Common use of Improvement Allowance Clause in Contracts

Improvement Allowance. a. Landlord shall contribute the Improvement Allowance towards the Improvement Costs in accordance with the terms of this Section. All Improvement Costs incurred by Landlord shall be deducted from the Improvement Allowance, and applied by Landlord to pay the Improvement Costs, as such costs are incurred. The Improvement Allowance shall remain available to be used by Tenant through December 31, 2018 (the “Allowance Expiration Date”). Any portion of the Improvement Allowance remaining unused after the Allowance Expiration Date shall be retained by Landlord. In the event the Improvement Costs exceed the amount of the Improvement Allowance, Tenant shall pay Landlord, as additional rent under the Lease, any excess of the Improvement Costs over the amount of the Improvement 47842-0001 NY\53603744.6 Allowance (“Excess Costs”). Landlord shall not be obligated to commence the Initial Improvements until Tenant has paid Landlord Landlord’s estimate of such Excess Costs and all other costs and charges in connection with the Initial Improvements for which Tenant is responsible hereunder. Landlord agrees to use such funds paid by Tenant for payment of the Initial Improvements as the work progresses. If, after the Final Plans have been approved or construction of the Initial Improvements has commenced, the estimated Improvement Costs or Initial Improvements are revised such that Tenant owes Landlord additional amounts on account of the Improvement Costs, Landlord shall not be obligated to proceed with the Initial Improvements until Tenant has paid Landlord any such deficit. Any such deficit owed by Tenant shall be paid to Landlord within ten (10) days after issuance of the revised estimated of the Improvement Costs. In no event shall Landlord be obligated to expend more than the Improvement Allowance.

Improvement Allowance. a. 1. To help defray the costs of the Tenant Improvements for the Phase I Space and the Phase II Space and the costs incurred in moving into the Phase I Space and Phase II Space, Landlord agrees to make available to Tenant an allowance in an amount of up to Thirty Dollars ($30.00) times the Rentable Area of the Phase I Space and the Phase II Space (the "PHASE I & II SPACE IMPROVEMENT ALLOWANCE"). The Phase I & II Space Improvement Allowance shall be payable on account of costs incurred in designing and constructing the Tenant Improvements (including all consultant fees which directly relate to the Tenant Improvements, construction costs, permits, cabling, architectural engineering plans) for the Phase I Space and the Phase II Space and for moving costs. For so long as Tenant is not in default under this Lease, Landlord shall contribute pay the Phase I & II Space Improvement Allowance towards the Improvement Costs on a monthly basis all in accordance with the terms customary construction disbursement procedures and upon receipt of this Sectiona sworn construction statement and draw request, with supporting lien waivers from all material contractors and subcontractors delivered one month in arrears. All Improvement Costs incurred by Landlord shall be deducted from permitted to offset against the Improvement Allowance, and applied by Landlord to pay the Improvement Costs, as such costs are incurred. The Phase I & II Space Improvement Allowance shall remain available any amounts past due to be used Landlord by Tenant through December 31, 2018 (under this Lease. If the “Allowance Expiration Date”). Any portion actual costs of the Improvement Allowance remaining unused after Tenant Improvements for the Allowance Expiration Date shall be retained by Landlord. In Phase I Space and the event Phase II Space plus the Improvement Costs costs incurred in moving into the Phase I Space and Phase II Space exceed the amount of the Phase I & II Space Improvement Allowance, Tenant shall pay Landlord, the excess costs without reimbursement from Landlord as additional rent under and when such excess costs become due and payable. If the Lease, any excess actual costs of the Improvement Costs over the amount of the Improvement 47842-0001 NY\53603744.6 Allowance (“Excess Costs”). Landlord shall not be obligated to commence the Initial Improvements until Tenant has paid Landlord Landlord’s estimate of such Excess Costs and all other costs and charges in connection with the Initial Improvements for which Tenant is responsible hereunder. Landlord agrees to use such funds paid by Tenant for payment of the Initial Improvements as Phase I Space and the work progresses. If, after Phase II Space plus the Final Plans have been approved or construction of costs incurred in moving into the Initial Improvements has commenced, Phase I Space and Phase II Space are less than the estimated Phase I & II Space Improvement Costs or Initial Improvements are revised such that Tenant owes Landlord additional amounts on account of the Improvement CostsAllowance, Landlord shall credit up to but not be obligated more than $5.00 per square foot of the Phase I & II Space Improvement Allowance against the first installments of Base Rent which are due and payable under this Lease for the Phase I Space and the Phase II Space. Landlord's obligation to proceed make the Phase I & II Space Improvement Allowance available (other than in the form of a credit against Base Rent in an amount not to exceed $5.00 per square foot) to Tenant shall expire with respect to any portion of the Initial Improvements until Tenant has paid Landlord any such deficit. Any such deficit owed Phase I & II Space Improvement Allowance that is not used by Tenant shall be paid to Landlord within ten (10) days after issuance of the revised estimated of the Improvement Costs. In no event shall Landlord be obligated to expend more than the Improvement Allowanceon or before January 1, 2006.

Improvement Allowance. a. Landlord shall contribute the Improvement Allowance towards the Improvement Costs in accordance with the terms of this Section. All Improvement Costs incurred by Landlord Tenant shall be deducted from the Improvement Allowance, and applied by Landlord entitled to pay the Improvement Costs, as such costs are incurred. The Improvement Allowance shall remain available to be used by Tenant through December 31, 2018 a one-time improvement allowance (the “Improvement Allowance Expiration Date”) in the amount of Five Hundred Thousand Dollars ($500,000.00) for the costs relating to the initial design and construction of Tenant’s improvements which are permanently affixed to the Premises (the “Improvements”); provided, however, that Tenant shall have the option to receive a one-time additional improvement allowance to pay for Improvement Allowance Items (the “Additional Allowance”) in the amount not to exceed Two Million Dollars ($2,000,000.00). In the event Tenant exercises such option and as consideration for Landlord providing such Additional Allowance to Tenant, the monthly Base Rent payable by Tenant throughout the Amortization Period(s) (as defined below) shall be increased by an amount sufficient to fully amortize such Additional Allowance throughout said Amortization Period(s) based upon equal monthly payments of principal and interest, with interest imputed on the outstanding principal balance at the rate of eleven percent (11%) per annum (the “Amortization Rent”). Any The term "Amortization Period(s)” shall mean the period of time commencing on the date(s) Landlord disburses the applicable portion of the Improvement Additional Allowance remaining unused after to Tenant and ending on the Allowance Expiration New Termination Date shall be retained by Landlordof the Extended Term. In the event the Improvement Costs exceed Lease shall terminate for any reason other than a Landlord default, including without limitation as a result of a default by Tenant under the amount terms of the Improvement AllowanceLease or this Tenant Work Letter, Tenant shall pay Landlord, as additional rent under acknowledges and agrees that the Lease, any excess unamortized balance of the Improvement Costs over the amount of the Improvement 47842-0001 NY\53603744.6 Additional Allowance (“Excess Costs”). Landlord shall which has not be obligated to commence the Initial Improvements until Tenant has paid Landlord Landlord’s estimate of such Excess Costs and all other costs and charges in connection with the Initial Improvements for which Tenant is responsible hereunder. Landlord agrees to use such funds been paid by Tenant for payment to Landlord as of the Initial Improvements termination date pursuant to the foregoing provisions of this Section 2.1 shall become immediately due and payable as unpaid rent which has been earned as of such termination date, specifically including a termination pursuant to Articles 11 and 13 of the Lease. In addition, in no event shall the Amortization Rent be abated for any reason whatsoever, including without limitation, pursuant to Articles 11 and 13 of the Lease. The Improvement Allowance and the portion of the Additional Allowance so elected to be received by Tenant are sometimes collectively referred to herein as the work progresses. If, after the Final Plans have been approved or construction of the Initial Improvements has commenced, the estimated Improvement Costs or Initial Improvements are revised such that Tenant owes Landlord additional amounts on account of the Improvement Costs, Landlord shall not be obligated to proceed with the Initial Improvements until Tenant has paid Landlord any such deficit. Any such deficit owed by Tenant shall be paid to Landlord within ten (10) days after issuance of the revised estimated of the Improvement Costs"Allowances”. In no event shall Landlord be obligated to expend more than make disbursements pursuant to this Tenant Work Letter in a total amount which exceeds the Improvement AllowanceAllowances and in no event shall Tenant be entitled to any credit for any unused portion of the Allowances not used by Tenant by September 30, 2009.

Improvement Allowance. a. Tenant shall be entitled to a one-time tenant improvement allowance (the “Improvement Allowance”) in the amount of $25.00 per square foot of the Premises for the costs relating to the initial design and construction of Tenant’s improvements that are permanently affixed to the Premises (the “Improvements”). In addition, Landlord will provide Tenant with up to One and 50/100 Dollars ($1.50) per square foot of the Premises for space planning, design and engineering fees (“Soft Cost Allowance”) and a lump sum of $10,809.56 for lighting upgrades (“Lighting Allowance”). For the purposes of this Work Letter, the Soft Cost Allowance and the Lighting Allowance shall contribute be deemed to be included in the definition of “Improvement Allowance.” Other than Landlord’s obligation to disburse the Improvement Allowance towards the Improvement Costs in accordance with the terms of pursuant to this Section. All Improvement Costs incurred by Landlord shall be deducted from the Improvement Allowance, and applied by Landlord to pay the Improvement Costs, as such costs are incurred. The Improvement Allowance shall remain available to be used by Tenant through December 31, 2018 (the “Allowance Expiration Date”). Any portion of the Improvement Allowance remaining unused after the Allowance Expiration Date shall be retained by Landlord. In the event the Improvement Costs exceed the amount of the Improvement AllowanceWork Letter, Tenant shall pay Landlord, as additional rent under be responsible for all costs relating to the Lease, any excess of the Improvement Costs over the amount of the Improvement 47842-0001 NY\53603744.6 Allowance (“Excess Costs”). Landlord shall not be obligated to commence the Initial Improvements until Tenant has paid Landlord Landlord’s estimate of such Excess Costs design and all other costs and charges in connection with the Initial Improvements for which Tenant is responsible hereunder. Landlord agrees to use such funds paid by Tenant for payment of the Initial Improvements as the work progresses. If, after the Final Plans have been approved or construction of the Initial Improvements has commenced, the estimated Improvement Costs or Initial Improvements are revised such that Tenant owes Landlord additional amounts on account of the Improvement Costs, Landlord shall not be obligated to proceed with the Initial Improvements until Tenant has paid Landlord any such deficit. Any such deficit owed by Tenant shall be paid to Landlord within ten (10) days after issuance of the revised estimated of the Improvement Costs. In and in no event shall Landlord be obligated to expend more than make disbursements pursuant to this Tenant Work Letter in a total amount which exceeds the Improvement Allowance. All Improvements constructed pursuant to this Work Letter shall be deemed Landlord’s property under the terms of Section 8.5 of the Lease. Tenant shall not be entitled to any credit for any unused portion of the Improvement Allowance, except that Tenant may apply any unused Improvement Allowance to (i) cover its costs of moving into the Premises, costs of furniture, fixtures and equipment to be used in the Premises or (ii) (provided that Tenant first satisfies all obligations under this Lease for the first twelve (12) months of the Lease Term) as a credit against Tenant’s Base Rent for the thirteenth (13th) and/or fourteenth (14th) full month(s) of the Lease Term. The foregoing credit will be paid to Tenant (or credited against Base Rent) after written notice from Tenant after the substantial completion of the Improvements; provided that Tenant must make a written request for such amounts on or before December 31, 2008 or it will forfeit the right to such credit. Notwithstanding the foregoing, Tenant will complete Improvements in the Premises in substantial accordance with the preliminary plan previously provided to the Architect by Tenant.

Improvement Allowance. a. Landlord shall contribute the Improvement Allowance towards the Improvement Costs in accordance with the terms Upon full execution of this Section. All Improvement Costs incurred by Landlord Amendment and provided that Tenant is not then in default under the Original Lease or this Amendment, Tenant shall be deducted from entitled to a tenant improvement allowance (the “Tenant Improvement Allowance”) in the amount of up to, but not exceeding $1,041,550.00 (i.e. $25.00 per rentable square foot of the Premises) for the costs relating to the design and applied by Landlord construction of additional Tenant improvements to pay the Improvement Costs, as such costs are incurredPremises (“Additional Tenant Improvements”). The Tenant Improvement Allowance shall remain be available for Tenant’s use as follows: up to be used by twenty-five percent (25%) during the first year of the Lease Extension Term, up to fifty percent (50%) during the second year of the Lease Extension Term, and up to one hundred percent (100%) during the third year of the Lease Extension Term. Tenant through December 31, 2018 may use up to $208,310.00 of the Tenant Improvement Allowance (i.e. $5.00 per rentable square foot of the Premises) (the “Limited Allowance”) for the purchase of furniture, fixtures or equipment for use in the Premises. Additionally, if Tenant becomes a publicly traded company through an initial public offering and provided Tenant is not then in default under the Original Lease or this Amendment, (1) Tenant may use the Limited Allowance, if any, as an offset against Base Rent as it becomes due, and (2) one hundred percent (100%) of the Tenant Improvement Allowance Expiration Date”)shall be available to Tenant immediately following its public offering. Any All Additional Tenant Improvements shall be subject to Article 8 of the Original Lease. Disbursement of the Tenant Improvement Allowance shall be made pursuant to Section 2.2 of Exhibit D to the Original Lease, except that Tenant may also use a portion of the Tenant Improvement Allowance remaining unused after for the Allowance Expiration Date shall be retained by Landlordcost of its Back-Up Generator and related installation fees. In the event the Improvement Costs exceed the amount Tenant does not utilize any portion of the Tenant Improvement Allowance within forty-eight (48) months from the commencement of the Term Extension Commencement Date, including the Limited Allowance, Tenant shall pay Landlord, as additional rent under the Lease, forfeit any excess remaining portion of the Tenant Improvement Costs over the amount of the Improvement 47842-0001 NY\53603744.6 Allowance (“Excess Costs”). Landlord shall not that would be obligated otherwise due to commence the Initial Improvements until Tenant has paid Landlord Landlord’s estimate of such Excess Costs and all other costs and charges in connection with the Initial Improvements for which Tenant is responsible hereunder. Landlord agrees to use such funds paid by Tenant for payment of the Initial Improvements as the work progresses. If, after the Final Plans have been approved or construction of the Initial Improvements has commenced, the estimated Improvement Costs or Initial Improvements are revised such that Tenant owes Landlord additional amounts on account of the Improvement Costs, Landlord shall not be obligated to proceed with the Initial Improvements until Tenant has paid Landlord any such deficit. Any such deficit owed by Tenant shall be paid to Landlord within ten (10) days after issuance of the revised estimated of the Improvement Costs. In no event shall Landlord be obligated to expend more than the Improvement AllowanceTenant.

Improvement Allowance. a. Landlord Tenant shall contribute be permitted to apply the Improvement Allowance towards toward the Premises Work Costs, the costs of any Tenant Work (as defined in paragraph 7), data and telecommunication cabling, architectural and engineering costs, the fees charged by Xxxxxxxxxx Design (not to exceed the sum of $1.50 per rentable square foot), construction fees incurred in connection with the improvement of the Premises and the performance of the Premises Work and the Tenant Work. Landlord shall keep accurate records of all costs, fees, disbursements, and amounts incurred by it in the performance of the Premises Work, and Tenant shall have the right to inspect Landlord’s records with respect thereto. If the Premises Work Costs exceed the Improvement Allowance (the “Excess Costs”), Tenant shall pay the Excess Costs in accordance with to Landlord as follows: (i) one-third (1/3) within fifteen (15) days following Landlord’s entry into the terms Construction Contract; (ii) one-third (1/3) within thirty (30) days following the commencement of this Sectionthe Premises Work; and (iii) the balance within five (5) days of Substantial Completion of the Premises Work. All Moreover, if the Premises Work Costs exceed the Improvement Costs incurred Allowance, the parties agree that the Improvement Allowance is to be allocated by Landlord to such costs as Landlord shall determine in its sole discretion. In particular, the costs of all “energy efficient commercial building property” as defined in Section 179D of the Internal Revenue Code, as same may be deducted amended from time to time, which is installed as part of the interior lighting systems, the heating, cooling, ventilation, and hot water systems or the building envelope and the cost of all property described by Section 1245 of the Internal Revenue Code, as same may be amended from time to time (other than furniture and other equipment) will be deemed to have been paid for by Landlord from the Improvement Allowance, and applied by Landlord to pay the Improvement Costs, as such costs are incurred. The Improvement Allowance shall remain available to be used by Tenant through December 31, 2018 (the “Allowance Expiration Date”). Any portion of the Improvement Allowance remaining unused after the Allowance Expiration Date shall be retained by Landlord. In the event the Improvement Costs exceed the amount extent of the Improvement Allowance, Tenant shall pay Landlord, as additional rent under the Lease, any excess of the Improvement Costs over the amount of the Improvement 47842-0001 NY\53603744.6 Allowance (“Excess Costs”). Landlord shall not be obligated to commence the Initial Improvements until Tenant has paid Landlord Landlord’s estimate of such Excess Costs and all other costs and charges in connection with the Initial Improvements for which Tenant is responsible hereunder. Landlord agrees to use such funds paid by Tenant for payment of the Initial Improvements as the work progresses. If, after the Final Plans have been approved or construction of the Initial Improvements has commenced, the estimated Improvement Costs or Initial Improvements are revised such that Tenant owes Landlord additional amounts on account of the Improvement Costs, Landlord shall not be obligated to proceed with the Initial Improvements until Tenant has paid Landlord any such deficit. Any such deficit owed by Tenant shall be paid to Landlord within ten (10) days after issuance of the revised estimated of the Improvement Costs. In no event shall Landlord be obligated to expend more than the Improvement Allowance.

Improvement Allowance. a. To help pay for the costs which are incurred by Tenant in designing, engineering and constructing any improvements which Tenant desires to make to the Premises including any work to be performed by Landlord for Tenant at Tenant’s expense pursuant to Section 3 above (the “First Amendment Improvements”) or for costs incurred by Tenant for cabling and relocation of Tenant’s furniture, fixtures and equipment during remodeling, Landlord shall contribute make available to Tenant an allowance of Fourteen and 35/100 Dollars ($14.35) per square foot of the Improvement Allowance towards actual rentable area of the Improvement Costs Remaining Premises (which shall be determined after the demising wall has been constructed by Landlord in accordance with the terms of this Section. All Improvement Costs incurred by Landlord shall be deducted from the Improvement Allowance, and applied by Landlord to pay the Improvement Costs, as such costs are incurred. The Improvement Allowance shall remain available to be used by Tenant through December 31, 2018 Section 3 above) (the “Allowance Expiration DateFirst Amendment Allowance”). Any Landlord shall pay the First Amendment Allowance on a monthly basis in accordance with customary construction disbursement procedures and upon receipt of a sworn construction statement and draw requests, Approved CyberOptics Legal DH with supporting invoices for actual costs incurred and lien waivers from all contractors and subcontractors; it being agreed, however, that Landlord shall not be required to disburse any portion of the Improvement First Amendment Allowance remaining unused after if Tenant is then in default of its obligations under the Allowance Expiration Date shall be retained by LandlordLease. In If the event actual cost of the Improvement Costs exceed First Amendment Improvements exceeds the amount of the Improvement First Amendment Allowance, Tenant shall pay Landlordthe excess costs without reimbursement from Landlord as and when such excess costs become due and payable. Notwithstanding the foregoing, as additional rent under Tenant shall have the Leaseright to apply up to, any excess but not more than (i) an amount equal to Four and 35/100 Dollars ($4.35) times the actual number of rentable square feet in the Remaining Premises of the Improvement Costs over First Amendment Allowance as a credit against the installments of Monthly Base Rent which are due and payable on or after the date on which this First Amendment has been fully executed and delivered, and (ii) an amount equal to Five and 00/100 Dollars ($5.00) times the actual number of rentable square feet in the Remaining Premises of the Improvement 47842-0001 NY\53603744.6 First Amendment Allowance (“Excess Costs”). as a credit against the installments of Monthly Base Rent which are due and payable on or after July 1, 2011, in either case, by giving written notice to Landlord shall not be obligated to commence the Initial Improvements until Tenant has paid Landlord Landlord’s estimate of such Excess Costs and all other costs and charges in connection with the Initial Improvements for which Tenant is responsible hereunder. Landlord agrees to use such funds paid by Tenant for payment of the Initial Improvements as the work progresses. If, after the Final Plans have been approved or construction amounts to be credited and against which installments of the Initial Improvements has commenced, the estimated Improvement Costs or Initial Improvements are revised such that Tenant owes Landlord additional amounts on account of the Improvement Costs, Landlord shall not be obligated to proceed with the Initial Improvements until Tenant has paid Landlord any such deficit. Any such deficit owed by Tenant shall be paid to Landlord within ten (10) days after issuance of the revised estimated of the Improvement Costs. In no event shall Landlord be obligated to expend more than the Improvement AllowanceMonthly Base Rent.