Common use of Tenant Improvement Allowances Clause in Contracts

Tenant Improvement Allowances. Xxxxxx previously exhausted the prior "Tenant Improvement Allowance" under the Lease. Subject to compliance with all terms and conditions of this Lease, Lessor shall provide Lessee with three (3) separate Tenant Improvement Allowances as follows: (i) One Hundred Thousand Dollars ($100,000.00) between July 1, 2023 and July 1, 2024; (ii) One Hundred Fifty Thousand Dollars ($150,000.00) between December 15, 2023 through December 15, 2024; and (iii) Two Hundred Fifty Thousand Dollars ($250,000.00) between December 15, 2024 and December 15, 2025 ("Tenant Improvement Allowance"). Xxxxxx agrees there is only a Total Tenant Improvement Allowance in the amounts set fo1th above and such Total Tenant Improvement Allowance may be utilized by Tenant between all Leased Premises. For Lessor to be responsible for reimbursement of any of the three (3) Tenant Improvement Allowances: (i) the Tenant shall submit to Lessor all final and paid receipts, lien releases, proof of payment, itemized proposals, contracts and any other reasonably required paperwork ("Paperwork") with written notice to Lessor requesting reimbursement for the applicable Tenant Improvement Allowance installment and (ii) the applicable Tenant Improvement Allowance must be utilized by Lessee prior to submission of paperwork and the submission of Paperwork required by Lessor shall be submitted to Lessor within the applicable time period set forth above, otherwise any remaining amount of the Tenant Improvement Allowance of the applicable time period shall be waived by Lessee. Lessor will reimburse Lessee within thi1ty (30) days of Xxxxxx's receipt of the request and Paperwork the portion of the Tenant Improvement Allowance supported thereby, not to exceed the applicable Tenant Improvement Allowance installment. There shall be no right by Lessee to carry over any remaining amount of the Tenant Improvement Allowance from one period to the next period set forth above. Lessor shall have no duty or obligation to fund any Tenant Improvement Allowance if Lessee is monetary or material nonmonetary default of the Lease or Other Leased Premises (defined below) at the time of submission of the request for reimbursement. Lessee warrants, represents and agrees that the Tenant Improvement Allowances set forth above shall only be used for the costs related to actual physical improvements to, and as approved by Lessor or as recommended or required by Applicable Requirements to only the Premises or to 000 Xxxxxxxxx Xxxxxxx, Xxxxxx 40-60, 000 Xxxxxxxxx Xxxxxxx, Xxxxx 40 and/or 000 Xxxxxxxxx Xxxxxxx, Xxxxx 00 ("Other Leased Premises") all of the foregoing of which Lessee must be occupying under separate leases with Lessor at the time of submission of the Paperwork and request for reimbursement. At any time, should Lessee transfer the Lease or any lease for the Other Leased Premises or should Lessee and Lessor agree to terminate any of the Other Leased Premises or the Lease, then the amount of the Tenant Improvement Allowance remaining shall be reduced pro rata based on the total square footage reduced by the square footage so transferred or terminated by the parties. Lessee shall submit all plans, contractor(s) selection and designs to Lessor for approval, which approval shall not be unreasonably withheld. The Tenant Improvement Allowance shall not be utilized for soft costs, FF&E, data cabling, or any other items considered to be personal prope1ty. Lessee shall not commence any tenant improvements covered by the Tenant Improvement Allowance without Xxxxxx's written consent of the alterations, which consent shall not be unreasonably withheld and provided to Lessee within ten (10) days of Xxxxxx's receipt of the notice. Lessee shall provide Lessor with access to the Premises and/or Other Leased Premises, if requested by Lessor to approve the request, within such ten (I 0) days' time period, otherwise the time for Lessor approval shall be extended day-for-day until Lessor is provided access to the Premises and/or Other Leased Premises, as applicable. The failure to do so notify Lessor shall result in Lessor not being obligated to Xxxxxx to reimburse for such tenant improvement work under the Tenant Improvement Allowance.

Tenant Improvement Allowances. Xxxxxx previously exhausted the prior "Tenant Improvement Allowance" under the Lease. Subject to compliance with all terms and conditions of this Lease, Lessor shall provide Lessee with three (3) separate Tenant Improvement Allowances as follows: (i) One Hundred Thousand Dollars ($100,000.00) between July 1, 2023 and July 1, 2024; (ii) One Hundred Fifty Thousand Dollars ($150,000.00) between December 15, 2023 through December 15, 2024; and (iii) Two Hundred Fifty Thousand Dollars ($250,000.00) between December 15, 2024 and December 15, 2025 ("Tenant Improvement Allowance"). Xxxxxx agrees there is only a Total Tenant Improvement Allowance in the amounts set fo1th forth above and such Total Tenant Improvement Allowance may be utilized by Tenant between all Leased Premises. For Lessor to be responsible for reimbursement of any of the three (3) Tenant Improvement Allowances: (i) the Tenant shall submit to Lessor all final and paid receipts, lien releases, proof of payment, itemized proposals, contracts and any other reasonably required paperwork ("Paperwork") with written notice to Lessor requesting reimbursement for the applicable Tenant Improvement Allowance installment and (ii) the applicable Tenant Improvement Allowance must be utilized by Lessee prior to submission of paperwork and the submission of Paperwork required by Lessor shall be submitted to Lessor within the applicable time period set forth above, otherwise any remaining amount of the Tenant Improvement Allowance of the applicable time period shall be waived by Lessee. Lessor will reimburse Lessee within thi1ty thirty (30) days of Xxxxxx's receipt of the request and Paperwork the portion of the Tenant Improvement Allowance supported suppo1ied thereby, not to exceed the applicable Tenant Improvement Allowance installment. There shall be no right by Lessee to carry over any remaining amount of the Tenant Improvement Allowance from one period to the next period set forth fotih above. Lessor shall have no duty or obligation to fund any Tenant Improvement Allowance if Lessee is monetary or material nonmonetary default of the Lease or Other Leased Premises (defined below) at the time of submission of the request for reimbursement. Lessee warrants, represents and agrees that the Tenant Improvement Allowances set forth above shall only be used for the costs related to actual physical improvements to, and as approved by Lessor or as recommended or required by Applicable Requirements to only the Premises or to 000 Xxxxxxxxx Xxxxxxx, Xxxxxx 40-60, 000 Xxxxxxxxx Xxxxxxx, Xxxxx 40 Xxxxxx 00-30 and/or 000 Xxxxxxxxx Xxxxxxx, Xxxxx 00 ("Other Leased Premises") all of the foregoing of which Lessee must be occupying under separate leases with Lessor Xxxxxx at the time of submission of the Paperwork and request for reimbursement. At any time, should Lessee transfer the Lease or any lease for the Other Leased Premises or should Lessee and Lessor agree to terminate any of the Other Leased Premises or the Lease, then the amount of the Tenant Improvement Allowance remaining shall be reduced pro rata based on the total square footage reduced by the square footage so transferred or terminated by the partiespa1iies. Lessee shall submit all plans, contractor(s) selection and designs to Lessor for approval, which approval shall not be unreasonably withheld. The Tenant Improvement Allowance shall not be utilized for soft costs, FF&E, data cabling, or any other items considered to be personal prope1typroperty. Lessee shall not commence any tenant improvements covered by the Tenant Improvement Allowance without Xxxxxx's written consent of the alterations, which consent shall not be unreasonably withheld and provided to Lessee within ten (10l 0) days of Xxxxxx's receipt of the notice. Lessee shall provide Lessor with access to the Premises and/or Other Leased Premises, if requested by Lessor to approve the request, within such ten (I 010) days' time period, otherwise the time for Lessor approval shall be extended day-for-day until Lessor is provided access to the Premises and/or Other Leased Premises, as applicable. The failure to do so notify Lessor shall result in Lessor not being obligated to Xxxxxx to reimburse for such tenant improvement work under the Tenant Improvement Allowance.

Tenant Improvement Allowances. Xxxxxx previously exhausted Leasing Commissions, Free Rent, and LOI Credit. Purchaser shall receive credits against the prior "Tenant Improvement Allowance" under the Lease. Subject Purchase Price at Closing equal to compliance with all terms and conditions of this Lease, Lessor shall provide Lessee with three (3) separate Tenant Improvement Allowances as follows: (i) One Hundred Thousand Dollars the amount of outstanding tenant improvement allowances currently due and payable by Seller to tenants or licensees and shown as “Seller’s Obligation” on Schedule 5.1.7(v) attached hereto, as such Schedule may be updated by Seller at Closing in accordance with Section 8.2.1.9 of this Agreement ($100,000.00) between July 1, 2023 and July 1, 2024but Purchaser shall not receive a credit with respect to any items shown on such schedule as “Purchaser’s Obligation”); (ii) One Hundred Fifty Thousand Dollars the amount of outstanding brokerage and leasing commissions currently due and payable by Seller to third parties and shown as “Seller’s Obligation” on Schedule 5.1.8 attached hereto, as such Schedule may be updated by Seller at Closing in accordance with Section 8.2.1.9 of this Agreement ($150,000.00) between December 15, 2023 through December 15, 2024but Purchaser shall not receive a credit with respect to any items shown on such schedule as “Purchaser’s Obligation”); and (iii) Two Hundred Fifty Thousand Dollars ($250,000.00) between December 15, 2024 and December 15, 2025 ("Tenant Improvement Allowance"). Xxxxxx agrees there is only a Total Tenant Improvement Allowance in the amounts set fo1th above and such Total Tenant Improvement Allowance may be utilized by Tenant between all Leased Premises. For Lessor to be responsible for reimbursement of any portion of the three amount of “free rent” (3whether characterized as “free,” “abated,” or words of similar import) Tenant Improvement Allowances: available to tenants under Leases and licensees under Licenses and shown on Schedule 8.5.8 attached hereto which is attributable to the period from and after the Closing Date, (iv) a portion of the rent support provided to certain tenants under Leases and shown on Schedule 8.5.8 attached hereto that is attributable to the period from and after the Closing Date, and (v) the amount of Seller credits related to letters of intent and shown as “Seller’s Credit related to XXXx” on Schedule 8.5.8 attached hereto. If, prior to Closing, Seller pays any tenant improvement allowances or leasing commissions that are designated as “Purchaser’s Obligation” on either Schedule 5.1.7(v) or Schedule 5.1.8 referenced in clauses (i) the Tenant shall submit to Lessor all final and paid receipts, lien releases, proof of payment, itemized proposals, contracts and any other reasonably required paperwork ("Paperwork") with written notice to Lessor requesting reimbursement for the applicable Tenant Improvement Allowance installment and (ii) above, then Seller shall receive a credit at Closing equal to such amounts paid by Seller on Purchaser’s behalf. Notwithstanding anything set forth herein to the applicable Tenant Improvement Allowance must be utilized by Lessee prior contrary, (A) the credit with respect to submission of paperwork free rent referenced in clause (iii) above and the submission of Paperwork required by Lessor rent support referenced in clause (iv) above shall be submitted subject to Lessor within the applicable time period set forth above, otherwise any remaining amount adjustment only based on Seller’s and Purchaser’s respective periods of ownership of the Tenant Improvement Allowance Property, and not with respect to amount or any other factor, and (B) the credit with respect to letters of the applicable time period intent referenced in clause (v) above shall not be subject to adjustment except that such credit shall be waived by Lessee. Lessor will reimburse Lessee within thi1ty (30) days of Xxxxxx's receipt of reduced if, between the request Effective Date and Paperwork the Closing Date, Seller pays any portion of the Tenant Improvement Allowance supported therebyamounts identified on such Schedule, not to exceed the applicable Tenant Improvement Allowance installment. There shall be no right by Lessee to carry over any remaining amount of the Tenant Improvement Allowance from one period to the next period set forth above. Lessor shall have no duty or obligation to fund any Tenant Improvement Allowance if Lessee is monetary or material nonmonetary default of the Lease or Other Leased Premises (defined below) at the time of submission of the request for reimbursement. Lessee warrants, represents and agrees that the Tenant Improvement Allowances set forth above shall only be used for the costs related to actual physical improvements to, and as approved by Lessor or as recommended or required by Applicable Requirements to only the Premises or to 000 Xxxxxxxxx Xxxxxxx, Xxxxxx 40-60, 000 Xxxxxxxxx Xxxxxxx, Xxxxx 40 and/or 000 Xxxxxxxxx Xxxxxxx, Xxxxx 00 ("Other Leased Premises") all of the foregoing of in which Lessee must be occupying under separate leases with Lessor at the time of submission of the Paperwork and request for reimbursement. At any time, should Lessee transfer the Lease or any lease for the Other Leased Premises or should Lessee and Lessor agree to terminate any of the Other Leased Premises or the Lease, then the amount of the Tenant Improvement Allowance remaining event such credit shall be reduced pro rata based on the total square footage reduced by the square footage amount so transferred or terminated paid by the partiesSeller. Lessee shall submit all plansFrom and after Closing, contractor(s) selection and designs to Lessor for approval, which approval shall not be unreasonably withheld. The Tenant Improvement Allowance shall not be utilized for soft costs, FF&E, data cabling, or any other items considered to be personal prope1ty. Lessee shall not commence any tenant improvements covered by the Tenant Improvement Allowance without Xxxxxx's written consent of the alterations, which consent shall not be unreasonably withheld and provided to Lessee within ten (10) days of Xxxxxx's receipt of the notice. Lessee shall provide Lessor with access to the Premises and/or Other Leased Premises, if requested by Lessor to approve the request, within such ten (I 0) days' time period, otherwise the time for Lessor approval Purchaser shall be extended day-for-day until Lessor is provided access to the Premises and/or Other Leased Premises, as applicable. The failure to do so notify Lessor shall result in Lessor not being obligated to Xxxxxx to reimburse solely responsible for such all tenant improvement work under allowances, all leasing commissions, and all free rent associated with the Tenant Improvement AllowanceProperty, the Leases and/or the Licenses and all costs and expenses associated therewith.

Tenant Improvement Allowances. Xxxxxx previously exhausted the prior "Tenant Improvement Allowance" under the Lease. Subject to compliance with all terms and conditions of this Lease, Lessor shall provide Lessee with three (3) separate Tenant Improvement Allowances as follows: (i) One Hundred Thousand Dollars ($100,000.00) between July 1, 2023 and July 1, 2024; (ii) One Hundred Fifty Thousand Dollars ($150,000.00) between December 15, 2023 through December 15, 2024; and (iii) Two Hundred Fifty Thousand Dollars ($250,000.00) between December 15, 2024 and December 15, 2025 ("Tenant Improvement Allowance"). Xxxxxx agrees there is only a Total Tenant Improvement Allowance in the amounts set fo1th forth above and such Total Tenant Improvement Allowance may be utilized by Tenant between all Leased Premises. For Lessor to be responsible for reimbursement of any ahy of the three (3) Tenant Improvement Allowances: (i) the Tenant shall submit to Lessor all final and paid receipts, lien releases, proof of payment, itemized proposals, contracts and any other reasonably required paperwork ("Paperwork") with written notice to Lessor requesting reimbursement for the applicable Tenant Improvement Allowance installment and (ii) the applicable Tenant Improvement Allowance must be utilized by Lessee prior to submission of paperwork and the submission of Paperwork required by Lessor shall be submitted to Lessor within the applicable time period set forth above, otherwise any remaining amount of the Tenant Improvement Allowance of the applicable time period shall be waived by Lessee. Lessor will reimburse Lessee within thi1ty thirty (30) days of Xxxxxx's receipt of the request and Paperwork the portion of the Tenant Improvement Allowance supported thereby, not to exceed the applicable Tenant Improvement Allowance installment. There shall be no right by Lessee to carry over any remaining amount of the Tenant Improvement Allowance from one period to the next period set forth above. Lessor shall have no duty or obligation to fund any Tenant Improvement Allowance if Lessee is monetary or material nonmonetary default of the Lease or Other Leased Premises (defined below) at the time of submission of the request for reimbursement. Lessee warrants, represents and agrees that the Tenant Improvement Allowances set forth above shall only be used for the costs related to actual physical improvements to, and as approved by Lessor or as recommended or required by Applicable Requirements to only the Premises or to 000 Xxxxxxxxx Xxxxxxx, Xxxxxx 40-60, 000 Xxxxxxxxx Xxxxxxx, Xxxxx 40 and/or 000 Xxxxxxxxx Xxxxxxx, Xxxxx 00 Xxxxxx 00-20 ("Other Leased Premises") all of the foregoing of which Lessee must be occupying under separate leases with Lessor Xxxxxx at the time of submission of the Paperwork and request for reimbursement. At any time, should Lessee transfer the Lease or any lease for the Other Leased Premises or should Lessee and Lessor agree to terminate any of the Other Leased Premises or the Lease, then the amount of the Tenant Improvement Allowance remaining shall be reduced pro rata based on the total square footage reduced by the square footage so transferred or terminated by the parties. Lessee shall submit all plans, contractor(s) selection and designs to Lessor for approval, which approval shall not be unreasonably withheld. The Tenant Improvement Allowance shall not be utilized for soft costs, FF&E, data cabling, or any other items considered to be personal prope1typroperty. Lessee shall not commence any tenant improvements covered by the Tenant Improvement Allowance without Xxxxxx's written consent of the alterations, which consent shall not be unreasonably withheld and provided to Lessee within ten (10) days of Xxxxxx's receipt of the notice. Lessee shall provide Lessor with access to the Premises and/or Other Leased Premises, if requested by Lessor to approve the request, within such ten (I 010) days' time period, otherwise the time for Lessor approval shall be extended day-for-day until Lessor is provided access to the Premises and/or Other Leased Premises, as applicable. The failure to do so notify Lessor shall result in Lessor not being obligated to Xxxxxx Lessee to reimburse for such tenant improvement work under the Tenant Improvement Allowance. .

Tenant Improvement Allowances. Xxxxxx previously exhausted Tenant shall bear the prior "costs and expenses of planning and constructing the Tenant Improvement Allowance" under the Lease. Subject to compliance with all terms and conditions of this LeaseImprovements; provided, Lessor however, that Landlord shall provide Lessee Tenant with three (3) separate Tenant Improvement Allowances as follows: (i) One Hundred Thousand an improvement allowance of Thirty and No/100 Dollars ($100,000.0030.00) between July 1, 2023 and July 1, 2024; per square foot of Rentable Area of the Building as determined pursuant to Section 1.02 (ii) One Hundred Fifty Thousand Dollars ($150,000.00) between December 15, 2023 through December 15, 2024; and (iii) Two Hundred Fifty Thousand Dollars ($250,000.00) between December 15, 2024 and December 15, 2025 (the "Tenant Improvement AllowanceIMPROVEMENT ALLOWANCE"). Xxxxxx agrees there is only a Total Tenant Any portion of the Improvement Allowance which is not applied to Tenant Improvements construction or design costs shall, subject to finalization by Landlord and Tenant of invoices for all Tenant Improvements work, if Tenant is not then in the amounts set fo1th above and such Total default beyond applicable grace periods, be paid to Tenant Improvement Allowance may be utilized by Tenant between all Leased Premises. For Lessor to be responsible for reimbursement of any of the three (3) Tenant Improvement Allowances: (i) the Tenant shall submit to Lessor all final and paid receipts, lien releases, proof of payment, itemized proposals, contracts and any other reasonably required paperwork ("Paperwork") with written notice to Lessor requesting reimbursement for the applicable Tenant Improvement Allowance installment and (ii) the applicable Tenant Improvement Allowance must be utilized by Lessee prior to submission of paperwork and the submission of Paperwork required by Lessor shall be submitted to Lessor within the applicable time period set forth above, otherwise any remaining amount of the Tenant Improvement Allowance of the applicable time period shall be waived by Lessee. Lessor will reimburse Lessee within thi1ty thirty (30) days of XxxxxxTenant's written request therefor, or in Tenant's sole discretion, may be applied by Tenant to other costs in connection herewith; provided, however, Tenant agrees to reimburse Landlord for any additional bills that are subsequently received by Landlord within ninety (90) days following Substantial Completion for Tenant Improvements work. Such reimbursement shall be made by Tenant within twenty (20) days after receipt of Landlord's written request therefor accompanied by a certified invoice from Landlord accompanied by applicable bills received. Construction costs on Tenant Improvements in excess of the request Improvement Allowance shall be paid for by Tenant in accordance with Section 2.14(c) and Paperwork Section 3.03. Landlord shall provide Tenant with an accounting (unaudited), certified by an officer of the portion general partner of Landlord, together with copies of applicable invoices for the construction costs of the Tenant Improvement Allowance supported therebyImprovements within ninety (90) days after Substantial Completion of the Project and each Project Expansion. Notwithstanding anything herein to the contrary, not to exceed if performance or payment bonds are required by Tenant in connection with the applicable Tenant Improvement Allowance installment. There Improvements, such bonds shall be no right by Lessee to carry over any remaining amount of at Tenant's expense, and such expense shall be charged against the Tenant Improvement Allowance from one period Allowance. Notwithstanding anything contained herein to the next period set forth above. Lessor shall have no duty or obligation to fund any Tenant Improvement Allowance if Lessee is monetary or material nonmonetary default of contrary, the Lease or Other Leased Premises (defined below) at the time of submission of the request for reimbursement. Lessee warrants, represents and agrees that the Tenant Improvement Allowances set forth above shall only be used for the costs related to actual physical improvements to, and as approved by Lessor or as recommended or required by Applicable Requirements to only the Premises or to 000 Xxxxxxxxx Xxxxxxx, Xxxxxx 40-60, 000 Xxxxxxxxx Xxxxxxx, Xxxxx 40 and/or 000 Xxxxxxxxx Xxxxxxx, Xxxxx 00 ("Other Leased Premises") all of the foregoing of which Lessee must be occupying under separate leases with Lessor at the time of submission of the Paperwork and request for reimbursement. At any time, should Lessee transfer the Lease or any lease for the Other Leased Premises or should Lessee and Lessor agree to terminate any of the Other Leased Premises or the Lease, then the amount of the Tenant Improvement Allowance remaining shall be reduced pro rata based on the total square footage reduced by the square footage so transferred or terminated by the parties. Lessee shall submit all plans, contractor(s) selection and designs to Lessor for approval, which approval following amounts shall not be unreasonably withheld. The Tenant Improvement Allowance shall not be utilized for soft costs, FF&E, data cabling, or any other items considered to be personal prope1ty. Lessee shall not commence any tenant improvements covered by charged against the Tenant Improvement Allowance without Xxxxxx's written consent of the alterations, which consent shall not be unreasonably withheld and provided to Lessee within ten (10) days of Xxxxxx's receipt of the notice. Lessee shall provide Lessor with access to the Premises and/or Other Leased Premises, if requested by Lessor to approve the request, within such ten (I 0) days' time period, otherwise the time for Lessor approval shall be extended day-for-day until Lessor is provided access to the Premises and/or Other Leased Premises, as applicable. The failure to do so notify Lessor shall result in Lessor not being obligated to Xxxxxx to reimburse for such tenant improvement work under the Tenant Improvement Allowance.:

Tenant Improvement Allowances. Xxxxxx previously exhausted the prior "Tenant Improvement Allowance" under the Lease. Subject to compliance with all terms and conditions of this Lease, Lessor shall provide Lessee with three (3) separate Tenant Improvement Allowances as follows: (i) One Hundred Thousand Dollars ($100,000.00) between July 1, 2023 and July 1, 2024; (ii) One Hundred Fifty Thousand Dollars ($150,000.00) between December 15, 2023 through December 15, 2024; and (iii) Two Hundred Fifty Thousand Dollars ($250,000.00) between December 15, 2024 and December 15, 2025 ("Tenant Improvement Allowance"). Xxxxxx agrees there is only a Total Tenant Improvement Allowance in the amounts set fo1th above and such Total Tenant Improvement Allowance may be utilized by Tenant between all Leased Premises. For Lessor to be responsible for reimbursement of any of the three (3) Tenant Improvement Allowances: (i) the Tenant shall submit to Lessor all final and paid receipts, lien releases, proof of payment, itemized proposals, contracts and any other reasonably required paperwork ("Paperwork") with written notice to Lessor requesting reimbursement for the applicable Tenant Improvement Allowance installment and (ii) the applicable Tenant Improvement Allowance must be utilized by Lessee prior to submission of paperwork and the submission of Paperwork required by Lessor shall be submitted to Lessor within the applicable time period set forth fmth above, otherwise any remaining amount of the Tenant Improvement Allowance of the applicable time period shall be waived by LesseeXxxxxx. Lessor will reimburse Lessee within thi1ty (30) days of Xxxxxx's receipt of the request and Paperwork the portion of the Tenant Improvement Allowance supported thereby, not to exceed the applicable Tenant Improvement Allowance installment. There shall be no right by Lessee to carry over any remaining amount of the Tenant Improvement Allowance from one period to the next period set forth fo1th above. Lessor shall have no duty or obligation to fund any Tenant Improvement Allowance if Lessee is monetary or material nonmonetary default of the Lease or Other Leased Premises (defined below) at the time of submission of the request for reimbursement. Lessee warrants, represents and agrees that the Tenant Improvement Allowances set forth above shall only be used for the costs related to actual physical improvements to, and as approved by Lessor or as recommended or required by Applicable Requirements to only the Premises or to 000 Xxxxxxxxx Xxxxxxx, Xxxxxx 4010-6030, 000 Xxxxxxxxx Xxxxxxx, Xxxxx 40 and/or 000 Xxxxxxxxx Xxxxxxx, Xxxxx 00 ("Other Leased Premises") all of the foregoing of which Lessee must be occupying under separate leases with Lessor at the time of submission of the Paperwork and request for reimbursement. At any time, should Lessee transfer the Lease or any lease for the Other Leased Premises or should Lessee and Lessor agree to terminate any of the Other Leased Premises or the Lease, then the amount of the Tenant Improvement Allowance remaining shall be reduced pro rata based on the total square footage reduced by the square footage so transferred or terminated by the parties. Lessee shall submit all plans, contractor(s) selection and designs to Lessor for approval, which approval shall not be unreasonably withheld. The Tenant Improvement Allowance shall not be utilized for soft costs, FF&E, data cabling, or any other items considered to be personal prope1typroperty. Lessee shall not commence any tenant improvements covered by the Tenant Improvement Allowance without Xxxxxx's written consent of the alterations, which consent shall not be unreasonably withheld and provided to Lessee within ten (10) days of Xxxxxx's receipt of the notice. Lessee shall provide Lessor with access to the Premises and/or Other Leased Premises, if requested by Lessor to approve the request, within such ten (I 010) days' time period, otherwise the time for Lessor approval shall be extended day-for-day until Lessor is provided access to the Premises and/or Other Leased Premises, as applicable. The failure to do so notify Lessor shall result in Lessor not being obligated to Xxxxxx to reimburse for such tenant improvement work under the Tenant Improvement Allowance.

Tenant Improvement Allowances. Xxxxxx previously exhausted If during the Investigation Period, and prior "to the time the Purchaser has delivered its Notice To Proceed, the Seller has negotiated and, with the written consent of the Purchaser as to the terms and conditions thereof, entered into and executed a Tenant Lease for any part of the Property, and the Seller, as landlord, shall be required under the terms and conditions of such lease to provide a tenant improvement allowance (“Tenant Improvement Allowance" ”) to improve and prepare the leased premises for the tenant’s use and occupancy thereof, then to the extent Seller is obligated to pay, and in fact has paid, the Tenant Improvement Allowance (to either the tenant under the Leaselease or to any third parties performing the work) in connection with such Tenant Lease prior to the Closing, the Seller shall be entitled to a credit, at the Closing, equal to the Tenant Improvement Allowance paid by the Seller. Subject To the extent the Seller is obligated to compliance pay, but as of the Closing has not yet paid, the Tenant Improvement Allowance, at the Closing the Seller shall assign to the Purchaser all applicable contracts and invoices for such work to the Purchaser (assuming the Tenant Improvement Allowance is not paid directly to the tenant) and Purchaser shall assume the obligation to pay such contracts and invoices. Any partial payments made by the Seller towards any Tenant Improvement Allowance due shall be accounted for at the Closing in a manner consistent with all the terms and conditions of this Leaseparagraph. All contractors, Lessor shall provide Lessee with three (3) separate Tenant Improvement Allowances as follows: (i) One Hundred Thousand Dollars ($100,000.00) between July 1, 2023 subcontractors and July 1, 2024; (ii) One Hundred Fifty Thousand Dollars ($150,000.00) between December 15, 2023 through December 15, 2024; material suppliers engaged by the Seller to improve and (iii) Two Hundred Fifty Thousand Dollars ($250,000.00) between December 15, 2024 and December 15, 2025 ("Tenant Improvement Allowance"). Xxxxxx agrees there is only a Total Tenant Improvement Allowance in the amounts set fo1th above and such Total Tenant Improvement Allowance may be utilized by Tenant between all Leased Premises. For Lessor to be responsible for reimbursement of prepare any of the three (3) Tenant Improvement Allowances: (i) the Tenant shall submit to Lessor all final and paid receipts, lien releases, proof of payment, itemized proposals, contracts and any other reasonably required paperwork ("Paperwork") with written notice to Lessor requesting reimbursement for the applicable Tenant Improvement Allowance installment and (ii) the applicable Tenant Improvement Allowance must be utilized by Lessee prior to submission of paperwork and the submission of Paperwork required by Lessor shall be submitted to Lessor within the applicable time period set forth above, otherwise any remaining amount of the Tenant Improvement Allowance of the applicable time period shall be waived by Lessee. Lessor will reimburse Lessee within thi1ty (30) days of Xxxxxx's receipt of the request and Paperwork the portion of the Tenant Improvement Allowance supported therebyleased premises for the tenant’s use and occupancy, not to exceed the applicable Tenant Improvement Allowance installment. There and their respective contracts, shall be no right by Lessee to carry over any remaining amount of the Tenant Improvement Allowance from one period subject to the next period set forth above. Lessor shall have no duty or obligation to fund any Tenant Improvement Allowance if Lessee is monetary or material nonmonetary default of the Lease or Other Leased Premises (defined below) at the time of submission of the request for reimbursement. Lessee warrants, represents and agrees that the Tenant Improvement Allowances set forth above shall only be used for the costs related to actual physical improvements to, and as approved by Lessor or as recommended or required by Applicable Requirements to only the Premises or to 000 Xxxxxxxxx Xxxxxxx, Xxxxxx 40-60, 000 Xxxxxxxxx Xxxxxxx, Xxxxx 40 and/or 000 Xxxxxxxxx Xxxxxxx, Xxxxx 00 ("Other Leased Premises") all of the foregoing of which Lessee must be occupying under separate leases with Lessor at the time of submission of the Paperwork and request for reimbursement. At any time, should Lessee transfer the Lease or any lease for the Other Leased Premises or should Lessee and Lessor agree to terminate any of the Other Leased Premises or the Lease, then the amount of the Tenant Improvement Allowance remaining shall be reduced pro rata based on the total square footage reduced by the square footage so transferred or terminated by the parties. Lessee shall submit all plans, contractor(s) selection and designs to Lessor for approval, which approval shall not be unreasonably withheld. The Tenant Improvement Allowance shall not be utilized for soft costs, FF&E, data cabling, or any other items considered to be personal prope1ty. Lessee shall not commence any tenant improvements covered by the Tenant Improvement Allowance without Xxxxxx's prior written consent of the alterationsPurchaser, which consent shall not may be unreasonably withheld in the Purchaser’s sole and provided to Lessee within ten (10) days of Xxxxxx's receipt of the notice. Lessee shall provide Lessor with access to the Premises and/or Other Leased Premises, if requested by Lessor to approve the request, within such ten (I 0) days' time period, otherwise the time for Lessor approval shall be extended day-for-day until Lessor is provided access to the Premises and/or Other Leased Premises, as applicable. The failure to do so notify Lessor shall result in Lessor not being obligated to Xxxxxx to reimburse for such tenant improvement work under the Tenant Improvement Allowanceabsolute discretion.