Leasehold Work that has been completed (but not in excess of the sums actually being disbursed to the Leasehold Contractor). If the cost to construct the Leasehold Work, as adjusted by any increase or decrease in Leasehold Costs resulting from change orders, will exceed the unapplied (and unreserved) portion of the Improvement Allowance (“Unused Allowance”), then Landlord’s pro rata share of the requisition shall be determined by multiplying said requisition by a fraction, the numerator of which is the amount of the Unused Allowance as of the first anniversary date of such requisition, and the denominator of which is the net cost to complete the Leasehold Work (i.e., net of costs for the Leasehold Work previously paid) as adjusted by any increase or decrease in Leasehold Costs resulting from change orders as of such date. (iii) Tenant shall provide Landlord monthly with a written statement evidencing the Leasehold Costs incurred to date. (d) A retainage in an amount equal to ten percent (10%) of the Delivery Date, Improvement Allowance shall remain be withheld from disbursement of the Improvement Allowance by Landlord until such time as the Close-Out Requirements set forth on Schedule I are completed. (e) All improvements that are funded by the Improvement Allowance shall be the property of Landlord and Landlord; provided, however, that upon the expiration of the Term, Tenant shall have no further right thereto. Without limiting the foregoing, Tenant and Landlord contemplate be required to remove [(i) Leasehold Work equipment and/or fixtures that the Lease expressly requires Tenant to remove pursuant to other provisions of the Lease, and (ii) all Leasehold Work equipment and/or fixtures that constitute Non-standard Improvements and of which Landlord gave notice to Tenant at the time of approval of the plans and specifications therefor that such improvements would have to be removed upon the expiration of the Term.]2 Any damage and injury to the Premises and or the Building listed in Schedule X will caused by any such removal shall be included in the Final Plans and Final Working Drawingsrepaired by Tenant, at Tenant’s sole expense.

Improvement Allowance. Provided that Tenant shall be entitled to an improvement allowance is not then in default under the amount Lease beyond the expiration of One Million Seven Hundred Seven Thousand Three Hundred Forty-Four ($1,707,344.00) (the “Expansion Improvement Allowance”) for costs relating to the design any applicable notice and construction of the improvements to the Premises (the “Expansion Improvements”) (which, the parties acknowledge shall not include Tenant’s furniture and personal property), including without limitation, such portion of the Premises outside the Expansion Premises, as Tenant may elect to improve. The Expansion Improvement Allowance may also be used to make improvements to the Common Area and Building (including, without limitation, as described hereinbelow in this Section 2) to the extent specifically contemplated in the Amendment, subject to any approval or other standards set forth in the Amendment, and such improvements shall be subject to all of the requirements contained in this Work Letter applicable to the Expansion Improvements. In addition to the Improvement Allowancegrace periods, Landlord shall provide Tenant with an additional improvement allowance in an amount not to exceed Twenty-Four of Sixty Five Thousand Six Hundred and 00/100 Dollars ($24,600.0065,000.00) (the "Improvement Allowance"), for actual, verifiable, out-of-pocket Construction Costs (as hereinafter defined) incurred by Tenant for the Tenant Improvements. At least Thirty Thousand and 00/100 Dollars ($30,000.00) of the Improvement Allowance must be used for the Mechanical Expenses (the “Lobby HVAC Portion of the Allowance”). The "Construction Costs" shall be deemed to mean and include only the following costs incurred by Tenant in completion of the Tenant Improvements: (1) payable all hard costs and expenses pertaining to the completion of the Tenant Improvements, including, but not limited to, parts and supplies, mechanical units, and costs charged by suppliers, contractors, subcontractors and other parties for materials and labor, (2) architectural and engineering fees, and (3) costs of permits, licenses and other governmental approvals required for the performance of the Tenant Improvements. The HVAC Portion of the Allowance shall be paid by Landlord to Tenant upon Tenantwithin fourteen (14) days after Landlord’s written request, which Lobby receipt and approval of applicable purchase orders for the Mechanical Expenses. The balance of the Improvement Allowance shall be used only for the soft and hard costs incurred by Tenant to modify/remodel the Building’s lobby pursuant to and in accordance with the “Construction Drawings,” as that term is defined in Section 3.1 of this Work Letter, approved paid by Landlord in accordance with the terms to Tenant within fourteen (14) days after Landlord’s receipt and conditions of this Work Letter. Any unused portion approval of the Lobby Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and applicable purchase orders therefor. Tenant shall have no further right thereto. In addition to be solely and exclusively responsible for all Construction Costs which exceed the amount of the Improvement Allowance and any costs of completing the Lobby Allowance, Landlord shall provide Tenant with an additional allowance in an amount not to exceed Nine Thousand Five Hundred and 00/100 ($9,500.00) (the “Security Allowance”) payable by Landlord to Tenant upon Tenant’s written request, which Security Allowance shall be used only for the soft and hard costs incurred by Tenant to install security cameras within the interior and exterior of the Building access control systems in the Building, all pursuant to and in accordance with the Construction Drawings, approved by Landlord in accordance with the terms and conditions of this Work Letter. Any unused portion of the Security Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. In addition to the Improvement Allowance, the Lobby Allowance, and the Security Allowance, Landlord shall provide Tenant with an additional allowance in an amount not to exceed Eight Thousand Two Hundred and 00/100 ($8,200.00) (the “Suite 300 ADA Allowance”) payable by Landlord to Tenant upon Tenant’s written request, which Suite 300 ADA Allowance shall be used only for the soft and hard costs incurred by Tenant (in connection with the construction of the Improvements) to ensure that the Base Building serving Suite 300 is fully compliant with any applicable requirements of any applicable handicapped access laws pursuant to and in accordance with the Construction Drawings, approved by Landlord in accordance with the terms and conditions of this Work Letter. Any unused portion of the Suite 300 ADA Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. The Expansion Improvement Allowance, the Lobby Allowance, the Security Allowance, and the Suite 300 ADA Allowance shall be referred to herein, each individually and collectively as the context requires, as the “Improvement Allowance,” and the improvements to be constructed with all or a portion of the Improvement Allowance are collectively referred to herein as the “Improvements.” In no event shall Landlord be obligated to make disbursements pursuant to this Work Letter in the event that Tenant fails to pay any portion of the “Over-Allowance Amount,” as defined and required in Section 4.2.1 of this Work Letter, nor shall Landlord be obligated to pay a total amount to reimburse Tenant for the cost of any Improvements that exceeds the Improvement Allowance applicable thereto. Notwithstanding the foregoing or any contrary provision of the Lease, do not qualify as amended, except as otherwise provided in Section 3.2 of this Work Letter, the Improvements shall be deemed Landlord’s property under the terms of the Lease, as amended. Any unused portion of the Improvement Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. Without limiting the foregoing, Tenant and Landlord contemplate that the Improvements to the Premises and Building listed in Schedule X will be included in the Final Plans and Final Working DrawingsConstruction Costs.

Improvement Allowance. Tenant shall be entitled to an improvement allowance Except as expressly provided in this Work Letter, the amount of One Million Seven Hundred Seven Thousand Three Hundred Forty-Four ($1,707,344.00) (the “Expansion Improvement Allowance”) for total costs relating to and expenses incurred by Landlord in connection with the design and construction of the improvements Improvements (inclusive of, but not limited to, architectural costs, engineering costs, general contractor costs, and the cost of all local and state filing fees, permits and approvals, if any, required to be obtained in order to perform and complete the Improvements) shall not exceed an aggregate amount equal to $11,999,625.00 (i.e., $125.00 per rentable square foot of the Premises) (the "Improvement Allowance"), which is comprised of: (i) $1,274,000.00 for Improvements to the Phase I Premises (the “Expansion ImprovementsPhase I Improvement Allowance”) (which, the parties acknowledge shall not include Tenant’s furniture and personal property), including without limitation(ii) Improvements to the Phase II Premises (the “Phase II Improvement $4,311,000.00 for Improvements to the Phase III Premises (the “Phase $3,669,625.00 for Allowance”), such (iii) III Improvement Allowance”), and (iv) $2,745,000.00 for Improvements to the Phase IV Premises (the “Phase IV Improvement Allowance”), provided that subject to the applicable Allowance Deadline set forth below, Tenant shall be entitled to use all or any portion of the Premises outside Improvement Allowance for a particular Phase towards the Expansion Improvements for the other Phases of the Premises. If Landlord determines that the total cost of the Improvements (which shall include the "Coordination Fee", as Tenant may elect to improve. The Expansion Improvement Allowance may also be used to make improvements to the Common Area and Building (including, without limitationdefined below, as described hereinbelow in this Section 2well as all design, construction, installation and other costs) to the extent specifically contemplated in the Amendment, subject to any approval or other standards set forth in the Amendment, and such improvements shall be subject to all of the requirements contained in this Work Letter applicable to the Expansion Improvements. In addition to will exceed the Improvement Allowance, then Tenant shall be solely responsible for all such excess costs which are over and above the Improvement Allowance (the "Over-Allowance Amount"). Tenant shall pay any Over-Allowance Amount to Landlord within ten (10) days after demand is made therefor by Landlord from time to time (including, at Landlord's election, prior to the commencement of construction of the Improvements). Any Over-Allowance Amount shall be disbursed by Landlord prior to any Landlord provided funds for the costs of construction of the Improvements. Tenant hereby acknowledges that Landlord shall provide be entitled to a fee (the "Coordination Fee") payable by Tenant with an additional allowance in an amount not equal to exceed Twenty-Four Thousand Six Hundred three percent (3%) of the Improvement Allowance, in consideration for Landlord's coordination and 00/100 Dollars ($24,600.00) (supervision of the “Lobby Allowance”) payable by Landlord to Tenant upon Tenant’s written requestperformance of the Improvements, which Lobby Coordination Fee may be deducted from the Improvement Allowance to the extent funds are available. Notwithstanding any provision to the contrary contained in the Lease or this Work Letter, in no event shall Landlord be used only obligated to pay for (A) any moving costs or expenses related to Tenant's move-in or occupancy of the soft Premises, and/or (B) any costs or expenses associated with the purchase, installation or maintenance of any furniture (including, but not limited to, the cost of any reception desks, credenzas or chairs, whether identified on the Approved Pricing Plan or not), fixtures, equipment, art, cabling, audio/visual equipment, telecommunications systems, access controls, security systems and hard equipment, and/or signage related to Tenant's occupancy of the Premises (collectively, "Tenant's FF&E"). If the total costs incurred by Tenant to modify/remodel of the Building’s lobby pursuant to and Improvements do not exceed the Improvement Allowance, any remaining funds upon completion of the Improvements in accordance with the “Construction Drawings,” as that term is defined in Section 3.1 of this Work Letter, approved by Landlord in accordance with Working Drawings shall be the terms sole and conditions of this Work Letter. Any unused portion of the Lobby Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the separate property of Landlord and Tenant shall have no further right or claim thereto. In addition Notwithstanding anything to the Improvement Allowance and the Lobby Allowance, Landlord shall provide Tenant with an additional allowance contrary contained in an amount not to exceed Nine Thousand Five Hundred and 00/100 ($9,500.00) (the “Security Allowance”) payable by Landlord to Tenant upon Tenant’s written request, which Security Allowance shall be used only for the soft and hard costs incurred by Tenant to install security cameras within the interior and exterior of the Building access control systems in the Building, all pursuant to and in accordance with the Construction Drawings, approved by Landlord in accordance with the terms and conditions of this Work Letter. Any unused , Tenant shall not be entitled to any portion of the Security Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. In addition to the Improvement Allowance, the Lobby Allowance, and the Security Allowance, Landlord shall provide Tenant with an additional allowance in an amount not to exceed Eight Thousand Two Hundred and 00/100 ($8,200.00) (the “Suite 300 ADA Allowance”) payable by Landlord to Tenant upon Tenant’s written request, which Suite 300 ADA Allowance shall be used only for the soft and hard costs incurred by Tenant (in connection with the construction of the Improvements) to ensure that the Base Building serving Suite 300 is fully compliant with any applicable requirements of any applicable handicapped access laws pursuant to and in accordance with the Construction Drawings, approved by Landlord in accordance with the terms and conditions of this Work Letter. Any unused portion of the Suite 300 ADA Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. The Expansion Improvement Allowance, the Lobby Allowance, the Security Allowance, and the Suite 300 ADA Allowance shall be referred to herein, each individually and collectively as the context requires, as the “Improvement Allowance,” and the improvements to be constructed with all or a portion of the Improvement Allowance are collectively referred for a particular Phase for which Tenant has not submitted a request for disbursement to herein as Landlord in compliance with the “Improvements.” In no event shall Landlord be obligated to make disbursements pursuant to this Work Letter in requirements of Section 4.4 below on or before the event that Tenant fails to pay date which is twelve (12) months following the applicable Phase Lease Commencement Date (each, an "Allowance Deadline"), and any portion of the “Over-Allowance Amount,” as defined and required in Section 4.2.1 of this Work Letter, nor shall Landlord be obligated to pay a total amount to reimburse Tenant for the cost of any Improvements that exceeds the Improvement Allowance applicable thereto. Notwithstanding the foregoing or any contrary provision of the Lease, as amended, except as otherwise provided in Section 3.2 of this Work Letter, the Improvements shall be deemed Landlord’s property under the terms of the Lease, as amended. Any unused such remaining portion of the Improvement Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, applicable Allowance Deadline shall remain the property of with Landlord and Tenant shall have no further right thereto. Without limiting the foregoing, Tenant and Landlord contemplate that the Improvements to the Premises and Building listed in Schedule X will be included in the Final Plans and Final Working Drawingsas its sole property.

Improvement Allowance. Tenant Landlord shall be entitled to provide an improvement allowance in the amount of One Million Seven Hundred Seven Thousand Three Hundred Forty-Four ($1,707,344.00) (the “Expansion "Improvement Allowance”") for Tenant of up to $200,000.00 as reimbursement toward costs relating to the design approved by Landlord and construction of the incurred by Tenant in making any improvements to the Premises (the “Expansion Improvements”) (which, the parties acknowledge shall not include in preparation for Tenant’s furniture and personal property), including without limitation, such portion 's occupancy of the Premises outside the Expansion Premises(excluding furniture, as Tenant may elect to improve. The Expansion Improvement Allowance may also be used to make improvements to the Common Area fixtures and Building (includingequipment), without limitation, as described hereinbelow in this Section 2) to the extent specifically contemplated in the Amendment, subject to any approval or other standards set forth in the Amendment, and such which improvements shall otherwise be subject to all of the requirements contained in this Work Letter applicable to the Expansion Improvements. In addition to the Improvement Allowance, Landlord shall provide Tenant with an additional allowance in an amount not to exceed Twenty-Four Thousand Six Hundred and 00/100 Dollars ($24,600.00) (the “Lobby Allowance”) payable by Landlord to Tenant upon Tenant’s written request, which Lobby Allowance shall be used only for the soft and hard costs incurred by Tenant to modify/remodel the Building’s lobby pursuant to and made in accordance with the “Construction Drawings,” as that term is defined in Section 3.1 of this Work Letterall terms, approved by Landlord in accordance with the terms covenants and conditions of this Work LetterLease, including, but not limited to, the provisions of Article 9. Any unused portion of Landlord shall pay the Lobby Improvement Allowance that to Tenant has not timely and properly requested that Landlord disburse as of within thirty (30) days after the first anniversary of the Delivery Date, shall remain the property of Landlord and following events have occurred: (i) Tenant shall have no further right thereto. In addition to the Improvement Allowance provided Landlord with paid invoices and the Lobby Allowance, other evidence of such costs as Landlord shall provide Tenant with an additional allowance in an amount not to exceed Nine Thousand Five Hundred and 00/100 reasonably require, ($9,500.00ii) (the “Security Allowance”) payable by Landlord to Tenant upon Tenant’s written request, which Security Allowance shall be used only for the soft and hard costs incurred by Tenant to install security cameras within the interior and exterior of the Building access control systems in the Building, all pursuant to and in accordance with the Construction Drawings, approved by Landlord in accordance with the terms and conditions of this Work Letter. Any unused portion of the Security Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. In addition to the Improvement Allowanceprovided Landlord with appropriate affidavits, the Lobby Allowancesworn statements and lien waivers, and the Security Allowance, Landlord shall provide Tenant with an additional allowance in an amount not to exceed Eight Thousand Two Hundred have approved the same, and 00/100 ($8,200.00iii) (the “Suite 300 ADA Allowance”) payable by Landlord to Tenant upon Tenant’s written request, which Suite 300 ADA Allowance shall be used only for the soft and hard costs incurred by Tenant (in connection with the construction of the Improvements) to ensure that the Base Building serving Suite 300 is fully compliant with any applicable requirements of any applicable handicapped access laws pursuant to and in accordance with the Construction Drawings, approved by Landlord in accordance with the terms and conditions of this Work Letter. Any unused portion of the Suite 300 ADA Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right theretofaithfully complied with this Lease and shall not be in Default. The Expansion Improvement Allowance, the Lobby Allowance, the Security Allowance, and the Suite 300 ADA Allowance shall be referred to herein, each individually and collectively as the context requires, as the “Improvement Allowance,” and the improvements to be constructed with all or a Any portion of the Improvement Allowance are collectively referred to herein as not used for the “Improvements.” In no event shall purposes permitted herein, or for which Landlord be obligated to make disbursements pursuant to this Work Letter in the event that Tenant fails to pay any portion has not received evidence of the “Over-Allowance Amount,” costs thereof as defined provided herein within ninety (90) days after the Commencement Date, shall belong to Landlord, and required in Section 4.2.1 of Tenant shall receive no credit therefor. If Tenant shall Default under this Work Letter, nor shall Landlord be obligated to pay a total amount to reimburse Tenant for the cost of any Improvements that exceeds the Improvement Allowance applicable thereto. Notwithstanding the foregoing or any contrary provision of the Lease, as amended, except as otherwise provided in Section 3.2 of this Work Letter, the Improvements shall be deemed Lease following Landlord’s property under the terms of the Lease, as amended. Any unused portion 's payment of the Improvement Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery DateAllowance, shall remain the property of Landlord and Tenant shall have no further right thereto. Without limiting immediately pay Landlord the foregoing, Tenant and Landlord contemplate that unamortized amount theretofor paid hereunder (such amortization to be computed on a straight line basis over the Improvements to the Premises and Building listed in Schedule X will be included number of full calendar months in the Final Plans and Final Working Drawingsinitial Term hereunder following such payment with interest at the Default Rate).

Improvement Allowance. Landlord will reimburse Tenant shall be entitled up to an improvement allowance in the amount aggregate of One Million Seven Hundred Seven Thousand Three Hundred Forty-Four ($1,707,344.00) 248,346 (the “Expansion New Improvement Allowance”) for costs relating to the cost of design and construction of improvements in the Premises performed between the effective date of this Amendment and September 30, 2006. Landlord shall make such reimbursement on or after October 1, 2006 upon delivery to it of receipted bills, lien waivers and such other documentation as Landlord shall reasonably require. Landlord shall make all reimbursement payments due under this Section 5 within thirty (30) days of receipt of the required documentation from Tenant, but in no event prior to October 1, 2006. Construction of improvements to by Tenant shall comply with all terms and provisions of the Leases. Notwithstanding the above, so long as Tenant shall not then be in default under the Leases and provided that Tenant shall have expended and have been reimbursed for at least $198,676.80 of the New Improvement Allowance for costs of constructing Tenant’s leasehold improvements at the Premises (including the “Expansion Improvements”) (which, the parties acknowledge shall not include Tenant’s furniture and personal propertyinstallation of fixtures but excluding trade fixtures), including without limitationTenant shall have the right, such in lieu of receiving any remaining undisbursed portion of the Premises outside the Expansion Premises, as Tenant may elect to improve. The Expansion Improvement Allowance may also be used to make improvements to the Common Area and Building (including, without limitation, as described hereinbelow in this Section 2) to the extent specifically contemplated in the Amendment, subject to any approval or other standards set forth in the Amendment, and such improvements shall be subject to all of the requirements contained in this Work Letter applicable to the Expansion Improvements. In addition to the New Improvement Allowance, Landlord shall provide Tenant with an additional allowance in an amount not to exceed Twenty-Four Thousand Six Hundred and 00/100 Dollars ($24,600.00) (the “Lobby Allowance”) payable by Landlord to Tenant upon Tenant’s written request, which Lobby Allowance shall be used only for the soft and hard costs incurred by Tenant to modify/remodel the Building’s lobby pursuant to and in accordance with the “Construction Drawings,” as that term is defined in Section 3.1 of this Work Letter, approved by direct Landlord in accordance with writing to credit against its rental obligations under the terms and conditions of this Work Letter. Any unused Leases that arise after September 30, 2006 but prior to December 31, 2006 (but not thereafter) the remaining portion of the Lobby Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. In addition to the Improvement Allowance and the Lobby Allowance, Landlord shall provide Tenant with an additional allowance in an amount not to exceed Nine Thousand Five Hundred and 00/100 ($9,500.00) (the “Security Allowance”) payable by Landlord to Tenant upon Tenant’s written request, which Security Allowance shall be used only for the soft and hard costs incurred by Tenant to install security cameras within the interior and exterior of the Building access control systems in the Building, all pursuant to and in accordance with the Construction Drawings, approved by Landlord in accordance with the terms and conditions of this Work Letter. Any unused portion of the Security Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. In addition to the Improvement Allowance, the Lobby Allowance, and the Security Allowance, Landlord shall provide Tenant with an additional allowance in an amount not to exceed Eight Thousand Two Hundred and 00/100 ($8,200.00) (the “Suite 300 ADA Allowance”) payable by Landlord to Tenant upon Tenant’s written request, which Suite 300 ADA Allowance shall be used only for the soft and hard costs incurred by Tenant (in connection with the construction of the Improvements) to ensure that the Base Building serving Suite 300 is fully compliant with any applicable requirements of any applicable handicapped access laws pursuant to and in accordance with the Construction Drawings, approved by Landlord in accordance with the terms and conditions of this Work Letter. Any unused portion of the Suite 300 ADA Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. The Expansion Improvement Allowance, the Lobby Allowance, the Security Allowance, and the Suite 300 ADA Allowance shall be referred to herein, each individually and collectively as the context requires, as the “Improvement Allowance,” and the improvements to be constructed with all or a portion of the Improvement Allowance are collectively referred to herein as the “Improvements.” In no event shall Landlord be obligated to make disbursements pursuant to this Work Letter in the event that Tenant fails to pay any portion of the “Over-Allowance Amount,” as defined and required in Section 4.2.1 of this Work Letter, nor shall Landlord be obligated to pay a total amount to reimburse Tenant for the cost of any Improvements that exceeds the Improvement Allowance applicable thereto. Notwithstanding the foregoing or any contrary provision of the Lease, as amended, except as otherwise provided in Section 3.2 of this Work Letter, the Improvements shall be deemed Landlord’s property under the terms of the Lease, as amended. Any unused portion of the New Improvement Allowance that shall not have been reimbursed to Tenant has not timely and properly requested that Landlord disburse as of for construction costs (i.e., after the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant $198,676.80 amount referred to above shall have no further right thereto. Without limiting the foregoing, Tenant been expended and Landlord contemplate that the Improvements to the Premises and Building listed in Schedule X will be included in the Final Plans and Final Working Drawingsreimbursed as required above).

Improvement Allowance. Tenant shall be entitled to an a one-time improvement allowance (the “Improvement Allowance”) in the amount of One Million Seven Hundred Seven Thousand Three Hundred Forty-Four $13,227,600.00 (based on $1,707,344.00150.00 per rentable square foot of the Premises) for the costs relating to the initial design and construction of Tenant’s improvements which are permanently affixed to the Premises or exclusively serving the Premises) (the “Expansion Improvement Allowance”) for costs relating to the design and construction of the improvements to the Premises (the “Expansion Improvements”) (which, and for the parties acknowledge shall not include Tenant’s furniture and personal property), including without limitation, such portion of the Premises outside the Expansion Premises, as Tenant may elect to improve. The Expansion other Improvement Allowance may also be used to make improvements to the Common Area and Building (including, without limitation, as Items described hereinbelow in this Section 2) to the extent specifically contemplated in the Amendment, subject to any approval or other standards set forth in the Amendment, and such improvements shall be subject to all of the requirements contained in this Work Letter applicable to the Expansion Improvements. In addition to the Improvement Allowance, Landlord shall provide Tenant with an additional allowance in an amount not to exceed Twenty-Four Thousand Six Hundred and 00/100 Dollars ($24,600.00) (the “Lobby Allowance”) payable by Landlord to Tenant upon Tenant’s written request, which Lobby Allowance shall be used only for the soft and hard costs incurred by Tenant to modify/remodel the Building’s lobby pursuant to and in accordance with the “Construction Drawings,” as that term is defined in Section 3.1 of this Work Letter, approved by Landlord in accordance with the terms and conditions of this Work Letter. Any unused portion of the Lobby Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto2.2 below. In addition to the Improvement Allowance and the Lobby Allowance, Landlord shall provide Tenant with an additional allowance in an amount not subject to exceed Nine Thousand Five Hundred and 00/100 ($9,500.00) (the “Security Allowance”) payable by Landlord to Tenant upon Tenant’s written request, which Security Allowance shall be used only for the soft and hard costs incurred by Tenant to install security cameras within the interior and exterior of the Building access control systems in the Building, all pursuant to and in accordance with the Construction Drawings, approved by Landlord in accordance with the terms and conditions of this Work Letter. Any Section 1.2 above, Tenant shall be entitled to a one-time additional base building allowance (the “Base Building Allowance”) in the amount of $1,000,000.00 for the costs relating to the initial design and construction of the Base Building Improvements and for the other Improvement Allowance Items described in Section 2.2 below and it being agreed that any unused portion of the Security Base Building Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. In addition may be applied to the Improvement Allowance, Allowance Items otherwise relating to the Lobby Allowance, Tenant’s Improvements and the Security Allowance, Landlord shall provide Tenant with an additional allowance in an amount not to exceed Eight Thousand Two Hundred and 00/100 ($8,200.00) (the “Suite 300 ADA Allowance”) payable by Landlord to Tenant upon Tenant’s written request, which Suite 300 ADA Allowance shall be used only for the soft and hard costs incurred by Tenant (for exterior work, structural frames and/or footings, or other base building work performed by Tenant as part of the Improvements. In no event shall the Base Building Allowance be utilized toward the costs of Improvements except as provided above and in connection with no event shall the Improvement Allowance be used toward the cost of construction of the Base Building Improvements) to ensure that ; provided, however, both the Base Building serving Suite 300 is fully compliant with any applicable requirements of any applicable handicapped access laws pursuant to Allowance and in accordance with Improvement Allowance may be used toward the Construction Drawings, approved by Landlord in accordance with the terms and conditions of this Work Letter. Any unused portion of the Suite 300 ADA Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. The Expansion Improvement Allowance, the Lobby Allowance, the Security Allowance, and the Suite 300 ADA Allowance shall be referred to herein, each individually and collectively as the context requires, as the “Improvement Allowance,” and the improvements to be constructed with all or a portion costs of the Improvement Allowance are collectively referred to herein as the “Improvements.” Items. In no event shall Landlord be obligated to make disbursements pursuant to this Tenant Work Letter in the event that Tenant fails to pay any portion of the “Over-(including for Improvement Allowance Amount,” as defined and required Items described in Section 4.2.1 of this Work Letter, nor shall Landlord be obligated to pay 2.2. below) in a total amount to reimburse Tenant for the cost of any Improvements that which exceeds the Improvement Allowance applicable thereto. Notwithstanding the foregoing or any contrary provision of the Lease, as amended, except as otherwise provided in Section 3.2 of this Work LetterAllowance, the Improvements Base Building Allowance and the Test Fit Allowance. Further, in no event shall Tenant be deemed Landlord’s property under the terms of the Lease, as amended. Any unused entitled to any credit for any portion of the Improvement Allowance and/or the Base Building Allowance not used or requested by Tenant by the date that Tenant has not timely and properly requested that Landlord disburse as is eighteen (18) months after the latest to occur of (i) the first anniversary of the Delivery Pod 4 Portion Commencement Date or (ii) Pod 5 Commencement Date, shall remain as the property of case may be. In addition to the Improvement Allowance and Base Building Allowance, Landlord and Tenant shall have no further right thereto. Without limiting the foregoing, Tenant and Landlord contemplate that the Improvements hereby agrees to reimburse Architect to prepare a “test fit” plan for the Premises and Building listed in Schedule X will be included in one (1) revision thereto, up to $8,818.40 (based upon $0.10 per rentable square foot of the Final Plans and Final Working DrawingsPremises) (the “Test Fit Allowance”).

Improvement Allowance. Tenant Landlord shall be entitled to reimburse Tenant, as an improvement allowance in as follows: (i) the amount of actually expended for costs for Tenant’s Work on the first floor, not to exceed One Million Seven Hundred Seven Thousand Three Hundred Forty-Four ($1,707,344.00100,000.00) Dollars (“First Floor Allowance”); (ii) the amount actually expended for costs for Tenant’s Work on the second floor, not to exceed Twenty Five Thousand ($25,000.00) Dollars; and (iii) the amount actually expended for costs for ▇▇▇▇▇▇’s Work made on the third floor, not to exceed Twenty Five Thousand ($25,000.00) Dollars (the “Expansion Improvement Allowance”) for costs relating ). The Improvement Allowance with respect to the design first floor shall be paid pursuant to the Draw Schedule attached hereto as Exhibit 6 and in accordance with standard construction loan disbursement requirements utilized by an institutional lender doing business in Palm Beach County, Florida, including Landlord’s receipt of the improvements following, each in form and substance satisfactory to Landlord: (i) a timely request for an advance, together with all required supporting documentation; (ii) Landlord obtaining a title search through the date of the advance and insuring that, except as previously approved by Landlord in writing, there has been no change in the status of title to the Premises Leased Premises; (the “Expansion Improvements”iii) (which, the parties acknowledge shall not include a satisfactory inspection by Landlord verifying that Tenant’s furniture Work for which the advance is requested has been completed in accordance with the Approved Plans; and personal property)(iv) such other documents, instruments, information, agreements and certificates as Landlord may reasonably require, including without limitation, such portion the documents listed below. The Improvement Allowance with respect to the first floor shall be paid within ten (10) days after receipt of items (i) – (iv). Landlord shall retain ten percent (10%) of the Premises outside First Floor Allowance until the Expansion Premises, as Tenant may elect to improve. The Expansion Improvement Allowance may also be used to make improvements to final draw and receipt of all of the Common Area information and Building (including, without limitation, as described hereinbelow in this Section 2) to the extent specifically contemplated in the Amendment, subject to any approval or other standards documents set forth in the Amendmentfollowing paragraph. Except as provided above, and such improvements shall be subject to all of the requirements contained in this Work Letter applicable to the Expansion Improvements. In addition to the Improvement Allowance, Landlord shall provide Tenant with an additional allowance in an amount not to exceed Twenty-Four Thousand Six Hundred and 00/100 Dollars ($24,600.00) (the “Lobby Allowance”) payable by Landlord to Tenant upon Tenant’s written request, which Lobby Allowance shall be used only for the soft and hard costs incurred by Tenant to modify/remodel the Building’s lobby pursuant to and in accordance with the “Construction Drawings,” as that term is defined in Section 3.1 of this Work Letter, approved by Landlord in accordance with the terms and conditions of this Work Letter. Any unused portion of the Lobby Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. In addition to the Improvement Allowance with respect to the second and third floor shall be paid pursuant to the Lobby Allowance, Landlord shall provide Tenant with an additional allowance in an amount not to exceed Nine Thousand Five Hundred Draw Schedule attached hereto as Exhibit 6 and 00/100 within ten ($9,500.0010) days after the later of: (the “Security Allowance”i) payable by Landlord to Tenant upon completion of Tenant’s written request, which Security Allowance shall be used only for Work on the soft particular floor; and hard costs incurred by Tenant to install security cameras within the interior and exterior of the Building access control systems in the Building, all pursuant to and in accordance with the Construction Drawings, approved by Landlord in accordance with the terms and conditions of this Work Letter. Any unused portion of the Security Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. In addition to the Improvement Allowance, the Lobby Allowance, and the Security Allowance, Landlord shall provide Tenant with an additional allowance in an amount not to exceed Eight Thousand Two Hundred and 00/100 ($8,200.00ii) (the “Suite 300 ADA Allowance”) payable by Landlord to Tenant upon Tenant’s written requestfurnishing the following to Landlord: (a) an invoice with paid receipts evidencing payment of not less than the applicable Draw; and (b) lien releases from all such contractors, which Suite 300 ADA Allowance shall be used only for the soft subcontractors, suppliers and hard costs incurred by Tenant (in connection with the construction of the Improvements) to ensure materialmen that the Base Building serving Suite 300 is fully compliant with any applicable requirements of any applicable handicapped access laws pursuant to and in accordance with the Construction Drawings, approved by Landlord in accordance with the terms and conditions of this performed Tenant’s Work Letter. Any unused portion of the Suite 300 ADA Allowance so that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. The Expansion Improvement Allowance, the Lobby Allowance, the Security Allowance, and the Suite 300 ADA Allowance shall be referred to herein, each individually and collectively as the context requires, as the “Improvement Allowance,” and the improvements to be constructed with all or a portion of the Improvement Allowance are collectively referred to herein as the “Improvementsmechanic’s lien can exist under Applicable Laws.” In no event shall Landlord be obligated to make disbursements pursuant to this Work Letter in the event that Tenant fails to pay any portion of the “Over-Allowance Amount,” as defined and required in Section 4.2.1 of this Work Letter, nor shall Landlord be obligated to pay a total amount to reimburse Tenant for the cost of any Improvements that exceeds the Improvement Allowance applicable thereto. Notwithstanding the foregoing or any contrary provision of the Lease, as amended, except as otherwise provided in Section 3.2 of this Work Letter, the Improvements shall be deemed Landlord’s property under the terms of the Lease, as amended. Any unused portion of the Improvement Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. Without limiting the foregoing, Tenant and Landlord contemplate that the Improvements to the Premises and Building listed in Schedule X will be included in the Final Plans and Final Working Drawings.

Improvement Allowance. Tenant shall be entitled to an a one-time improvement allowance (the “Improvement Allowance”) in the amount of One Million Seven Hundred Seven Thousand Three Hundred Forty-Four $620,572.40 (based on $1,707,344.00) (25.10 per rentable square foot of the “Expansion Improvement Allowance”Premises) for the costs relating to the initial design and construction of the Tenant’s improvements which are permanently affixed to the Premises (the “Expansion Improvements”) (which, and the parties acknowledge shall not include Tenant’s furniture and personal property), including without limitation, such portion of the Premises outside the Expansion Premises, as Tenant may elect to improve. The Expansion Improvement Allowance may also be used to make improvements to the Common Area and Building (including, without limitation, as other items described hereinbelow in this Section 2) to the extent specifically contemplated in the Amendment, subject to any approval or other standards set forth in the Amendment, and such improvements shall be subject to all of the requirements contained in this Work Letter applicable to the Expansion Improvements. In addition to the Improvement Allowance, Landlord shall provide Tenant with an additional allowance in an amount not to exceed Twenty-Four Thousand Six Hundred and 00/100 Dollars ($24,600.00) (the “Lobby Allowance”) payable by Landlord to Tenant upon Tenant’s written request, which Lobby Allowance shall be used only for the soft and hard costs incurred by Tenant to modify/remodel the Building’s lobby pursuant to and in accordance with the “Construction Drawings,” as that term is defined in Section 3.1 2.2 of this Work Letter, approved by Landlord in accordance with the terms and conditions of this Tenant Work Letter. Any unused portion of the Lobby Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. In addition to the Improvement Allowance and the Lobby Allowance, Landlord shall provide Tenant with an additional allowance in an amount not to exceed Nine Thousand Five Hundred and 00/100 ($9,500.00) (the “Security Allowance”) payable by Landlord to Tenant upon Tenant’s written request, which Security Allowance shall be used only for the soft and hard costs incurred by Tenant to install security cameras within the interior and exterior of the Building access control systems in the Building, all pursuant to and in accordance with the Construction Drawings, approved by Landlord in accordance with the terms and conditions of this Work Letter. Any unused portion of the Security Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. In addition to the Improvement Allowance, the Lobby Allowance, and the Security Allowance, Landlord shall provide Tenant with an additional allowance in an amount not to exceed Eight Thousand Two Hundred and 00/100 ($8,200.00) (the “Suite 300 ADA Allowance”) payable by Landlord to Tenant upon Tenant’s written request, which Suite 300 ADA Allowance shall be used only for the soft and hard costs incurred by Tenant (in connection with the construction of the Improvements) to ensure that the Base Building serving Suite 300 is fully compliant with any applicable requirements of any applicable handicapped access laws pursuant to and in accordance with the Construction Drawings, approved by Landlord in accordance with the terms and conditions of this Work Letter. Any unused portion of the Suite 300 ADA Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. The Expansion Improvement Allowance, the Lobby Allowance, the Security Allowance, and the Suite 300 ADA Allowance shall be referred to herein, each individually and collectively as the context requires, as the “Improvement Allowance,” and the improvements to be constructed with all or a portion of the Improvement Allowance are collectively referred to herein as the “Improvements.” In no event shall Landlord be obligated to make disbursements pursuant to this Tenant Work Letter in the event that Tenant fails to pay any portion of the “Over-Allowance Amount,” as defined and required in Section 4.2.1 of this Work Letter, nor shall Landlord be obligated to pay a total amount to reimburse Tenant for the cost of any Improvements that which exceeds the Improvement Allowance applicable thereto. Notwithstanding the foregoing or and in no event shall Tenant be entitled to any contrary provision of the Lease, as amended, except as otherwise provided in Section 3.2 of this Work Letter, the Improvements shall be deemed Landlord’s property under the terms of the Lease, as amended. Any credit for any unused portion of the Improvement Allowance that not used by Tenant has not timely and properly requested that by December 31, 2007. Landlord disburse as shall be permitted to construct the Improvements during Tenant’s occupancy of the first anniversary Premises. Tenant hereby agrees that the construction of the Delivery Date, Improvements shall remain in no way constitute a constructive eviction of Tenant or entitle Tenant to any abatement of rent payable pursuant to the property of Lease. Landlord and Tenant shall have no further right thereto. Without limiting the foregoingresponsibility for, or for any reason be liable to, Tenant and for any direct or indirect injury to or interference with Tenant’s business arising from the construction of the Improvements, nor shall Tenant be entitled to any compensation or damages from Landlord contemplate that for loss of the use of the whole or any part of the Premises or of Tenant’s personal property or improvements resulting from the construction of the Improvements to or Landlord’s or Landlord’s contractor’s or agent’s actions in connection with the Premises and Building listed in Schedule X will be included in construction of the Final Plans and Final Working Drawings.Improvements, or for any inconvenience or

Improvement Allowance. a. Landlord shall make available to Tenant shall be entitled to an improvement allowance in the amount of One Million Seven Hundred Seven up to Thirty Thousand Three Hundred Forty-Four and No/100 Dollars ($1,707,344.0030,000.00) (the “Expansion Improvement Allowance”) for costs relating to be applied to the design and construction cost of performing the Conversion Work and/or other appropriate improvements to the Premises (the collectively, “Expansion ImprovementsImprovement Work”) (which, the parties acknowledge ). All Improvement Work shall not include be performed by Tenant’s furniture contractor, at Tenant’s sole cost and personal property), including without limitation, such portion of the Premises outside the Expansion Premises, as Tenant may elect to improve. The Expansion Improvement Allowance may also be used to make improvements to the Common Area and Building expense (including, without limitation, as described hereinbelow in this Section 2) to the extent specifically contemplated in the Amendment, subject to any approval or other standards set forth in the Amendment, and such improvements shall be subject to all of the requirements contained in this Work Letter applicable to the Expansion Improvements. In addition Landlord’s obligations with respect to the Improvement Allowance). In addition, Landlord Tenant shall provide Tenant with an additional allowance promptly (but in an amount not to exceed Twentyany event within thirty (30) days after written demand therefor) reimburse Landlord, as Additional Rent, for any out-Four Thousand Six Hundred and 00/100 Dollars ($24,600.00) (the “Lobby Allowance”) payable by Landlord to Tenant upon Tenant’s written request, which Lobby Allowance shall be used only for the soft and hard of-pocket costs incurred by Landlord by reason of faulty work done by Tenant to modify/remodel the Building’s lobby pursuant to and in accordance with the “Construction Drawings,” as or its general contractor, architect (if any) or subcontractors or inadequate clean-up, provided, however, that term is defined in Section 3.1 of this Work Letter, approved by Landlord in accordance with the terms and conditions of this Work Letter. Any unused portion of the Lobby Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. In addition prior to the Improvement Allowance and Deadline (as defined below), any remaining Improvement Allowance that is still available after completion of the Lobby Allowance, Landlord Improvement Work may be applied to such costs. b. Tenant shall provide Tenant with an additional allowance in an amount not to exceed Nine Thousand Five Hundred and 00/100 have until the date that is twelve ($9,500.0012) months after the Amendment Effective Date (the “Security AllowanceImprovement Allowance Deadline”) payable by Landlord to Tenant upon Tenant’s written request, which Security Allowance shall be used only for expend the soft and hard costs incurred by Tenant to install security cameras within the interior and exterior of the Building access control systems in the Building, all pursuant to and in accordance with the Construction Drawings, approved by Landlord in accordance with the terms and conditions of this Work Letter. Any unused portion of the Security Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. In addition to the Improvement Allowance, the Lobby Allowance, and the Security Allowance, Landlord shall provide Tenant with an additional allowance in an amount not to exceed Eight Thousand Two Hundred and 00/100 ($8,200.00) (the “Suite 300 ADA Allowance”) payable by Landlord to Tenant upon Tenant’s written request, which Suite 300 ADA Allowance shall be used only for the soft and hard costs incurred by Tenant (in connection with the construction of the Improvements) to ensure that the Base Building serving Suite 300 is fully compliant with any applicable requirements of any applicable handicapped access laws pursuant to and in accordance with the Construction Drawings, approved by Landlord in accordance with the terms and conditions of this Work Letter. Any unused portion of the Suite 300 ADA Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. The Expansion Improvement Allowance, the Lobby Allowance, the Security Allowance, and the Suite 300 ADA Allowance shall be referred to herein, each individually and collectively as the context requires, as the “Improvement Allowance,” and the improvements to be constructed with all or a portion of the Improvement Allowance are collectively referred to herein as the “Improvements.” In no event shall Landlord be obligated to make disbursements pursuant to this Work Letter in the event that Tenant fails to pay any portion of the “Over-Allowance Amount,” as defined and required in Section 4.2.1 of this Work Letter, nor shall Landlord be obligated to pay a total amount to reimburse Tenant for the cost of any Improvements that exceeds the Improvement Allowance applicable thereto. Notwithstanding the foregoing or any contrary provision of the Lease, as amended, except as otherwise provided in Section 3.2 of this Work Letter, the Improvements shall be deemed Landlord’s property under the terms of the Lease, as amended. Any unused portion of the Improvement Allowance, after which date Landlord’s obligation to fund such costs shall expire. In no event shall any unused Improvement Allowance entitle Tenant to a credit against Rent payable under the Lease. c. Upon submission by Tenant to Landlord of (i) a statement (a “Fund Request”) setting forth the total amount of the Improvement Allowance requested, (ii) a summary of the Improvement Work performed using AIA standard form Application for Payment (G 702) executed by the general contractor and by the architect (if applicable), (iii) invoices from the general contractor, the architect (if applicable), and any subcontractors, material suppliers and other parties requesting payment with respect to the amount of the Improvement Allowance then being requested, (iv) unconditional lien releases from the general contractor, the architect (if applicable) and each subcontractor and material supplier with respect to previous payments made by either Landlord or Tenant for the Improvement Work in a form acceptable to Landlord and complying with Applicable Laws, and (v) except with respect to the final Fund Request, conditional lien releases from the general contractor, the architect (if applicable) and each subcontractor and material supplier with respect to the Improvement Work performed that correspond to the Fund Request each in a form acceptable to Landlord and complying with Applicable Laws, then Landlord shall, within thirty (30) days following receipt by Landlord of a Fund Request and the accompanying materials required by this Section, pay to (as elected by Landlord) the applicable contractors, architect (if any), subcontractors and material suppliers or Tenant (for reimbursement for payments made by Tenant to such contractors, architect, subcontractors or material suppliers as a result of Tenant’s decision to pay for the Improvement Work itself and later seek reimbursement from Landlord in the form of one lump sum payment), the amount of the Improvement Work costs set forth in such Fund Request. Notwithstanding anything in this Section to the contrary, Tenant shall not submit a Fund Request for the Improvement Work more often than every thirty (30) days. Any additional Fund Requests submitted by Tenant shall be void and of no force or effect. d. The general contractor, architect (if any) and subcontractors responsible for the construction of the Improvement Work shall be selected by Tenant and approved by Landlord, which approval Landlord shall not unreasonably withhold, condition or delay. Landlord may refuse to use any general contractor, architect (if any), subcontractors or material suppliers that Landlord reasonably believes could cause labor disharmony or may not have sufficient experience, in Landlord’s reasonable opinion, to perform work in an occupied Class “A” laboratory research building and in tenant-occupied lab areas. All Tenant contracts related to the Improvement Work shall provide that Tenant has not timely may assign such contracts and properly requested that any warranties with respect to the Improvement Work to Landlord disburse as at any time. e. Tenant, at its sole cost and expense (except for the Improvement Allowance) shall perform the Improvement Work in compliance with Applicable Laws, the requirements of Tenant’s insurance carriers, the requirements of Landlord’s insurance carriers (to the extent Landlord provides its insurance carriers’ requirements to Tenant) and the board of fire underwriters having jurisdiction over the Premises. Sections 17.1, 17.2, 17.3, 17.4, 17.5, 17.10, 17.11, 17.12 and 17.13 of the first anniversary of the Delivery Date, Existing Lease shall remain the property of Landlord and Tenant shall have no further right thereto. Without limiting the foregoing, Tenant and Landlord contemplate that the Improvements apply to the Premises and Building listed in Schedule X will be included in the Final Plans and Final Working DrawingsImprovement Work.

Improvement Allowance. Tenant shall be entitled to an improvement allowance in the amount of One Million Seven Hundred Seven Thousand Three Hundred Forty-Four ($1,707,344.00) (the “Expansion Improvement Allowance”) for costs relating Subject to the design and construction terms of the improvements to the Premises (the “Expansion Improvements”) (which, the parties acknowledge shall not include Tenant’s furniture and personal property), including without limitation, such portion of the Premises outside the Expansion Premises, as Tenant may elect to improve. The Expansion Improvement Allowance may also be used to make improvements to the Common Area and Building (including, without limitation, as described hereinbelow in this Section 2) to the extent specifically contemplated in the Amendment, subject to any approval or other standards set forth in the Amendment, and such improvements shall be subject to all of the requirements contained in this Work Letter applicable to the Expansion Improvements. In addition to the Improvement Allowance9.3.2, Landlord shall provide Tenant with an additional improvement allowance in an amount not of up to exceed Twenty-Four Thousand Six Hundred and 00/100 Dollars ($24,600.00) (the “Lobby Allowance”) payable by Landlord to Tenant upon Tenant’s written request, which Lobby Allowance shall be used only for the soft and hard costs incurred by Tenant to modify/remodel the Building’s lobby pursuant to and in accordance with the “Construction Drawings,” as that term is defined in Section 3.1 of this Work Letter, approved by Landlord in accordance with the terms and conditions of this Work Letter. Any unused portion of the Lobby Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. In addition to the Improvement Allowance and the Lobby Allowance, Landlord shall provide Tenant with an additional allowance in an amount not to exceed Nine Thousand Five Hundred and 00/100 ($9,500.00) (the “Security Allowance”) payable by Landlord to Tenant upon Tenant’s written request, which Security Allowance shall be used only for the soft and hard costs incurred by Tenant to install security cameras within the interior and exterior of the Building access control systems [***] in the Building, all pursuant to and in accordance with the Construction Drawings, approved by Landlord in accordance with the terms and conditions of this Work Letter. Any unused portion of the Security Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. In addition to the Improvement Allowance, the Lobby Allowance, and the Security Allowance, Landlord shall provide Tenant with an additional allowance in an amount not to exceed Eight Thousand Two Hundred and 00/100 aggregate ($8,200.00) (the “Suite 300 ADA Allowance”) payable by Landlord to Tenant upon Tenant’s written request, which Suite 300 ADA Allowance shall be used only for the soft and hard costs incurred by Tenant (in connection with the construction of the Improvements) to ensure that the Base Building serving Suite 300 is fully compliant with any applicable requirements of any applicable handicapped access laws pursuant to and in accordance with the Construction Drawings, approved by Landlord in accordance with the terms and conditions of this Work Letter. Any unused portion of the Suite 300 ADA Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. The Expansion Improvement Allowance, the Lobby Allowance, the Security Allowance, and the Suite 300 ADA Allowance shall be referred to herein, each individually and collectively as the context requires, as the “Improvement Allowance,” ”) for Initial Alterations (defined below) completed by or on behalf of Tenant at Tenant’s cost pursuant to the terms of this Lease or the [***] Lease (excluding the purchase or installation of any Equipment or other Tenant’s Personal Property that is or may be removable by Tenant at the end of the Term pursuant to Section 13.2, below, unless expressly included within the definition of Tenant Datacenter Space Installations). For the avoidance of doubt, the Improvement Allowance set forth in this Lease constitutes the same improvement allowance as set forth in the [***] Lease (not an additional improvement allowance) and may be used for either the Datacenter Space or the [***] Datacenter Space at Tenant’s election; provided, however, the Improvement Allowance shall be apportioned between the Datacenter Space and the improvements [***] Datacenter Space based on the kW attributable to be constructed with all or a each space for purposes of the calculation of additional Base Rent. The portion of the Improvement Allowance are collectively referred apportioned to herein the Datacenter Space as set forth in this Section 9.3.2 (a) shall be amortized over the “Improvements.” In no event shall Landlord be obligated to make disbursements pursuant to this Work Letter in the event that Tenant fails to pay any portion Initial Term on a straight line basis with three percent (3%) increases on each anniversary of the “Over-Commencement Date and (b) shall be added to Base Rent payable during the Initial Term as set forth in Item 8(a) of the Basic Lease Information. The Improvement Allowance Amount,” shall be used as defined follows: [***] Information has been omitted and required in Section 4.2.1 of this Work Letter, nor submitted separately to the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions. 9.3.2.1. Landlord shall Landlord be obligated to pay a total amount to reimburse Tenant for the cost of any Improvements that exceeds apply the Improvement Allowance applicable theretotoward the Tenant Installation Costs pursuant to Section 4.1.5, above. 9.3.2.2. Notwithstanding If the foregoing or any contrary provision Improvement Allowance is not full utilized pursuant to Section 9.3.2.1 above, then, during the period of time between completion of the Lease, as amended, except as otherwise provided in Section 3.2 of this Work Letter, Tenant Datacenter Space Installations and the Improvements shall be deemed Landlord’s property under the terms end of the Leasefirst nine (9) months of the Initial Term, as amendedtime being of the essence, Tenant may request, in which event Landlord shall provide within thirty (30) days thereafter, up to the entire amount of the unused Improvement Allowance to be used for additional Initial Alterations, on a reimbursement basis only, following delivery to Landlord of copies of all pertinent invoices, billing statements evidencing payment in full and executed unconditional waivers and releases of lien rights from all contractors, subcontractors and materialmen providing services or materials for such Initial Alterations. Any unused Following the first nine (9) months of the Initial Term, time being of the essence, any portion of the Improvement Allowance that for which Tenant has not timely and properly requested that reimbursement or has not provided the requested documentation to Landlord disburse as set forth herein shall be deemed to be forfeited by Tenant. 9.3.2.3. Notwithstanding anything to the contrary herein, in no event shall Tenant be eligible to receive all or any portion of the first anniversary Improvement Allowance if, on the date on which Tenant requests reimbursement for completed Initial Alterations, there shall be an uncured Event of the Delivery Date, shall remain the property Default by Tenant under this Lease or if more than two (2) Events of Landlord and Tenant Default shall have no further right thereto. Without limiting occurred during the foregoing, Tenant and Landlord contemplate that the Improvements twelve (12) month period prior to the date on which Tenant requests reimbursement hereunder. 9.3.2.4. For purposes of this Section 9.3.2, the term “Initial Alterations” shall mean all initial installations and Alterations needed for Tenant to begin using the Premises and Building listed for the Permitted Use (including, without limitation, the Tenant Datacenter Space Installations), as determined by Landlord in Schedule X will be included in the Final Plans and Final Working Drawingsits discretion.

Improvement Allowance. Tenant shall be entitled to an improvement allowance in the amount of One Million Seven Hundred Seven Thousand Three Hundred Forty-Four ($1,707,344.00) (the “Expansion Improvement Allowance”) for costs relating to the design and construction of the improvements to in the Premises (the “Expansion Improvements”) (which, the parties acknowledge shall not include Tenant’s furniture and personal property), including without limitation, such portion of the Premises outside the Expansion Premises, as Tenant may elect to improve. The Expansion Improvement Allowance may also be used to make improvements to the Common Area and Building (including, without limitation, as described hereinbelow in this Section 2) to the extent specifically contemplated in the Amendment, subject to any approval or other standards set forth in the Amendment, and such improvements shall be subject to all of the requirements contained in this Work Letter applicable to the Expansion Improvements. In addition to the Improvement Allowance, Landlord shall provide Tenant with an additional allowance in an amount not equal to exceed TwentyTen Thousand Eight Hundred Seventy-Four Thousand Six Hundred Five and 00/100 No/100 Dollars ($24,600.0010,875.00) (i.e. $2.50 per rentable square foot of the Premises) (the “Lobby Improvement Allowance”) payable by Landlord to Tenant upon Tenant’s written request), which Lobby Improvement Allowance shall may be used only utilized by Tenant for the soft costs of the Improvements at any time through and hard costs incurred by Tenant to modify/remodel the Building’s lobby pursuant to and in accordance with the “Construction Drawings,” as that term is defined in Section 3.1 of this Work Letterincluding March 31, approved by Landlord in accordance with the terms and conditions of this Work Letter2006. Any unused portion of the Lobby Improvement Allowance that Tenant which has not timely and properly requested that Landlord disburse been spent as of the first anniversary of the Delivery DateApril 1, 2006 shall remain the property of revert to Landlord and Tenant shall have no further right rights thereto. In addition to the Improvement Allowance and the Lobby Allowance, Landlord shall provide Tenant with an additional allowance in an amount not to exceed Nine Thousand Five Hundred and 00/100 ($9,500.00) (the “Security Allowance”) payable by Landlord to Tenant upon Tenant’s written request, which Security Allowance shall be used only for the soft and hard Any costs incurred by Tenant to install security cameras within the interior and exterior in connection with Tenant’s construction of the Building access control systems Improvements which are in the Building, all pursuant to and in accordance with the Construction Drawings, approved by Landlord in accordance with the terms and conditions of this Work Letter. Any unused portion excess of the Security Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. In addition to the Improvement Allowance, the Lobby Allowance, and the Security Allowance, Landlord shall provide Tenant with an additional allowance in an amount not to exceed Eight Thousand Two Hundred and 00/100 ($8,200.00) (the “Suite 300 ADA Allowance”) payable by Landlord to Tenant upon Tenant’s written request, which Suite 300 ADA Allowance shall be used only paid for by Tenant. The Improvement Allowance shall be disbursed by Landlord pursuant to Landlord’s reasonable disbursement process (which shall include, without limitation, the soft requirement that Tenant provide invoices and hard mechanics’ lien releases acceptable to Landlord) for costs incurred by Tenant (in connection with related to the construction of the Improvements. Tenant shall not be charged a supervision fee in connection with Tenant’s construction of the Improvements; provided, however, that Tenant shall reimburse Landlord within thirty (30) to ensure that the Base Building serving Suite 300 is fully compliant with days of Tenant’s receipt of an invoice for any applicable requirements of any applicable handicapped access laws pursuant to and in accordance with the Construction Drawings, approved out-of-pocket costs actually incurred by Landlord in accordance connection with the terms and conditions of this Work Letter. Any unused portion Tenant’s construction of the Suite 300 ADA Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. The Expansion Improvement Allowance, the Lobby Allowance, the Security Allowance, and the Suite 300 ADA Allowance shall be referred to herein, each individually and collectively as the context requires, as the “Improvement Allowance,” and the improvements to be constructed with all or a portion of the Improvement Allowance are collectively referred to herein as the “Improvements.” In no event shall Landlord be obligated to make disbursements pursuant to this Work Letter in the event that Tenant fails to pay any portion of the “Over-Allowance Amount,” as defined and required in Section 4.2.1 of this Work Letter, nor shall Landlord be obligated to pay a total amount to reimburse Tenant for the cost of any Improvements that exceeds the Improvement Allowance applicable thereto. Notwithstanding the foregoing or any contrary provision of the Lease, as amended, except as otherwise provided in Section 3.2 of this Work Letter, the Improvements shall be deemed Landlord’s property under the terms of the Lease, as amended. Any unused portion of the Improvement Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. Without limiting the foregoing, Tenant and Landlord contemplate that the Improvements to the Premises and Building listed in Schedule X will be included in the Final Plans and Final Working Drawings.

Improvement Allowance. Provided the Tenant is not then in default, the Landlord shall pay to the Tenant, once only as a contribution toward the cost of the Phase V Work to be entitled carried out by the Tenant pursuant to Article 18, an improvement allowance in the amount of One Million Seven Hundred Seven Thousand Three Hundred Forty-Four and Twenty Dollars ($1,707,344.00120) (multiplied by the “Expansion Improvement Allowance”) for costs relating number of square feet comprising the Area of the Leased Premises. Such improvement allowance shall be paid to the design and construction Tenant upon the later of: (a) the Completion of the improvements Phase V Work; (b) the expiration of all applicable statutory construction lien periods with respect to the Premises Phase V Work; (c) receipt by the “Expansion Improvements”Landlord from the Tenant of each of the following: (i) (whicha statutory declaration of an officer of the Tenant that the Phase V Work has been Completed, the parties acknowledge shall not include Tenant’s furniture statutory construction lien periods with respect to the Phase V Work have expired and personal property)no liens are outstanding, all accounts for work, services and material have been paid and that the Tenant has met all its obligations to its contractors, subcontractors and suppliers with respect to the Phase V Work; (ii) evidence of compliance with the requirements of the Province of Ontario with regard to worker's compensation insurance including all payments due thereunder; (iii) evidence in a form satisfactory to the Landlord, acting reasonably, that the Phase V Lands comply with all applicable zoning provisions as a stand-alone parcel of land so as to permit the financing and re- sale of the Phase V Lands as a separate parcel of land, including without limitation, such portion of the Premises outside the Expansion Premisesif required, as Tenant may elect to improve. The Expansion Improvement Allowance may also be used to make improvements to the Common Area an access and Building (including, without limitation, as described hereinbelow in this Section 2) to the extent specifically contemplated in the Amendment, subject to any approval or other standards set forth in the Amendment, and such improvements shall be subject to all of the requirements contained in this Work Letter applicable to the Expansion Improvements. In addition to the Improvement Allowance, Landlord shall provide Tenant with an additional allowance in an amount not to exceed Twenty-Four Thousand Six Hundred and 00/100 Dollars ($24,600.00) (the “Lobby Allowance”) payable by Landlord to Tenant upon Tenant’s written request, which Lobby Allowance shall be used only for the soft and hard costs incurred by Tenant to modify/remodel the Building’s lobby pursuant to and parking arrangement in accordance with the “Construction Drawings,” as that term is defined in Section 3.1 subdivision control provisions of this Work Letter, approved by Landlord in accordance the Planning Act (Ontario) with the terms and conditions of this Work Letter. Any unused portion Landlord as owner of the Lobby Allowance adjoining parcels of lands (it being agreed and understood by the parties that Tenant has not timely such parking and properly requested that Landlord disburse as access may have to be located on such adjoining lands notwithstanding anything in this Lease to the contrary), a minor variance of the first anniversary setback requirement of the Delivery Datemunicipality, shall remain and a minor variance to the property applicable zoning bylaw or a zoning bylaw amendment, as applicable, permitting the whole of Landlord the Leased Premises to be used for office purposes, in each case at the sole cost and expense of the Tenant and on terms satisfactory to the Landlord, acting reasonably; and (iv) if requested by the Landlord, copies of all contracts, subcontracts, invoices and any other documentation which evidences the cost of the Phase V Work; and (d) the Tenant shall have commenced carrying on business from the Leased Premises. Concurrent with the payment of the improvement allowance, the Tenant shall deliver to the Landlord a waiver in writing of the Tenant's Option (as defined in section 19.2 of this Lease) confirming that the Option is void and of no further right thereto. In addition to the Improvement Allowance and the Lobby Allowance, Landlord shall provide Tenant with an additional allowance in an amount not to exceed Nine Thousand Five Hundred and 00/100 ($9,500.00) (the “Security Allowance”) payable by Landlord to Tenant upon Tenant’s written request, which Security Allowance shall be used only for the soft and hard costs incurred by Tenant to install security cameras within the interior and exterior of the Building access control systems in the Building, all pursuant to and in accordance with the Construction Drawings, approved by Landlord in accordance with the terms and conditions of this Work Letter. Any unused portion of the Security Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. In addition to the Improvement Allowance, the Lobby Allowance, and the Security Allowance, Landlord shall provide Tenant with an additional allowance in an amount not to exceed Eight Thousand Two Hundred and 00/100 ($8,200.00) (the “Suite 300 ADA Allowance”) payable by Landlord to Tenant upon Tenant’s written request, which Suite 300 ADA Allowance shall be used only for the soft and hard costs incurred by Tenant (in connection with the construction of the Improvements) to ensure that the Base Building serving Suite 300 is fully compliant with any applicable requirements of any applicable handicapped access laws pursuant to and in accordance with the Construction Drawings, approved by Landlord in accordance with the terms and conditions of this Work Letter. Any unused portion of the Suite 300 ADA Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. The Expansion Improvement Allowance, the Lobby Allowance, the Security Allowance, and the Suite 300 ADA Allowance shall be referred to herein, each individually and collectively as the context requires, as the “Improvement Allowance,” and the improvements to be constructed with all force or a portion of the Improvement Allowance are collectively referred to herein as the “Improvementseffect.” In no event shall Landlord be obligated to make disbursements pursuant to this Work Letter in the event that Tenant fails to pay any portion of the “Over-Allowance Amount,” as defined and required in Section 4.2.1 of this Work Letter, nor shall Landlord be obligated to pay a total amount to reimburse Tenant for the cost of any Improvements that exceeds the Improvement Allowance applicable thereto. Notwithstanding the foregoing or any contrary provision of the Lease, as amended, except as otherwise provided in Section 3.2 of this Work Letter, the Improvements shall be deemed Landlord’s property under the terms of the Lease, as amended. Any unused portion of the Improvement Allowance that Tenant has not timely and properly requested that Landlord disburse as of the first anniversary of the Delivery Date, shall remain the property of Landlord and Tenant shall have no further right thereto. Without limiting the foregoing, Tenant and Landlord contemplate that the Improvements to the Premises and Building listed in Schedule X will be included in the Final Plans and Final Working Drawings.