Common use of Improvements to Premises Clause in Contracts

Improvements to Premises. Lessee shall take the Premises in its "as-is" condition for the Extended Term except for certain Leasehold Improvements (herein so called) to the Premises which shall be completed in accordance with the specifications attached hereto as Exhibit A (the "Approved Plans"), which have been approved by both Lessor and Lessee. Lessor shall cause the Leasehold Improvements to be installed or constructed in accordance with the Approved Plans by Lessor's contractor. So long as no Event of Default (or event which with notice or lapse of time could become an Event of Default) has occurred under the Lease, Lessor agrees to provide Lessee an allowance equal to One Hundred Fifty-Three Thousand One Hundred Nineteen and No/100 Dollars ($153,119.00) (the "Improvement Allowance"), which allowance is to be used solely for completion of the Leasehold Improvements in accordance with the Approved Plans, and an additional allowance equal to Three Thousand Two Hundred and No/100 Dollars ($3,200.00) (the "Architectural Allowance"), which allowance is to be used solely for space planning and design services for the Premises. In the event that any alterations or modifications to the Premises are required in order to comply with applicable law, including, without limitation, the Americans with Disabilities Act of 1990, as amended, or the State of Texas equivalent laws and regulations, the cost of any such alterations or modifications shall be satisfied out of the Improvement Allowance. The cost of the Leasehold Improvements and the space planning and design fees is to be paid by Lessor out of the Improvement Allowance and the Architectural Allowance, respectively. Any completed work (labor or materials) outside the scope of the Approved Plans or the cost of which is in excess of the Improvement Allowance or the Architectural Allowance, as the case may be, shall be at Lessee's sole cost and will be billed to Lessee by Lessor and will be due and payable within ten (10) days after Lessee's receipt of an invoice therefor. Notwithstanding the foregoing, Lessee will not be liable for work outside the scope of the Approved Plans or excess costs over the amount of the Improvement Allowance or the Architectural Allowance unless Lessee has consented in writing to such work outside the scope of the Approved Plans or excess costs prior to the commencement of such work or the incurring of such excess costs. Any portion of the Improvement Allowance or the Architectural Allowance remaining upon the completion of the Leasehold Improvements shall be deemed forfeited by Lessee. Lessor further acknowledges and agrees that Section 4.07 of the Lease is hereby amended to provide that Lessee shall not be required to surrender possession of the Premises to Lessor "in the same condition as when received", but rather shall be entitled to surrender possession of the Premises in the same condition as exists upon the completion of the Leasehold Improvements described in Paragraph 3 above, subject to any and all other requirements set forth in Section 4.07 of the Lease.

Improvements to Premises. Lessee Tenant agrees that Landlord shall take have no obligation to make any leasehold improvements to the Premises in connection with this Amendment except as provided in Paragraph 2 above. Tenant agrees to submit all plans and specifications for its "as-is" condition leasehold improvements (the Improvements) in the Premises to Landlord for Landlords written approval. No work shall be commenced with respect to the Improvements until Landlord has approved plans and specifications therefor. Landlord agrees that it will not unreasonably withhold or delay its approval of any plans or specifications for the Extended Term except Improvements. The approved plans and specifications for certain Leasehold Improvements (the Improvements, including all changes required by Landlord, shall be referred to herein so called) as the Approved Plans. All work with respect to the Premises which Improvements shall (a) be completed in accordance with the specifications attached hereto as Exhibit A (the "Approved Plans"), which have been approved by both Lessor and Lessee. Lessor shall cause the Leasehold Improvements to be installed or constructed in accordance with the Approved Plans by Lessor's contractor. So long as no Event of Default (or event which with notice or lapse of time could become an Event of Default) has occurred under the Lease, Lessor agrees to provide Lessee an allowance equal to One Hundred Fifty-Three Thousand One Hundred Nineteen and No/100 Dollars ($153,119.00) (the "Improvement Allowance"), which allowance is to be used solely for completion of the Leasehold Improvements performed substantially in accordance with the Approved Plans; (b) be performed in such a manner as to maintain harmonious labor relations and not to interfere with or delay any other work and activities being carried on by Landlord, any of Landlords contractors, and an additional allowance other tenants; (c) be designed, performed, and completed in strict compliance with the Lease and with all building standards and regulations established by Landlord; (d) be completed by contractors and subcontractors approved by Landlord (which approval will not be unreasonably withheld or delayed so long as such contractors and subcontractors are licensed and bonded in the state in which the Premises are located and meet all of Landlords insurance requirements); (e) be coordinated by all contractors and subcontractors engaged by Tenant so as to insure timely completion thereof; (f) be coordinated with Landlord with respect to the movement of equipment and materials; (g) not adversely affect the structure or safety of the Building; (h) comply with all building, safety, fire, plumbing, electrical, and other codes and governmental and insurance requirements; (i) not result in any usage in excess of services provided by Landlord under the Lease for the Premises, including water, electricity, gas, heating, ventilating, and air conditioning (either during or after such work), unless prior written arrangements satisfactory to Landlord are made with respect thereto; and (j) be completed promptly and in a good and workmanlike manner. Landlord will charge a construction management fee in connection with the Improvements (the Additional Construction Management Fee) equal to Three 1.7% of the amount of the Future Improvement Allowance which is funded by Landlord in connection with the Improvements. So long as (i) no Event of Default under the Lease has occurred and is continuing, and (ii) no event for which Landlord has provided notice (to the extent notice is required under the Lease) and/or which following the expiration of the applicable cure period could become an Event of Default under the Lease has occurred and is continuing, Tenant shall be entitled to a cash allowance in the amount of Two Million Four Hundred Sixty-Four Thousand Two Eight Hundred Five and No/100 Dollars ($3,200.002,464,805.00) (the "Architectural Future Improvement Allowance"), toward the construction of the Improvements in the Premises and the payment of the Additional Construction Management Fee. A portion of the Future Improvement Allowance, equal to One Million Seven Hundred Fifty Thousand Four Hundred Twenty-Nine and No/100 Dollars ($1,750,429.00) (which allowance is amount shall be reduced by any portion of the Future Improvement Allowance which was applied to be used solely for space planning and design services payment for the Premises. In Initial Alterations) (the event that any alterations or modifications to the Premises are required in order to comply with applicable law, including, without limitation, the Americans with Disabilities Act of 1990, as amended, or the State of Texas equivalent laws and regulations, the cost of any such alterations or modifications shall be satisfied out of the Improvement Allowance. The cost of the Leasehold Improvements and the space planning and design fees is to be paid by Lessor out of the Improvement 2012 Allowance and the Architectural Allowance, respectively. Any completed work (labor or materials) outside the scope of the Approved Plans or the cost of which is in excess of the Improvement Allowance or the Architectural Allowance, as the case may bePortion), shall be at Lessee's sole cost and will be billed payable to Lessee by Lessor and will be due and payable within ten Tenant in multiple draws, provided that Tenant may request such payments no more frequently than every thirty (1030) days after Lessee's receipt and the aggregate amount of an invoice therefor. Notwithstanding the foregoing, Lessee will such draws shall not be liable for work outside the scope of the Approved Plans or excess costs over exceed the amount of the Improvement 2012 Allowance or the Architectural Allowance unless Lessee has consented in writing to such work outside the scope Portion. Such payments shall be made by Landlord within forty-five (45) days after Landlords receipt of the Approved Plans or excess costs prior to the commencement Tenants request for payment of such amount (the 2012 Payment Requests), accompanied by the following: (i) paid invoices from the general contractor for work or done and/or materials furnished in connection with the incurring Improvements, aggregating at least the amount requested (excluding any amounts for invoices presented in connection with the Initial Alterations and any prior 2012 Payment Request); and (ii) partial lien waivers from all payees under such invoices for all work done and materials furnished through the date of such excess costsinvoices. Any The final draw under the 2012 Allowance Portion shall be payable only upon Landlords receipt of Tenants request for payment of such amount, accompanied by the following: (i) paid invoices from the general contractor for work done and/or materials furnished in connection with the Improvements, aggregating at least the amount requested (excluding any amounts for invoices presented in connection with the Initial Alterations and any prior 2012 Payment Request); (ii) if applicable, a Certificate of Occupancy by the City of Austin, Texas; and (iii) original final lien waivers and/or releases of liens from the general contractor and all subcontractors associated with the portion of the Improvement Improvements for which payment is being requested. Tenant acknowledges and agrees that payments from the 2012 Allowance Portion may be requested only after January 1, 2012. Further, Landlord has conditioned its agreement to fund the 2012 Allowance Portion on the payment thereof on or the Architectural Allowance remaining upon the completion before May 31, 2013. Therefore, all documentation required for payment of the Leasehold Improvements shall 2012 Allowance Portion must be delivered to Landlord on or before April 30, 2013, and any of the 2012 Allowance Portion remaining after payment of the amount supported by such documentation will be deemed forfeited by LesseeTenant. Lessor further The remaining portion of the Future Improvement Allowance, equal to Seven Hundred Fourteen Thousand Three Hundred Seventy-Six and No/100 Dollars ($714,376.00) (the 2013 Allowance Portion), shall be payable to Tenant in multiple draws, provided that Tenant may request such payments no more frequently than every thirty (30) days and the aggregate amount of such draws shall not exceed the amount of the 2013 Allowance Portion. Such payments shall be made by Landlord within forty-five (45) days after Landlords receipt of Tenants request for payment of such amount (the 2013 Payment Requests), accompanied by the following: (i) paid invoices from the general contractor for work done and/or materials furnished in connection with the Improvements, aggregating at least the amount requested (excluding any amounts for invoices presented in connection with the Initial Alterations, the 2012 Payment Requests, and any prior 2013 Payment Request); and (ii) partial lien waivers from all payees under such invoices for all work done and materials furnished through the date of such invoices. The final draw under the 2013 Allowance Portion shall be payable only upon Landlords receipt of Tenants request for payment of such amount, accompanied by the following: (i) paid invoices from the general contractor for work done and/or materials furnished in connection with the Improvements, aggregating at least the amount requested (excluding any amounts for invoices presented in connection with the Initial Alterations, the 2012 Payment Requests, and any prior 2013 Payment Request); (ii) if applicable, a Certificate of Occupancy by the City of Austin, Texas; and (iii) original final lien waivers and/or releases of liens from the general contractor and all subcontractors associated with the Improvements for which payment is being requested. Tenant acknowledges and agrees that Section 4.07 payments from the 2013 Allowance Portion may be requested only after January 1, 2013. Further, Landlord has conditioned its agreement to fund the 2013 Allowance Portion on the payment thereof on or before May 31, 2014. Therefore, all documentation required for payment of the 2013 Allowance Portion must be delivered to Landlord on or before April 30, 2014, and any of the 2013 Allowance Portion remaining after payment of the amount supported by such documentation will be deemed forfeited by Tenant. If a default or breach by Tenant has occurred under the Lease is hereby amended at the time Tenant would otherwise be entitled to provide that Lessee payment under this Paragraph, Landlord shall not be required to surrender possession of the Premises make such payment to Lessor "Tenant until such default or breach has been fully cured. Nothing contained in the same condition as when received", but rather this Amendment shall be entitled deemed as a waiver of any obligation of Tenant or Tenants agent, trustee, or receiver to surrender possession of the Premises withhold or retain amounts which are required by applicable law to be withheld or retained in the same condition as exists upon connection with the completion of the Leasehold Improvements described in Paragraph 3 aboveImprovements, subject to and no such amounts being retained or withheld by Tenant or Tenants agent, trustee, or receiver shall be paid out of any and all other requirements set forth in Section 4.07 of the Leaseimprovement allowance.

Improvements to Premises. Lessee Landlord shall take make certain improvements to the interior of the Premises in its "as-is" condition for the Extended Term except for pursuant to those certain Leasehold Improvements (herein so called) to the Premises which shall be completed in accordance with the specifications attached hereto as Exhibit A Fit Plans and Specifications dated July 10, 2018 and prepared by Genesis Architects (the "Approved Plans"“Improvements”). Landlord will use commercially reasonable efforts to substantially complete the Improvements by December 1, which have been approved by both Lessor 2018. Improvements shall include design costs, plans, permits, fees, construction costs, and Lesseea four percent (4%) construction management fee payable to Landlord (collectively, the “Improvement Costs”). Lessor shall cause the Leasehold Improvements The reasonable Improvement Costs, not to be installed or constructed in accordance with the Approved Plans by Lessor's contractor. So long as no Event of Default (or event which with notice or lapse of time could become an Event of Default) has occurred under the Lease, Lessor agrees to provide Lessee an allowance equal to One exceed Two Hundred Fifty-Three and Fifty Thousand One Hundred Nineteen and No/100 Dollars ($153,119.00250,000.00) (the "Improvement Allowance"“Estimated Project Costs”), which allowance is shall be payable by Landlord directly to be used solely for completion the vendor. Section 9(b) of the Leasehold Improvements Lease recognizes that several of the HVAC Units currently serving the building are Aged Units (as defined in accordance with the Approved PlansLease). If Landlord elects to replace one or more of such Aged Units, the cost of such replacement will be paid as contemplated in the Lease and an additional allowance equal to Three Thousand Two Hundred and No/100 Dollars ($3,200.00) (shall not count toward the "Architectural Allowance"), which allowance is to be used solely for space planning and design services for the Premisesmaximum project costs referenced above. In the event that any alterations Landlord replaces one or modifications to more of the Premises are required in order to comply with applicable lawAged Units, including, without limitation, the Americans with Disabilities Act of 1990, as amended, or the State of Texas equivalent laws and regulations, Landlord will bear the cost of replacing a unit of a similar size and capacity, tenant will bear the costs of any such alterations or modifications capacity increases necessitated by the Improvements. Landlord shall be satisfied out provide Tenant a full accounting of the Improvement Allowance. The cost project costs, including without limitation copies of the Leasehold Improvements invoice(s) for such Improvements, and the space planning and design fees is to be paid by Lessor out of such other documents as Tenant shall reasonably request. If the Improvement Allowance and Costs exceed the Architectural AllowanceEstimated Project Costs, respectively. Any completed work (labor or materials) outside the scope Tenant will be responsible for amounts, approved in advance of the Approved Plans or the cost of which is incurrence, in excess of the Estimated Project Costs payable to Landlord immediately upon Landlord providing invoices for such Improvement Allowance or the Architectural Allowance, as the case may be, shall be at Lessee's sole cost and will be billed to Lessee by Lessor and will be due and payable within ten (10) days after Lessee's receipt of an invoice therefor. Notwithstanding the foregoing, Lessee will not be liable for work outside the scope of the Approved Plans or excess costs over the amount of the Improvement Allowance or the Architectural Allowance unless Lessee has consented in writing to such work outside the scope of the Approved Plans or excess costs prior to the commencement of such work or the incurring of such excess costs. Any portion of the Improvement Allowance or the Architectural Allowance remaining upon the completion of the Leasehold Improvements shall be deemed forfeited by Lessee. Lessor further acknowledges and agrees that Section 4.07 of the Lease is hereby amended to provide that Lessee shall not be required to surrender possession of the Premises to Lessor "in the same condition as when received", but rather shall be entitled to surrender possession of the Premises in the same condition as exists upon the completion of the Leasehold Improvements described in Paragraph 3 above, subject to any and all other requirements set forth in Section 4.07 of the LeaseCosts.

Improvements to Premises. Lessee Landlord shall take the Premises in its "as-is" condition for the Extended Term except for certain Leasehold Improvements (herein so called) have no obligation to make any improvements, alterations or repairs to the Premises which and Tenant shall accept same "as is". Landlord shall provide a construction allowance in the amount of Forty-Seven Thousand Four Hundred Forty-Eight Dollars ($47,448.00)(the "Construction Allowance") to be used by Tenant in making alterations to the Premises and/or to Tenant's other premises in the Building (including, but not limited to, at Tenant's option, painting, recarpeting, etc.). All such alterations shall be completed subject to Paragraph 7 of the Lease and to Tenant obtaining Landlord's consent thereto in accordance with such Paragraph 7. Subject to the specifications attached hereto as Exhibit A (preceding sentence, Tenant shall have the "Approved Plans")right to install an interior stairway between the Premises and Tenant's first floor premises and to construct an entrance to its lower level premises from the lower level elevator lobby; provided, which have been approved by both Lessor and Lessee. Lessor shall cause however, that upon the Leasehold Improvements to be installed expiration or constructed in accordance with the Approved Plans by Lessor's contractor. So long as no Event earlier termination of Default (or event which with notice or lapse of time could become an Event of Default) has occurred under the Lease, Lessor agrees Landlord shall have the right, at Landlord's option, to provide Lessee an allowance equal restore all or any part of such areas to One Hundred Fifty-Three Thousand One Hundred Nineteen their prior condition (or, at Landlord's option, to direct Tenant to perform such restoration) and, in such event, Tenant shall be solely responsible for all costs and No/100 Dollars expenses in connection therewith ($153,119.00including a ten percent (10%) (the "Improvement Allowance"), which allowance is construction management fee to be used solely for completion of the Leasehold Improvements Landlord in accordance with the Approved Plans, and an additional allowance equal to Three Thousand Two Hundred and No/100 Dollars ($3,200.00) (the "Architectural Allowance"), which allowance is to be used solely for space planning and design services for the Premises. In the event Landlord performs such work). Landlord shall advance the Construction Allowance to Tenant against contractor invoices, provided, however, that any alterations or modifications to the Premises are required in order to comply with applicable law, including, without limitation, the Americans with Disabilities Act of 1990, as amended, or the State of Texas equivalent laws and regulations, the cost of any such alterations or modifications shall be satisfied out of the Improvement Allowance. The cost of the Leasehold Improvements and the space planning and design fees is to be paid by Lessor out of the Improvement Allowance and the Architectural Allowance, respectively. Any completed work (labor or materials) outside the scope of the Approved Plans or the cost of which is in excess of the Improvement Allowance or the Architectural Allowance, as the case may be, shall be at Lessee's sole cost and will be billed to Lessee by Lessor and will be due and payable within ten (10) days after Lessee's receipt of an invoice therefor. Notwithstanding the foregoing, Lessee will not be liable for work outside the scope of the Approved Plans or excess costs over the amount of the Improvement Allowance or the Architectural Allowance unless Lessee has consented in writing to such work outside the scope of the Approved Plans or excess costs prior to the commencement of such work or the incurring of such excess costs. Any portion of the Improvement Allowance or the Architectural Allowance remaining upon the completion of the Leasehold Improvements shall be deemed forfeited by Lessee. Lessor further acknowledges and agrees that Section 4.07 of the Lease is hereby amended to provide that Lessee Landlord shall not be required to surrender possession advance any of such Allowance at any time that an Event of Default exists hereunder. Landlord shall, if requested by Tenaxx, xxrform the alterations desired to be performed by Tenaxx (xxd consented to by Landlord) for a construction management fee equal to ten percent (10%) of the Premises to Lessor "actual costs incurred in the same condition as when received"connection with such work (including, but rather shall be entitled to surrender possession not limited to, all costs, fees and expenses of the Premises in the same condition as exists upon the completion of the Leasehold Improvements described in Paragraph 3 above, subject to general contractor and any and all other requirements set forth in Section 4.07 of the Leasesubcontractors).

Improvements to Premises. Lessee shall take Landlord agrees to contribute Six Dollars and Fifty Cents ($6.50) per rentable square foot of the Premises in its initial Demised Premises, and Six Dollars and Fifty Cents ($6.50) per rentable square foot of the Expansion Space (the "as-is" condition Tenant Allowance") towards the cost of constructing certain tenant improvements (the "Tenant Improvements") for the Extended Term except for certain Leasehold Improvements (herein so called) to initial Demised Premises and the Premises which shall be completed Expansion Space in accordance with the specifications space plans (the "Plans") to be approved by both Landlord and Tenant and attached hereto as Exhibit A (D. Of such Tenant Allowance, $.65 per rentable square foot shall be applied for costs incurred for space planning, and $.35 per rentable square foot shall be applied for costs incurred for construction drawings prepared by Landlord's architect. It is understood and agreed that Landlord's contractors shall perform the "Approved Plans"), which have been work in connection with the Tenant Improvements except that Tenant shall use its own contractors to perform certain tenant improvement work to the Tenant's proposed computer room provided that Landlord has first approved in writing the contractors to be used by both Lessor Tenant and Lesseethe work to be performed by such contractors. Lessor shall cause the Leasehold The Tenant Improvements to be installed constructed by Landlord pursuant to the Plans is hereinafter referred to as the "Landlord's Work". If the Landlord's cost to construct the Landlord's Work pursuant to the Plans exceeds the Tenant Allowance, then with ten (10) days of Tenant's receipt of an invoice from Landlord, Tenant shall pay Landlord, as additional rent, by certified or constructed in accordance with the Approved Plans by Lessorcashier's contractor. So long as no Event of Default (or event which with notice or lapse of time could become check, an Event of Default) has occurred under the Lease, Lessor agrees to provide Lessee an allowance amount equal to One Hundred Fifty-Three Thousand One Hundred Nineteen the difference between the cost to construct the Landlord's Work and No/100 Dollars ($153,119.00) (the "Improvement Tenant Allowance"), which allowance is . Tenant agrees it shall not make any changes to be used solely for completion the Plans without obtaining the prior written consent of the Leasehold Improvements in accordance with the Approved Plans, and an additional allowance equal to Three Thousand Two Hundred and No/100 Dollars ($3,200.00) (the "Architectural Allowance"), which allowance is to be used solely for space planning and design services for the PremisesLandlord. In the event that any alterations or modifications Tenant shall make changes to the Premises Plans that are required approved by Landlord and which result in order an additional cost to comply with applicable law, including, without limitation, Landlord of completing the Americans with Disabilities Act of 1990, as amended, or the State of Texas equivalent laws and regulations, the cost of any such alterations or modifications shall be satisfied out of the Improvement Allowance. The cost of the Leasehold Improvements and the space planning and design fees is to be paid by Lessor out of the Improvement Allowance and the Architectural Allowance, respectively. Any completed work (labor or materials) outside the scope of the Approved Plans or the cost of which is Landlord's Work in excess of the Improvement Allowance or the Architectural Tenant Allowance, Tenant shall pay to Landlord prior to construction of such changes, as additional rent, any increase in the case may beLandlord's cost of completing the Landlord's Work in excess of the Tenant Allowance resulting from such changes in the Plans. In the event Tenant, its employees or agents, causes any delay or is otherwise responsible, in whole or in part, for any additional costs in excess of the Tenant Allowance incurred by Landlord in constructing the Landlord's Work (other than additional costs arising due to changes to the Plans as described above), Tenant shall be at Lessee's sole cost and will be billed pay to Lessee by Lessor and will be due and payable Landlord within ten (10) business days after Lessee's of receipt of an invoice therefor. Notwithstanding the foregoingwritten notice from Landlord, Lessee will not be liable for work outside the scope as additional rent, any such additional costs in excess of the Approved Plans or excess costs over the amount of the Improvement Tenant Allowance or the Architectural Allowance unless Lessee has consented in writing incurred by Landlord. Tenant's failure to timely pay any such work outside the scope of the Approved Plans or excess costs prior amounts to the commencement of such work or the incurring of such excess costs. Any portion of the Improvement Allowance or the Architectural Allowance remaining upon the completion of the Leasehold Improvements shall be deemed forfeited paid by Lessee. Lessor further acknowledges and agrees that Section 4.07 of the Lease is hereby amended to provide that Lessee shall not be required to surrender possession of the Premises to Lessor "in the same condition Tenant as when received", but rather shall be entitled to surrender possession of the Premises in the same condition as exists upon the completion of the Leasehold Improvements described in Paragraph 3 above, subject to any and all other requirements set forth in Section 4.07 this Paragraph, at the time and in the manner set forth in this Paragraph, shall be an event of default. Tenant shall not commence any of the Lease.tenant improvements to the Tenant's computer room until Landlord has approved the plans prepared by Tenant and the contractors to be used by Tenant in connection with such work. The Landlord shall reimburse the Tenant for costs associated with all such tenant improvement work to the Tenant's computer room up to an amount (the Tenant's TI Allowance") equal to the excess, if any, of the Tenant Allowance remaining after deducting the costs actually incurred by Landlord to construct the Landlord's Work. Tenant shall indemnify and hold Landlord harmless from any loss, liability, damage, claim, judgement, cost or expense incurred by Landlord (including but not limited to attorneys' fees and expenses and costs) resulting from or relating to any work performed

Improvements to Premises. Lessee shall take Except as expressly provided in this Section 3, Tenant is in possession of the Premises and accepts the same “as is” without any agreements, representations, understandings or obligations on the part of Landlord to perform any alterations, repairs or improvements. Tenant acknowledges that Landlord has fully performed and discharged all of its obligations with respect to the tenant improvements and the improvement allowances set forth in its "as-is" condition for the Extended Term except for certain Leasehold Improvements (herein so called) Construction Addendum to the Lease. Landlord shall perform further improvements to the Premises which shall be completed in accordance with the specifications Work Letter attached hereto as Exhibit A (A, and in such event, Tenant shall be entitled to an improvement allowance in connection with such work as more fully described in Exhibit A. Notwithstanding the "Approved Plans")foregoing, which have been approved by both Lessor and Lessee. Lessor shall cause if Tenant so elects, Tenant may perform improvements to the Leasehold Improvements to be installed or constructed Premises in accordance with the Approved Plans by Lessor's contractor. So long Tenant Work Letter attached hereto as no Event Exhibit B in lieu of Default (or event which with notice or lapse Landlord’s performance of time could become an Event of Default) has occurred under the Lease, Lessor agrees to provide Lessee an allowance equal to One Hundred Fifty-Three Thousand One Hundred Nineteen and No/100 Dollars ($153,119.00) (the "Improvement Allowance"), which allowance is to be used solely for completion of the Leasehold Improvements in accordance with the Approved Planssuch work, and an additional allowance equal to Three Thousand Two Hundred and No/100 Dollars ($3,200.00) (the "Architectural Allowance")in such event, which allowance is to be used solely for space planning and design services for the Premises. In the event that any alterations or modifications to the Premises are required in order to comply with applicable law, including, without limitation, the Americans with Disabilities Act of 1990, as amended, or the State of Texas equivalent laws and regulations, the cost of any such alterations or modifications shall be satisfied out of the Improvement Allowance. The cost of the Leasehold Improvements and the space planning and design fees is to be paid by Lessor out of the Improvement Allowance and the Architectural Allowance, respectively. Any completed work (labor or materials) outside the scope of the Approved Plans or the cost of which is in excess of the Improvement Allowance or the Architectural Allowance, as the case may be, shall be at Lessee's sole cost and will be billed to Lessee by Lessor and will be due and payable within ten (10) days after Lessee's receipt of an invoice therefor. Notwithstanding the foregoing, Lessee will not be liable for work outside the scope of the Approved Plans or excess costs over the amount of the Improvement Allowance or the Architectural Allowance unless Lessee has consented in writing to such work outside the scope of the Approved Plans or excess costs prior to the commencement of such work or the incurring of such excess costs. Any portion of the Improvement Allowance or the Architectural Allowance remaining upon the completion of the Leasehold Improvements shall be deemed forfeited by Lessee. Lessor further acknowledges and agrees that Section 4.07 of the Lease is hereby amended to provide that Lessee shall not be required to surrender possession of the Premises to Lessor "in the same condition as when received", but rather Tenant shall be entitled to surrender possession of the Premises an improvement allowance in the same condition connection with such work as exists upon the completion of the Leasehold Improvements more fully described in Paragraph 3 above, subject Exhibit B. Tenant shall notify Landlord in writing as to any and all other requirements whether Tenant elects to perform the Tenant Alterations (as set forth in Section 4.07 Exhibit B) or whether Tenant desires that Landlord perform the Landlord Work (as set forth in Exhibit A) (“Tenant’s Alteration Notice”) not later than December 1, 2004. If Tenant elects to perform the Tenant Alterations pursuant to Exhibit B or if fails to deliver the Tenant’s Alteration Notice to Landlord prior to 5:00 pm on December 1, 2004, Tenant shall be deemed to have elected to perform the Tenant Alterations pursuant to Exhibit B and Exhibit A hereto shall void and of no further force and effect. If Tenant elects to have Landlord perform the Landlord Work pursuant to this Section, Exhibit B hereto shall be void and of no further force and effect. Notwithstanding anything to the contrary set forth in the Lease, in the event that the performance of the Landlord Work or the Tenant Alterations, as applicable, results in an increase in the real property taxes or assessment payable with respect to the Building, Tenant shall be solely responsible for such increase in taxes (but only as to the portion of such increase arising solely out of the Landlord Work or the Tenant Alterations, as applicable) and such amount shall constitute additional rent pursuant to the Lease.

Improvements to Premises. Lessee shall take Client agrees to accept the Premises in its then "as-as is" condition for as of the Extended Extension Term except for certain Leasehold Improvements (herein so called) Commencement Date; provided, however, that, effective as of the Extension Term Commencement Date, Landlord shall make available to the Premises which shall be completed in accordance with the specifications attached hereto as Exhibit A (the "Approved Plans"), which have been approved by both Lessor and Lessee. Lessor shall cause the Leasehold Improvements to be installed or constructed in accordance with the Approved Plans by Lessor's contractor. So long as no Event of Default (or event which with notice or lapse of time could become an Event of Default) has occurred under the Lease, Lessor agrees to provide Lessee Client an allowance equal of up to One Hundred Fifty-Three Thousand One Hundred Nineteen Ten and No/100 00/100 Dollars ($153,119.0010.00) per rentable square foot in the Premises (the "Improvement Allowance"), which allowance is to Allowance may be used solely by Client for completion the hard and soft costs of improvements to the Leasehold Improvements Premises, including furniture, fixtures, equipment, tel/data cabling and wiring and consultants ("Client's Work"). Client shall perform Client's Work in accordance with the Approved Plans, and an additional allowance equal to Three Thousand Two Hundred and No/100 Dollars ($3,200.00) (the "Architectural Allowance"), which allowance is to be used solely for space planning and design services for the Premises. In the event that any alterations or modifications subject to the Premises are required in order to comply with applicable lawprovisions of the Lease, including, without limitation, Section 7.3 ("Alterations and Additions"). So long as Client is not in Default under the Americans with Disabilities Act of 1990Lease (as amended hereby), as amended, or Landlord shall make payments to Client from the State of Texas equivalent laws and regulations, Allowance for the cost of any improvements made to the Premises, provided that such alterations or modifications payments shall be satisfied out of not exceed, in the Improvement aggregate, the Allowance. The cost Allowance shall be available to Client upon timely submission of Client's statement ("Statement") with all required lien waivers and certificates as provided below as construction of the Leasehold Improvements improvements to the Premises progresses and Client incurs expenses toward which the space planning Allowance may be applied. Each Statement delivered by Client shall show, in reasonable detail, all costs incurred and design fees is to be paid by Lessor out of the Improvement Allowance and the Architectural Allowance, respectively. Any completed work (labor or materials) outside the scope of the Approved Plans or the cost of which is in excess of the Improvement Allowance or the Architectural Allowance, as the case may be, shall be at Lessee's sole cost accompanied by invoices of each contractor, subcontractor, supplier or vendor for which payment is sought, and will a lien waiver and a certificate, from each contractor and subcontractor whose contract has an aggregate value equal to or greater than $2,500, certifying that all payments then due such contractor or subcontractor and to laborers, materialmen and subcontractors under it have been made, except the amounts then being requisitioned. All contract documents and requisitions submitted by Client for payments from the Allowance relating to design and construction shall be billed to Lessee by Lessor and will in the then current ALA format. Disbursement shall be due and payable within ten made from the Allowance on or before thirty (1030) days after LesseeLandlord receives Client's receipt of an invoice thereforcomplete and correct Statements with all required supporting documentation. Notwithstanding the foregoing, Lessee will not be liable for work outside the scope of the Approved Plans or excess costs over the Client shall forfeit any amount of the Improvement Allowance for which, on or the Architectural Allowance unless Lessee before December 31, 2014, Client has consented in writing to such work outside the scope of the Approved Plans or excess costs prior to the commencement of such work or the incurring of such excess costs. Any portion of the Improvement Allowance or the Architectural Allowance remaining upon the completion of the Leasehold Improvements shall be deemed forfeited by Lessee. Lessor further acknowledges and agrees that Section 4.07 of the Lease is hereby amended to provide that Lessee shall not be submitted complete Statements with all required to surrender possession of the Premises to Lessor "in the same condition as when received", but rather shall be entitled to surrender possession of the Premises in the same condition as exists upon the completion of the Leasehold Improvements described in Paragraph 3 above, subject to any and all other requirements set forth in Section 4.07 of the Leasesupporting documentation.

Improvements to Premises. Lessee shall take the The Premises in its "as-are accepted “as is" condition for the Extended Term ” except for certain Leasehold Improvements improvements to be made by Landlord, as specified in the Rental Rider attached hereto (herein so called) to the Premises which called “Landlord Improvements”). All necessary construction of Landlord Improvements shall be commenced promptly and shall be substantially completed ready for use and occupancy by Tenant on the date set forth in accordance with Article 3. Provided, however, that the specifications attached hereto as Exhibit A (the "Approved Plans"), which have been approved by both Lessor and Lessee. Lessor shall cause the Leasehold Improvements to be installed or constructed in accordance with the Approved Plans by Lessor's contractor. So long as no Event of Default (or event which with notice or lapse of time could become an Event of Default) has occurred under the Lease, Lessor agrees to provide Lessee an allowance equal to One Hundred Fifty-Three Thousand One Hundred Nineteen and No/100 Dollars ($153,119.00) (the "Improvement Allowance"), which allowance is to be used solely for substantial completion of the Leasehold Improvements Premises shall be extended for additional periods of time equal to the time lost by Landlord or Landlord’s contractors, subcontractors or suppliers due to strikes or other labor troubles, governmental restrictions and limitations, scarcity, unavailability or delays in accordance obtaining fuel, labor or materials, war or other national emergency, accidents, floods, defective materials, fire damage or other casualties, adverse weather conditions, or any cause similar or dissimilar to the foregoing beyond the reasonable control of Landlord or Landlord’s contractors, subcontractors or suppliers. All construction shall be done in a good and workmanlike manner and shall comply at the time of completion with all applicable laws, ordinances, regulations and orders of the federal, state, county or other governmental authorities having jurisdiction thereof. Tenant and its authorized agents, employees and contractors shall have the right, at Tenant’s own risk, expense and responsibility, at all reasonable times prior to the Commencement Date as hereinafter defined, to enter the Premises for the purpose of taking measurements and installing its furnishing and equipment; provided that Tenant, in so doing, shall not interfere with or delay the work to be performed hereunder by Landlord, and Tenant shall use contractors and workmen compatible with the Approved Plans, contractors and an additional allowance equal to Three Thousand Two Hundred and No/100 Dollars ($3,200.00) (workmen engaged in the "Architectural Allowance"), which allowance is work to be used solely for space planning and design services for performed hereunder by Landlord. Tenant shall contribute to the Premisescost of Landlord Improvements, the sum of N/A upon the signing of this lease. In the event that Tenant is responsible for any alterations or modifications to the Premises are required in order to comply with applicable lawconstruction, including, without limitation, the Americans with Disabilities Act of 1990, as amended, or the State of Texas equivalent laws Tenant and regulations, the cost of any such alterations or modifications its contractors shall be satisfied out responsible for transportation, safekeeping and storage of materials and equipment used in the Improvement Allowance. The cost performance of Tenant’s Work, and for the Leasehold Improvements removal of waste and debris resulting from the space planning performance of Tenant’s Work and design fees is to be paid by Lessor out of the Improvement Allowance and the Architectural Allowance, respectively. Any completed work (labor or materials) outside the scope of the Approved Plans or the cost of which is in excess of the Improvement Allowance or the Architectural Allowance, as the case may be, shall be at Lessee's sole cost and will be billed to Lessee by Lessor and will be due and payable within ten (10) days after Lessee's receipt of an invoice therefor. Notwithstanding the foregoing, Lessee will not be liable for work outside the scope of the Approved Plans or excess costs over the amount of the Improvement Allowance or the Architectural Allowance unless Lessee has consented in writing to such work outside the scope of the Approved Plans or excess costs prior to the commencement of such work or the incurring of such excess costs. Any portion of the Improvement Allowance or the Architectural Allowance remaining upon the completion of the Leasehold Improvements shall be deemed forfeited by Lessee. Lessor further acknowledges and agrees that Section 4.07 of the Lease is hereby amended to provide that Lessee Landlord shall not be required to surrender possession responsible for the coordination of the Premises work of Landlord’s contractors with the work of Tenant’s contractors. Without specific charge being made therefor, Landlord shall allow Tenant and its contractors during normal working hours to Lessor "use utilities, to the extent available, as may be reasonably required in the same condition Premises for the performance of Tenant’s Work. Prior to commencement of Tenant’s Work, Tenant shall obtain and maintain, at its expense, Workmen’s Compensation and Bodily Injury and Property Damage Public Liability Insurance and so called “Builder’s Risk” Insurance (other than the Workmen’s Compensation Insurance) which shall name Landlord as when received", but rather additional insured and shall be entitled submit certificates as evidence thereof to surrender possession of the Premises in the same condition as exists upon the completion of the Leasehold Improvements described in Paragraph 3 above, subject to any and all other requirements set forth in Section 4.07 of the LeaseLandlord.

Improvements to Premises. Lessee shall take the Premises in its "“as-is" ” condition for the Extended Term except for certain Leasehold Improvements (herein so called) to the Premises which shall be completed in accordance with the specifications attached hereto as Exhibit A (the "“Approved Plans"”), which have been approved by both Lessor and Lessee. Lessor shall cause the Leasehold Improvements to be installed or constructed in accordance with the Approved Plans by Lessor's ’s contractor. So long as no Event of Default (or event which with notice or lapse of time could become an Event of Default) has occurred under the Lease, Lessor agrees to provide Lessee an allowance equal to One Hundred Fifty-Three Thousand One Hundred Nineteen and No/100 Dollars ($153,119.00) (the "“Improvement Allowance"”), which allowance is to be used solely for completion of the Leasehold Improvements in accordance with the Approved Plans, and an additional allowance equal to Three Thousand Two Hundred and No/100 Dollars ($3,200.00) (the "“Architectural Allowance"”), which allowance is to be used solely for space planning and design services for the Premises. In the event that any alterations or modifications to the Premises are required in order to comply with applicable law, including, without limitation, the Americans with Disabilities Act of 1990, as amended, or the State of Texas equivalent laws and regulations, the cost of any such alterations or modifications shall be satisfied out of the Improvement Allowance. The cost of the Leasehold Improvements and the space planning and design fees is to be paid by Lessor out of the Improvement Allowance and the Architectural Allowance, respectively. Any completed work (labor or materials) outside the scope of the Approved Plans or the cost of which is in excess of the Improvement Allowance or the Architectural Allowance, as the case may be, shall be at Lessee's ’s sole cost and will be billed to Lessee by Lessor and will be due and payable within ten (10) days after Lessee's ’s receipt of an invoice therefor. Notwithstanding the foregoing, Lessee will not be liable for work outside the scope of the Approved Plans or excess costs over the amount of the Improvement Allowance or the Architectural Allowance unless Lessee has consented in writing to such work outside the scope of the Approved Plans or excess costs prior to the commencement of such work or the incurring of such excess costs. Any portion of the Improvement Allowance or the Architectural Allowance remaining upon the completion of the Leasehold Improvements shall be deemed forfeited by Lessee. Lessor further acknowledges and agrees that Section 4.07 of the Lease is hereby amended to provide that Lessee shall not be required to surrender possession of the Premises to Lessor "“in the same condition as when received"”, but rather shall be entitled to surrender possession of the Premises in the same condition as exists upon the completion of the Leasehold Improvements described in Paragraph 3 above, subject to any and all other requirements set forth in Section 4.07 of the Lease.

Improvements to Premises. Lessee shall take the Premises in its "“as-is" ” condition for the Extended Term except for certain Leasehold Improvements (herein so called) improvements to the Premises parking area, landscaped beds and driveways (collectively, the “Leasehold Improvements”) which shall be completed in accordance with the terms of this Paragraph 3. Within thirty (30) days following the date hereof, Lessor agrees to submit plans and specifications attached hereto as Exhibit A (the "Approved Plans"), which have been approved by both Lessor and Lessee. Lessor shall cause for the Leasehold Improvements to Lessee for written approval. Lessee shall advise Lessor, no later than seven (7) business days after receipt of such plans and specifications, of its approval of such plans and specifications or, if applicable, of any matters which are unsatisfactory or require change. Lessor and Lessee shall proceed in good faith to resolve any dispute which may arise between the parties as to the plans and specifications. The approved plans and specifications, including all changes required by Lessor, shall be installed referred to herein as the “Approved Plans”. Lessee shall complete the Leasehold Improvements by hiring a contractor to install or constructed construct the Improvements. Lessor will charge a construction management fee (the “Construction Management Fee”) equal to three percent (3%) of the total cost incurred by Lessor and Lessee in completing the Leasehold Improvements, including the cost for preparation of plans and specifications for the Leasehold Improvements. All work with respect to the Leasehold Improvements shall (a) be performed substantially in accordance with the Approved Plans Plans; (b) be performed in such a manner as to maintain harmonious labor relations and not to interfere with or delay any other work and activities being carried on by Lessor or Lessor’s contractors; (c) be designed, performed, and completed in strict compliance with the Lease and with all building standards and regulations established by Lessor's contractor; (d) be completed by contractors and subcontractors reasonably approved by Lessor; (e) be coordinated by all contractors and subcontractors engaged by Lessee so as to insure timely completion thereof; (f) be coordinated with Lessor with respect to the movement of equipment and materials; (g) not adversely affect the structure or safety of the building; (h) comply with all building, safety, fire, plumbing, electrical, and other codes and governmental and insurance requirements; (i) not result in any usage in excess of services provided by Lessor under the Lease for the Premises, including water, electricity, gas, heating, ventilating, and air conditioning (either during or after such work), unless prior written arrangements satisfactory to Lessor are made with respect thereto; and (J) be completed promptly and in a good and workmanlike manner. Any warranties issued in connection with the Leasehold Improvements shall be issued in the name of Lessor. So long as no Event of Default (as defined in the Lease) (or any event which with notice or and/or lapse of time could become an Event of Default) has occurred under the Lease, Lessor agrees to provide Lessee make available an allowance amount equal to One Hundred Fifty-Three Fifty Thousand One Hundred Nineteen and No/100 00/100 Dollars ($153,119.0050,000,00) (the "“Improvement Allowance"), which allowance is ”) to be used solely for completion of the Leasehold Improvements in accordance with Improvements, the Approved Planssatisfaction of any architectural and design fees (including fees for the preparation of the plans and specifications obtained by Lessor), and an additional allowance equal to Three Thousand Two Hundred the payment of the construction Management Fee. Upon completion of the Leasehold Improvements, and No/100 Dollars within thirty ($3,200.0030) (the "Architectural Allowance")days after Lessee’s request, which allowance is to be used solely for space planning and design services for the Premises. In the event that any alterations or modifications to the Premises are required in order to comply with applicable lawLessor shall reimburse Lessee, including, without limitation, the Americans with Disabilities Act of 1990, as amended, or the State of Texas equivalent laws and regulations, the cost of any such alterations or modifications shall be satisfied out of from the Improvement Allowance. The cost , the portion thereof requested by Lessee, provided that Lessee’s request is accompanied by (a) invoices of the general contractor aggregating at least the amount requested, and (b) a final lien waiver and/or release of lien from the general contractor associated with the Leasehold Improvements (collectively, the “Construction Documentation”); and provided further, however, Lessee’s reimbursement shall be no greater than the space planning and design fees is to be paid by Lessor out remaining amount of the Improvement Allowance after satisfaction of all architectural and design fees and payment of the Architectural Allowance, respectivelyConstruction Management Fee. Any completed work (labor or materials) outside the scope of the Approved Plans or the cost of which is in excess of the portion of the Improvement Allowance or the Architectural Allowance, as the case may be, allowance available for Lessee’s use shall be at Lessee's ’s sole cost and will be billed to Lessee by Lessor and will be due and payable within ten (10) days after Lessee's receipt of an invoice therefor. Notwithstanding the foregoing, Lessee will not be liable for work outside the scope of the Approved Plans or excess costs over the amount of the Improvement Allowance or the Architectural Allowance unless Lessee has consented in writing to such work outside the scope of the Approved Plans or excess costs prior to the commencement of such work or the incurring of such excess costsexpense. Any portion of the Improvement Allowance or the Architectural Allowance remaining upon the completion of the Leasehold Improvements shall be deemed forfeited by Lessee. Lessor further acknowledges and agrees that Section 4.07 of the Lease is hereby amended to provide that Lessee shall not be required to surrender possession of the Premises to Lessor "in the same condition as when received", but rather shall be entitled to surrender possession of the Premises in the same condition as exists upon the completion of the Leasehold Improvements described in Paragraph 3 above, subject to any and all other requirements set forth in Section 4.07 of the Lease.

Improvements to Premises. Lessee Tenant acknowledges that Tenant has been in occupancy of the Premises for several years and that it has inspected and is familiar with the Premises. Accordingly, Tenant shall take the Premises for the Second Extended Term in its "as“AS-is" IS” “WHERE IS” AND “WITH ALL FAULTS” condition for as of the Second Extended Term Commencement Date, except for that Landlord agrees to complete certain Leasehold Improvements (herein so called) improvements to the Premises which shall be completed in accordance with pursuant to this Section 3. Tenant agrees to submit to Landlord, for Landlord’s written approval, detailed plans and specifications for Tenant’s proposed improvements to the specifications attached hereto as Exhibit A Premises (the "Approved Plans"), which have been improvements approved by both Lessor and LesseeLandlord in writing are collectively referred to herein as the “Leasehold Improvements”). Lessor Landlord shall cause complete the Leasehold Improvements by hiring a contractor (selected from a competitive bidding process involving not less than three (3) general contractors mutually acceptable to be installed Landlord and Tenant) to install or constructed in accordance with construct the Approved Plans by Lessor's contractorLeasehold Improvements. So long as no Event Provided Tenant has not received from Landlord written notice of Default Tenant’s default of the terms of the Lease (or event which with notice or lapse of time could become an Event of Default) unless such default has occurred under the Leasebeen cured), Lessor Landlord agrees to provide Lessee Tenant an allowance equal to One Hundred Fifty-Three Thousand One Hundred Nineteen and No/100 Dollars ONE HUNDED MISETY FIVE THOUSAND THREE HUNDRED FIFTY TWO AND NOf100 DOLLARS ($153,119.00195,352.00) (the "Improvement “TI Allowance"”), which allowance TI Allowance is to be used solely for completion to pay the costs of the Leasehold Improvements. The costs of the Leasehold Improvements in accordance with the Approved Plansshall include, and an additional allowance equal to Three Thousand Two Hundred and No/100 Dollars ($3,200.00) (the "Architectural Allowance")without limitation, which allowance is to be used solely for space all costs of designing, planning and design services for constructing the Premises. In the event that any alterations or modifications to the Premises are required in order to comply with applicable lawLeasehold Improvements, including, without limitation, the Americans hard and soft costs, permit fees, costs of compliance with Disabilities Act of 1990federal, as amendedstate and municipal building codes, or the State of Texas equivalent laws laws, rules and regulations, ADA and Texas Department of Licensing and Regulation compliance fees, architectural and engineering fees, and a construction management fee in the cost amount of any such alterations or modifications shall be satisfied out five percent (5%) of the Improvement Allowance. The cost total costs of the Leasehold Improvements Improvements. The foregoing construction management fee shall be payabl.e forty percent (40%) to Sxxxxxxxxx Realty Group (“SRG”), as Tenant’s construction manager, and the space planning and design fees is sixty percent (60%) to be paid by Lessor out of the Improvement Allowance and the Architectural Allowance, respectivelyBradford Companies as Landlord’s construction manager. Any completed work (labor or materials) outside the scope of the Approved Plans Leasehold Improvements or any costs of the cost of which is Leasehold Improvements in excess of the Improvement TI Allowance or the Architectural Allowance, as the case may be, shall be at Lessee's Tenant’s sole cost and will expense. Any costs of the Leasehold Improvements in excess of the TI Allowance shall be billed paid to Lessee Landlord by Lessor and will be due and payable Tenant upon demand within ten thirty (1030) days after Lessee's from receipt of an invoice thereforinvoice. Should Tenant fail to promptly pay to Landlord on demand any costs of the Leasehold Improvements in excess of the TI Allowance, Landlord may, at Landlord’s sole option, in addition to any other remedies available to Landlord under the Lease, at law or in equity, as a result of such default by Tenant, refuse to commence or immediately halt construction of the Leasehold Improvements until payment is received and Tenant shall bear all costs attributable to the stopping and re-starting of construction and any delay in completion thereof Notwithstanding anything to the contrary contained herein, Landlord may, upon notice to Tenant, require such changes to the Leasehold Improvements as Landlord reasonably determines to be appropriate in order to comply with the provisions of the Lease and with all applicable building and safety codes and other governmental and insurance requirements, which costs shall be paid from the TI Allowance or paid by Tenant (if in excess of the TI Allowance). Notwithstanding anything to the foregoingcontrary contained herein, Lessee will not be liable for work outside any costs incurred to cause the scope exterior of the Approved Plans or excess costs over Building to comply with the amount of the Improvement Allowance or the Architectural Allowance unless Lessee has consented in writing to such work outside the scope of the Approved Plans or excess costs prior to the commencement of such work or the incurring of such excess costsaforementioned codes and requirements shall be solely at Landlord’s expense. Any portion of the Improvement Allowance or the Architectural TI Allowance remaining upon that date (the “TI Allowance Forfeiture Date”) which is the earlier to occur of (i) the completion of the Leasehold Improvements and (ii) twelve (12) months from the Second Extended Term Commencement Date shall be deemed forfeited by Lessee. Lessor further acknowledges and Tenant; provided, however, Landlord agrees that Section 4.07 to apply towards the next accruing Monthly installment(s) of Rent the Lease is hereby amended to provide that Lessee shall not be required to surrender possession lesser of (a) $.50 per square foot of the Premises to Lessor "in and (b) the same condition as when received", but rather shall be entitled to surrender possession amount of the Premises in TI Allowance remaining on the same condition as exists upon the TI Allowance Forfeiture Date. Upon Landlord’s substantial completion of the Leasehold Improvements described (as determined by Landlord’s construction manager acting reasonably), Landlord and Tenant shall inspect the Leasehold Improvements, and Landlord and Tenant shall specify in Paragraph 3 abovewriting the Punch-List Items (herein so called) which remain to be performed and/or corrected by Landlord. The completion of the inspection shall be deemed conclusive evidence, as against Tenant, that (i) Tenant has inspected the Leasehold Improvements (and has sufficient knowledge and expertise to make such inspection or has caused the Leasehold Improvements to be inspected on its behalf by one or more persons with such knowledge and expertise), (ii) Tenant accepts the Leasehold Improvements in their “AS-IS”, “WHERE IS” AND “WiTH ALL FAULTS” condition as of the date of such inspection (subject to any and all other requirements set forth in Section 4.07 Landlord’s completion of the LeasePunch-List Items), and (iii) that the Leasehold improvements comply fully with Landlord’s covenants and obligations under this Amendment with respect to the construction of the Leasehold Improvements by Landlord (subject to the completion of the Punch-List Items). The foregoing provisions are a material part of the consideration for this Amendment. Landlord shall have the right to enter upon the Premises at all reasonable times to complete the Leasehold Improvements and Punch-List Items, provided that Landlord makes reasonable good faith efforts to cooperate with Tenant in connection therewith. EXCEPT IN THE EVENT OF LANLORD’S NEGLIGENCE, TENANT SHALL AND DOES HEREBY RELEASE, INDEMNIFY, DEFEND AM) HOLD LANDLORD AND TUE LANDLORD ENTITIES HARMLESS FROM ALL LIABILITIES, CLAIMS, INJURIES, LOSSES AND CAUSES OF ACTION RELATING TO OR ARISING FROM LANDLORD’S CAUSING TUE CONSTRUCTION OF THE LEASEHOLD IMPROVEMENTS DURING TENANT’S OCCUPANCY OF THE PREMISES.

Improvements to Premises. Lessee Lessor shall take deliver the Premises to Lessee in its "as-is" condition is condition. Lessor has agreed to Lessee’s completion in the Premises of those leasehold improvements described in Exhibit A hereto (the “Improvements”). All work with respect to the Improvements shall (a) be performed substantially as described in Exhibit A; (b) be performed in such a manner as to maintain harmonious labor relations and not to interfere with or delay any other work and activities being carried on by Lessor, any of Lessor’s contractors, and other tenants; (c) be designed, performed, and completed in strict compliance with the Lease and with all building standards and regulations established by Lessor; (d) be completed by contractors and subcontractors approved by Lessor; (e) be coordinated by all contractors and subcontractors engaged by Lessee so as to insure timely completion thereof; (f) be coordinated with Lessor with respect to the movement of equipment and materials; (g) not adversely affect the structure or safety of the Building; (h) comply with all building, safety, fire, plumbing, electrical, and other codes and governmental and insurance requirements; (i) not result in any usage in excess of services provided by Lessor under the Lease for the Extended Term except for certain Leasehold Improvements Premises, including water, electricity, gas, heating, ventilating, and air conditioning (herein so calledeither during or after such work), unless prior written arrangements satisfactory to Lessor are made with respect thereto; and (j) to the Premises which shall be completed promptly and in accordance with the specifications attached hereto as Exhibit A (the "Approved Plans"), which have been approved by both Lessor a good and Lessee. Lessor shall cause the Leasehold Improvements to be installed or constructed in accordance with the Approved Plans by Lessor's contractorworkmanlike manner. So long as no Event of Default (or event which with notice or and/or lapse of time could become an Event of Default) has occurred under the LeaseLease has occurred, Lessor agrees Lessee shall be entitled to provide Lessee an a cash allowance equal to One Hundred Fifty-Three in the amount of Seventy Thousand One Hundred Nineteen and No/100 Dollars ($153,119.0070,000,00) (the "“Improvement Allowance")”) toward the construction of the Improvements in the Premises, which allowance is shall be payable to be used solely for completion Lessee within thirty (30) days after receipt by Lessor of (a) original invoices of the Leasehold Improvements in accordance general contractor aggregating at least the amount requested, and (b) original final lien waivers and/or original releases of liens from the general contractor and all subcontractors associated with the Approved Plans, and an additional allowance equal to Three Thousand Two Hundred and No/100 Dollars ($3,200.00) (the "Architectural Allowance"), which allowance is to be used solely for space planning and design services for the Premises. In the event that any alterations or modifications to the Premises are required in order to comply with applicable law, including, without limitation, the Americans with Disabilities Act of 1990, as amended, or the State of Texas equivalent laws and regulationsImprovements who perform work, the cost of any such alterations or modifications shall be satisfied out of which exceeds $2,500.00 (collectively, the Improvement Allowance. The cost of the Leasehold Improvements “Construction Documentation”), Lessee acknowledges and the space planning and design fees is agrees that Lessor has conditioned its agreement to be paid by Lessor out of fund the Improvement Allowance on the payment thereof on or before December 31, 2006. Therefore, all Construction Documentation must be delivered to Lessor on or before November 30, 2006, and the Architectural Allowance, respectively. Any completed work (labor or materials) outside the scope of the Approved Plans or the cost of which is in excess of the Improvement Allowance or the Architectural Allowance, as the case may be, shall be at Lessee's sole cost and will be billed to Lessee by Lessor and will be due and payable within ten (10) days after Lessee's receipt of an invoice therefor. Notwithstanding the foregoing, Lessee will not be liable for work outside the scope of the Approved Plans or excess costs over the amount of the Improvement Allowance or the Architectural Allowance unless Lessee has consented in writing to such work outside the scope of the Approved Plans or excess costs prior to the commencement of such work or the incurring of such excess costs. Any any portion of the Improvement Allowance or the Architectural Allowance remaining upon the completion after payment of the Leasehold Improvements shall amount supported by such Construction Documentation will be deemed forfeited by Lessee. Lessor further acknowledges and agrees that Section 4.07 of the Lease is hereby amended to provide that Lessee shall not be required to surrender possession of the Premises to Lessor "in the same condition as when received", but rather shall be entitled to surrender possession of the Premises in the same condition as exists upon the completion of the Leasehold Improvements described in Paragraph 3 above, subject to any and all other requirements set forth in Section 4.07 of the Lease.