Common use of Construction Costs Clause in Contracts

Construction Costs. Tenant shall pay for all construction costs, including, but not limited to permits, costs of materials and labor, sales tax, construction management fees and the like except to the extent of the Tenant Improvement Allowance which shall be paid by Landlord. The term “Tenant Improvement Allowance” shall mean the sum of $316,020.00 (or $15.00 per square foot of rentable area times 21,068 square feet of rentable area) which Landlord agrees to pay towards the construction costs. Landlord agrees to pay architectural fees and design services up to $1.25 per rentable square foot. Any services performed by the architect above the $1.25 per rentable square foot shall be the responsibility of the Tenant and may be paid out of the Tenant Improvement Allowance to the extent funds are available. Notwithstanding anything to the contrary, provided there is any unused portion of the Tenant Improvement Allowance, up to 20% of the allowance can be used by the Tenant as a moving allowance or for communications costs for cabling and data. Tenant must submit invoices for such allowances for Landlord to pay. Xxxxxx Development will act as General Contractor for the construction of tenant improvements, competitively bidding each trade to at least three subcontractors, the typical five percent (5%) construction management fee will not be charged to Tenant or deducted from the Tenant Improvement Allowance. Landlord shall obtain bids based on the Approved Pricing Plans and construct the Work as described in the Approved Pricing Plans. If after finalizing the Approved Working Drawings, it is determined that the construction costs will exceed the amount of the Tenant Improvement Allowance (an “Excess”), then Tenant shall pay to Landlord the amount of such Excess within ten (10) days of written request from Landlord. Notwithstanding anything to the contrary, if Tenant fails to pay any Excess timely, Landlord shall not be obligated to commence construction of the Work and such delay shall constitute a Tenant Delay for each day beyond the ten (10) day period until the Excess is paid to Landlord. If Tenant elects not to use Xxxxxx Development as the General Contractor, Tenant understands that Landlord, or its designated agent, shall serve as construction manager for all of Tenant’s refurbishment and renovations in the refurbishment and renovations in the Premises and the fee for such service is 5% of the total cost of all work performed in connection with such refurbishment and renovations. Tenant agrees to cooperate with Landlord in completing any such improvements on a timely basis and Tenant has approved the preliminary space plan and pricing documentation. Additional space on the 3rd floor which Tenant elects to lease pursuant [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. to a right hereunder shall be finished out by Landlord pursuant to mutually agreed upon plans and Tenant shall receive an allowance of $15.00 per square foot of rentable area provided, however, Tenant acknowledges that Landlord is improving the entire third (3rd) floor prior to commencement of the Lease and Tenant shall not be entitled to any additional tenant finish when Tenant leases the remainder of the third floor.

Construction Costs. Tenant shall pay for all construction costs, including, but not limited to permits, costs of materials and labor, sales tax, construction management fees and the like except to the extent in excess of the Tenant Improvement Allowance which shall be paid by Landlord. The term “Tenant Improvement Allowance” shall mean the sum results of calculating the number of months remaining on the Original Lease Term times $316,020.00 0.238095 times the square footage in the 4th floor Expansion Space. For example if 62 months remain when the 4th floor Expansion Space commences, the Tenant Improvement Allowance for the 4th floor Expansion Space shall be $311,003.75 (or $15.00 14.7619 per square foot of rentable area times 21,068 square feet of rentable area) which Landlord agrees to pay towards the construction costs. Landlord agrees to pay architectural fees and design services up to $1.25 per rentable square foot. Any services performed by the architect above the $1.25 per rentable square foot shall be the responsibility of the Tenant and may be paid out of the Tenant Improvement Allowance to the extent funds are available. Notwithstanding anything to the contrary, provided there is any unused [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. portion of the Tenant Improvement Allowance, up to 20% of the allowance Tenant Improvement Allowance can be used by the Tenant as a moving allowance or for communications costs for cabling and data. Tenant must submit invoices for such allowances for Landlord to pay. If Xxxxxx Development will act acts as General Contractor for the construction of tenant improvements, competitively bidding each trade to at least three subcontractors, the typical five percent (5%) construction management fee will not be charged to Tenant or deducted from the Tenant Improvement Allowance. Landlord shall obtain bids based on cause the Approved Pricing Plans and construct construction of the Work as described in the Approved Pricing PlansPlans (which shall mean the Pricing Plans finally approved by Tenant based on the preliminary space plan and pricing documentation previously approved by Tenant for the 4th Floor Expansion Space). Landlord and Tenant shall agree on Approved Working Drawings for the Work in the 4th Floor Expansion Space in accordance with the procedure set forth in Paragraph 2 of Exhibit D attached to the Original Lease. If after finalizing the Approved Working DrawingsDrawings for the 4th Floor Expansion Space, it is determined that the construction costs will exceed the amount of the Tenant Improvement Allowance (an “Excess”), then Tenant shall pay to Landlord the amount of such Excess within ten (10) days of written request from Landlord. Notwithstanding anything to the contrary, if Tenant fails to pay any Excess timely, Landlord shall not be obligated to commence construction of the Work in the 4th Floor Expansion Space and such delay shall constitute a Tenant Delay for each day beyond the ten (10) day period until the Excess is paid to Landlord. If Tenant elects not to use Xxxxxx Development as the General Contractor, Tenant understands that Landlord, or its designated agent, shall serve as construction manager for all of Tenant’s refurbishment and renovations in the refurbishment and renovations in the Premises and the fee Tenant will pay for such service is 5% of the total cost of all work performed in connection with such refurbishment and renovations. Tenant agrees to cooperate with Landlord in completing any such improvements on a timely basis and Tenant has approved the preliminary space plan and pricing documentation. Additional space on the 3rd floor which Tenant elects to lease pursuant [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. to a right hereunder shall be finished out by Landlord pursuant to mutually agreed upon plans and Tenant shall receive an allowance of $15.00 per square foot of rentable area provided, however, Tenant acknowledges that Landlord is improving the entire third (3rd) floor prior to commencement of the Lease and Tenant shall not be entitled to any additional tenant finish when Tenant leases the remainder of the third floorbasis.

Construction Costs. Tenant shall pay for all construction costs, including, but not limited to permits, costs of materials and labor, sales tax, construction management fees and the like except to the extent in excess of the Tenant Improvement Allowance which shall be paid by Landlord. The term “Tenant Improvement Allowance” shall mean the sum results of calculating the number of months remaining on the Original Lease Term times $316,020.00 0.238095 times the square footage in the 4th floor Expansion Space. For example if 62 months remain when the 4th floor Expansion Space commences, the Tenant Improvement Allowance for the 4th floor Expansion Space shall be $311,003.75 (or $15.00 14.7619 per square foot of rentable area times 21,068 square feet of rentable area) which Landlord agrees to pay towards the construction costs. Landlord agrees to pay architectural fees and design services up to $1.25 per rentable square foot. Any services performed by the architect above the $1.25 per rentable [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. square foot shall be the responsibility of the Tenant and may be paid out of the Tenant Improvement Allowance to the extent funds are available. Notwithstanding anything to the contrary, provided there is any unused portion of the Tenant Improvement Allowance, up to 20% of the allowance Tenant Improvement Allowance can be used by the Tenant as a moving allowance or for communications costs for cabling and data. Tenant must submit invoices for such allowances for Landlord to pay. If Xxxxxx Development will act acts as General Contractor for the construction of tenant improvements, competitively bidding each trade to at least three subcontractors, the typical five percent (5%) construction management fee will not be charged to Tenant or deducted from the Tenant Improvement Allowance. Landlord shall obtain bids based on cause the Approved Pricing Plans and construct construction of the Work as described in the Approved Pricing PlansPlans (which shall mean the Pricing Plans finally approved by Tenant based on the preliminary space plan and pricing documentation previously approved by Tenant for the 4th Floor Expansion Space). Landlord and Tenant shall agree on Approved Working Drawings for the Work in the 4th Floor Expansion Space in accordance with the procedure set forth in Paragraph 2 of Exhibit D attached to the Original Lease. If after finalizing the Approved Working DrawingsDrawings for the 4th Floor Expansion Space, it is determined that the construction costs will exceed the amount of the Tenant Improvement Allowance (an “Excess”), then Tenant shall pay to Landlord the amount of such Excess within ten (10) days of written request from Landlord. Notwithstanding anything to the contrary, if Tenant fails to pay any Excess timely, Landlord shall not be obligated to commence construction of the Work in the 4th Floor Expansion Space and such delay shall constitute a Tenant Delay for each day beyond the ten (10) day period until the Excess is paid to Landlord. If Tenant elects not to use Xxxxxx Development as the General Contractor, Tenant understands that Landlord, or its designated agent, shall serve as construction manager for all of Tenant’s refurbishment and renovations in the refurbishment and renovations in the Premises and the fee Tenant will pay for such service is 5% of the total cost of all work performed in connection with such refurbishment and renovations. Tenant agrees to cooperate with Landlord in completing any such improvements on a timely basis and Tenant has approved the preliminary space plan and pricing documentation. Additional space on the 3rd floor which Tenant elects to lease pursuant [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. to a right hereunder shall be finished out by Landlord pursuant to mutually agreed upon plans and Tenant shall receive an allowance of $15.00 per square foot of rentable area provided, however, Tenant acknowledges that Landlord is improving the entire third (3rd) floor prior to commencement of the Lease and Tenant shall not be entitled to any additional tenant finish when Tenant leases the remainder of the third floorbasis.

Construction Costs. As used herein, the term “Construction Costs” means the cost of design and construction of the Tenant Improvements, including the cost of the Space Planner, Landlord’s Architect, and the Engineers in connection with the preparation of the Plans, all governmental permits required for the construction of the Tenant Improvements, all other construction costs incurred by Landlord in undertaking the Tenant Improvements, the costs of Change Orders, and the Construction Management Fee. As used herein, the term “Landlord’s Allowance” means the sum of One Million Four Hundred Fourteen Thousand Nine Hundred Fifty and 00/100 Dollars ($1,414,950.00) (or Fifty and 00/100 Dollars ($50.00) per square foot of Rentable Area of the Premises). Landlord shall pay for all Construction Costs (hereinafter defined) incurred in connection with the construction costs, including, but not limited to permits, costs of materials and labor, sales tax, construction management fees and the like except to the extent of the Tenant Improvement Improvements, not to exceed the Landlord’s Allowance. All Construction Costs incurred by Landlord in excess of the Landlord’s Allowance which shall be paid by Tenant or, if Landlord has already incurred such cost, reimbursed to Landlord by Tenant within fifteen (15) days after Tenant’s receipt of a written demand by Landlord, accompanied by receipts or invoices evidencing the actual amount of Construction Costs incurred by Landlord. The term “At Landlord’s option, Tenant Improvement Allowance” shall mean the sum tender to Landlord, in advance of $316,020.00 (or $15.00 per square foot of rentable area times 21,068 square feet of rentable area) which Landlord agrees to pay towards the construction costs. Landlord agrees to pay architectural fees and design services up to $1.25 per rentable square foot. Any services performed by the architect above the $1.25 per rentable square foot shall be the responsibility of the Tenant and may be paid out of the Tenant Improvement Allowance Improvements, an amount equal to the extent funds are available. Notwithstanding anything to the contrary, provided there is any unused portion of the Tenant Improvement Allowance, up to 20% of the allowance can be used by the Tenant as a moving allowance or for communications costs for cabling and data. Tenant must submit invoices for such allowances for Landlord to pay. Xxxxxx Development will act as General Contractor for the construction of tenant improvements, competitively bidding each trade to at least three subcontractors, the typical five percent (5%) construction management fee will not be charged to Tenant or deducted from the Tenant Improvement Allowance. Landlord shall obtain bids based on the Approved Pricing Plans and construct the Work as described in the Approved Pricing Plans. If after finalizing the Approved Working Drawings, it is determined that the construction costs will exceed difference between the amount of the Tenant Improvement Allowance (an “Excess”)Construction Costs, then Tenant shall pay to Landlord the amount of such Excess within ten (10) days of written request from Landlord. Notwithstanding anything to the contrary, if Tenant fails to pay any Excess timely, Landlord shall not be obligated to commence construction of the Work and such delay shall constitute a Tenant Delay for each day beyond the ten (10) day period until the Excess is paid to Landlord. If Tenant elects not to use Xxxxxx Development as the General Contractor, Tenant understands that reasonably estimated by Landlord, or its designated agent, shall serve as construction manager for all of Tenant’s refurbishment and renovations in the refurbishment and renovations in the Premises and the fee for Landlord’s Allowance; provided that such service is 5% of the total cost of all work performed in connection with such refurbishment and renovations. Tenant agrees to cooperate with Landlord in completing any such improvements on a timely basis and Tenant has approved the preliminary space plan and pricing documentation. Additional space on the 3rd floor which Tenant elects to lease pursuant [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. to a right hereunder shall be finished out tender by Landlord pursuant to mutually agreed upon plans and Tenant shall receive an allowance of $15.00 per square foot of rentable area provided, however, Tenant acknowledges that Landlord is improving the entire third (3rd) floor prior to commencement of the Lease and Tenant shall not be entitled reduce Tenant’s obligation to any additional tenant finish when Tenant leases the remainder pay for (or reimburse Landlord for) one hundred percent (100%) of all Construction Costs incurred by Landlord in excess of the third floorLandlord’s Allowance.

Construction Costs. Landlord shall construct, or cause to be constructed, leasehold improvements (the "Finish Work"), in a good and workmanlike manner in and upon the applicable space, in accordance with the Final Working Drawings (hereinafter defined). Landlord shall provide Tenant shall pay for all construction costs, including, but with an allowance to be applied towards the cost of constructing the Finish Work in an amount not limited to permits, costs of materials and labor, sales tax, construction management fees and the like except to the extent of the Tenant Improvement Allowance which shall be paid by Landlord. The term “Tenant Improvement Allowance” shall mean the sum of $316,020.00 (or exceed $15.00 per square foot of rentable area times 21,068 square feet of rentable area) which Landlord agrees to pay towards the construction costs. Landlord agrees to pay architectural fees and design services up to $1.25 per rentable square foot. Any services performed by the architect above the $1.25 per rentable square foot in the applicable space (the "Finish Allowance"). The cost of all space planning and construction drawings shall be included in the responsibility cost of the Tenant Finish Work and may be paid out of the Finish Allowance, to the extent sufficient funds are available for such purpose. In the event that the total cost of the Finish Work exceeds the Finish Allowance, Tenant Improvement may elect to (i) pay such excess amount to Landlord promptly upon demand prior to Landlord's commencing construction, or (ii) with respect to a portion of such excess, not to exceed an amount equal to $8.00 per rentable square foot in the applicable space (the "Amortizable Amount"), increase the amount of monthly payments of Basic Rental due under the Lease by an amount equal to the amount of the monthly installment payment which would be required to fully amortize a loan of a principal amount equal to the Amortizable Amount bearing interest at twelve and one-half percent (12.5%) per annum, and having a loan term equal to the initial term of the Lease with respect to the Initial 54 Space, and equal to the remainder of the initial term of the Lease with respect to the First Expansion Space and the Second Expansion Space. Change orders requested by Tenant and approved by Landlord after construction has commenced and which increase the cost of construction over the amount of the Finish Allowance shall be paid by Tenant to Landlord promptly upon demand. All installations and improvements now or hereafter placed in the Premises other than Building Standard (as defined in the Lease) improvements shall be for Tenant's account and at Tenant's cost (and Tenant shall pay ad valorem taxes and increased insurance thereon or attributable thereto), which cost shall be payable by Tenant to Landlord upon demand as additional rent. Tenant further agrees to pay Landlord a fee of three percent (3%) of the contract price for the Finish Work (the "Construction Management Fee") as compensation for Landlord's supervision of the construction and installation of the Finish Work on the commencement of construction thereof. Landlord and Tenant agree that the Construction Management Fee may be paid out of the Finish Allowance to the extent funds are available. Notwithstanding anything to the contrary, provided there is any unused portion of the Tenant Improvement Allowance, up to 20% of the allowance can be used by the Tenant as a moving allowance or for communications costs for cabling and data. Tenant must submit invoices available for such allowances for Landlord to pay. Xxxxxx Development will act as General Contractor for the construction of tenant improvements, competitively bidding each trade to at least three subcontractors, the typical five percent (5%) construction management fee will not be charged to Tenant or deducted from the Tenant Improvement Allowance. Landlord shall obtain bids based on the Approved Pricing Plans and construct the Work as described in the Approved Pricing Plans. If after finalizing the Approved Working Drawings, it is determined that the construction costs will exceed the amount of the Tenant Improvement Allowance (an “Excess”), then Tenant shall pay to Landlord the amount of such Excess within ten (10) days of written request from Landlord. Notwithstanding anything to the contrary, if Tenant fails to pay any Excess timely, Landlord shall not be obligated to commence construction of the Work and such delay shall constitute a Tenant Delay for each day beyond the ten (10) day period until the Excess is paid to Landlord. If Tenant elects not to use Xxxxxx Development as the General Contractor, Tenant understands that Landlord, or its designated agent, shall serve as construction manager for all of Tenant’s refurbishment and renovations in the refurbishment and renovations in the Premises and the fee for such service is 5% of the total cost of all work performed in connection with such refurbishment and renovationspurpose. Tenant agrees that in the event of default of payment thereof, Landlord (in addition to cooperate with Landlord all other remedies) shall have the same rights as in completing any such improvements on a timely basis and Tenant has approved the preliminary space plan and pricing documentation. Additional space on event of default of payment of rent under the 3rd floor which Tenant elects to lease pursuant [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. to a right hereunder shall be finished out by Landlord pursuant to mutually agreed upon plans and Tenant shall receive an allowance of $15.00 per square foot of rentable area provided, however, Tenant acknowledges that Landlord is improving the entire third (3rd) floor prior to commencement of the Lease and Tenant shall not be entitled to any additional tenant finish when Tenant leases the remainder of the third floorLease.

Construction Costs. Tenant shall pay for all construction costsOn the date hereof, including, but not limited to permits, costs of materials and labor, sales tax, construction management fees and the like except to the extent of the Tenant Improvement Allowance which shall be paid by Landlord. The term “Tenant Improvement Allowance” shall mean the sum of $316,020.00 (or $15.00 per square foot of rentable area times 21,068 square feet of rentable area) which Landlord agrees to pay towards the construction costs. Landlord agrees to pay architectural fees and design services up to $1.25 per rentable square foot. Any services performed by the architect above the $1.25 per rentable square foot shall be the responsibility of the Tenant and may be paid out of the Tenant Improvement Allowance to the extent funds are available. Notwithstanding anything to the contrary, provided there is any unused portion of the Tenant Improvement Allowance, up to 20% of the allowance can be used by the Tenant as a moving allowance or for communications costs for cabling and data. Tenant must submit invoices for such allowances for Landlord to pay. Xxxxxx Development will act as General Contractor for the construction of tenant improvements, competitively bidding each trade to at least three subcontractors, the typical five percent (5%) construction management fee will not be charged to Tenant or deducted from the Tenant Improvement Allowance. Landlord shall obtain bids based on the Approved Pricing Plans and construct the Work as described in the Approved Pricing Plans. If after finalizing the Approved Working Drawings, it is determined that the construction costs will exceed the amount of the Tenant Improvement Allowance (an “Excess”), then Tenant shall pay to Landlord $148,681 (the amount "Estimated Cost"), representing an estimate of such Excess within ten the cost of constructing demising and corridor walls necessary to separate the Subdivided Premises and the Released Premises, as detailed on Exhibit 1 attached hereto (10the "Necessary Construction"), all of which shall be performed by Xx Xxxxxx Construction ("Contractor") days of written request from Landlord. Notwithstanding anything pursuant to its bid submitted prior to the contrarydate hereof. Tenant shall be responsible for all such costs arising out of or in any way connected to or relating to the Necessary Construction. Such costs shall consist of but not be limited to: (i) architectural and engineering fees incurred including, if Tenant fails without limitation, the preparation of the construction drawings and specifications; (ii) governmental agency plan check, permit and other fees (including any changes required by any governmental entity or authority having jurisdiction thereof); (iii) sales and use taxes; (iv) insurance fees associated with the construction; (v) testing and inspecting costs; and (vi) the costs of materials and labor incurred in connection with the Necessary Construction. When the Necessary Construction is completed to pay any Excess timelyLandlord's reasonable satisfaction, Landlord will calculate the final cost for the Necessary Construction (the "Final Cost") and will provide a statement thereof to Tenant, accompanied by invoices or other evidence of the applicable costs. If the Final Cost exceeds the Estimated Cost, Tenant will make immediate payment to Landlord for such difference. If the Estimated Cost exceeds the Final Cost, Landlord will refund such difference to Tenant. Landlord shall cause the Necessary Work to be performed pursuant to a general contract to be entered into by Landlord with Contractor, the form of which shall be subject to Tenant's approval, which approval shall not be obligated to commence construction of the Work and such delay shall constitute a Tenant Delay for each day beyond the ten (10) day period until the Excess is paid to Landlord. If Tenant elects not to use Xxxxxx Development as the General Contractor, Tenant understands that Landlord, unreasonably withheld or its designated agent, shall serve as construction manager for all of Tenant’s refurbishment and renovations in the refurbishment and renovations in the Premises and the fee for such service is 5% of the total cost of all work performed in connection with such refurbishment and renovations. Tenant agrees to cooperate with Landlord in completing any such improvements on a timely basis and Tenant has approved the preliminary space plan and pricing documentation. Additional space on the 3rd floor which Tenant elects to lease pursuant [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. to a right hereunder shall be finished out by Landlord pursuant to mutually agreed upon plans and Tenant shall receive an allowance of $15.00 per square foot of rentable area delayed; provided, however, Tenant acknowledges that in no event shall Landlord is improving modify the entire third (3rd) floor prior to commencement scope of the Lease Necessary Construction in any manner that would increase Tenant's obligations under this Paragraph 5(d) without the prior written consent of Tenant. Landlord represents and warrants to Tenant shall that it is not aware of any costs or expenses incurred or to be entitled incurred in connection with the Necessary Construction that would cause Tenant's liability therefor to any additional tenant finish when Tenant leases exceed the remainder of the third floorEstimated Cost.

Construction Costs. Tenant Landlord shall pay for $1,194,092 (the ------------------ "Allowance") towards the cost of designing, constructing and installing Landlord's Work ("Landlord's Work Costs"). Landlord's Work Costs will include all actual hard and soft costs incurred by Landlord in connection with the construction costsof Landlord's Work, including, including but not limited to permitsarchitectural and engineering fees, costs the cost of materials labor and labormaterials, sales taxincluding the general contractor's overhead and profit, and a construction management fees and the like except fee to the extent of the Tenant Improvement Allowance which shall be paid by Landlord. The term “Tenant Improvement Allowance” shall mean the sum of $316,020.00 (or $15.00 per square foot of rentable area times 21,068 square feet of rentable area) which Landlord agrees equal to pay towards the construction costs. Landlord agrees to pay architectural fees and design services up to $1.25 per rentable square foot. Any services performed by the architect above the $1.25 per rentable square foot shall be the responsibility of the Tenant and may be paid out of the Tenant Improvement Allowance to the extent funds are available. Notwithstanding anything to the contrary, provided there is any unused portion of the Tenant Improvement Allowance, up to 20% of the allowance can be used by the Tenant as a moving allowance or for communications costs for cabling and data. Tenant must submit invoices for such allowances for Landlord to pay. Xxxxxx Development will act as General Contractor for the construction of tenant improvements, competitively bidding each trade to at least three subcontractors, the typical five percent (5%) of all such hard and soft costs. The portion of Landlord's Work Costs in excess of the Allowance shall be paid by Tenant as provided herein. Based on the construction management fee cost estimate provided by the general contractor after review of the Space Plans and Tenant Summary Specifications, Landlord estimates that the Landlord's Work Costs will not be charged approximately $3,310,860. On or about June 1, 1996, assuming that Tenant has timely responded to Landlord's requests for review and approval of submitted Plans and Specifications, Landlord will provide Tenant or deducted from with an updated estimate of the Landlord's Work Costs, based on updated bids provided by subcontractors. Within five (5) days after delivery of such updated estimates of Landlord's Work Costs to Tenant, Tenant Improvement shall deposit with Landlord, in cash, fifty percent (50%) of the amount by which the estimated Landlord's Work Costs exceed the Allowance. Within five (5) days after receipt of notice from Landlord that Landlord's Work is fifty percent (50%) complete, Tenant shall deposit with Landlord, in cash, an additional twenty five percent (25%) of the amount by which the estimated Landlord's Work Costs exceed the Allowance. Promptly after completion of the Premises, Landlord shall obtain bids based on provide Tenant with a statement in reasonable detail of the Approved Pricing Plans Landlord's Work Costs incurred by Landlord in construction of the Premises. The remaining balance of the Landlord's Work Costs in excess of the Allowance shall be paid by Tenant in a lump sum payment due fifteen (15) days after receipt of Landlord's statement, provided that Tenant shall have the right, by giving written notice to Landlord within such fifteen (15) day period, to apply all or part of the net rent credit granted Tenant pursuant to Paragraph 34 hereof against the payment otherwise due from Tenant. In such event Tenant shall pay the difference between the total amount due and construct the Work as described in the Approved Pricing Plans. If after finalizing the Approved Working Drawings, it is determined that the construction costs will exceed the amount of the Tenant Improvement Allowance net rent credit applied against the total amount due within such fifteen (an “Excess”), then 15) day period. Tenant shall pay have the right to Landlord review, at its request, all invoices, receipts and related records from the amount of such Excess architect, design consultants and general contractor included within ten (10) days of written request from the Landlord. Notwithstanding anything to the contrary, if Tenant fails to pay any Excess timely, Landlord shall not be obligated to commence construction of the 's Work and such delay shall constitute a Tenant Delay for each day beyond the ten (10) day period until the Excess is paid to Landlord. If Tenant elects not to use Xxxxxx Development as the General Contractor, Tenant understands that Landlord, or its designated agent, shall serve as construction manager for all of Tenant’s refurbishment and renovations in the refurbishment and renovations in the Premises and the fee for such service is 5% of the total cost of all work performed in connection with such refurbishment and renovations. Tenant agrees to cooperate with Landlord in completing any such improvements on a timely basis and Tenant has approved the preliminary space plan and pricing documentation. Additional space on the 3rd floor which Tenant elects to lease pursuant [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. to a right hereunder shall be finished out by Landlord pursuant to mutually agreed upon plans and Tenant shall receive an allowance of $15.00 per square foot of rentable area provided, however, Tenant acknowledges that Landlord is improving the entire third (3rd) floor prior to commencement of the Lease and Tenant shall not be entitled to any additional tenant finish when Tenant leases the remainder of the third floorCosts.

Construction Costs. Tenant shall pay for all construction costs, including, but not limited to permits, costs of materials and labor, sales tax, construction management fees and the like except to the extent of the Tenant Improvement Allowance which shall be paid by Landlord. The term “Tenant Improvement Allowance” shall mean the sum of $316,020.00 (or $15.00 per square foot of rentable area times 21,068 square feet of rentable area) which Landlord agrees to pay towards the construction costs. Landlord agrees to pay architectural fees and design services up to $1.25 per rentable square foot. Any services performed by the architect above the $1.25 per rentable square foot shall be the responsibility of the Tenant and may be paid out of the Tenant Improvement Allowance to the extent funds are available. Notwithstanding anything to the contrary, provided there is any unused portion of the Tenant Improvement Allowance, up to 20% of the allowance can be used by the Tenant as a moving allowance or for communications costs for cabling and data. Tenant must submit invoices for such allowances for Landlord to pay. Xxxxxx Development will act as General Contractor for the construction of tenant improvements, competitively bidding each trade to at least three subcontractors, the typical five percent (5%) construction management fee will not be charged to Tenant or deducted from the Tenant Improvement Allowance. Landlord shall obtain bids based on the Approved Pricing Plans and construct the Work as described in the Approved Pricing Plans. If after finalizing the Approved Working Drawings, it is determined that the construction costs will exceed the amount of the Tenant Improvement Allowance (an “Excess”), then Tenant shall pay to Landlord the amount of such Excess within ten (10) days of written request from Landlord. Notwithstanding anything to the contrary, if Tenant fails to pay any Excess timely, Landlord shall not be obligated to commence construction of the Work and such delay shall constitute a Tenant Delay for each day beyond the ten (10) day period until the Excess is paid to Landlord. If Tenant elects not to use Xxxxxx Development as the General Contractor, Tenant understands that Landlord, or its designated agent, shall serve as construction manager for all of Tenant’s refurbishment and renovations in the refurbishment and renovations in the Premises and the fee for such service is 5% of the total cost of all work performed in connection with such refurbishment and renovations. Tenant agrees to cooperate with Landlord in completing any such improvements on a timely basis and Tenant has approved the preliminary space plan and pricing documentation. Additional space on the 3rd floor which Tenant elects to lease pursuant [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. EXHIBIT “D” - PAGE 2 OF 5 to a right hereunder shall be finished out by Landlord pursuant to mutually agreed upon plans and Tenant shall receive an allowance of $15.00 per square foot of rentable area provided, however, Tenant acknowledges that Landlord is improving the entire third (3rd) floor prior to commencement of the Lease and Tenant shall not be entitled to any additional tenant finish when Tenant leases the remainder of the third floor.

Construction Costs. Landlord shall use diligent, good faith efforts, in consultation with Tenant and General Contractor, to Substantially Complete and achieve Final Completion (subject to the limitations on such obligation contained in the definition of Final Completion) of the Building Improvements for an amount equal to or less than the estimated aggregate amount of Total Project Costs set forth in the Final Budget (as modified and adjusted to reflect increased Total Project Costs resulting from Change Orders and Required Change Orders); provided, however, that Landlord does not guarantee that the actual aggregate amount of Total Project Costs will be equal to or less than such amounts. Tenant shall pay be solely responsible for any Actual Cost Excess, except (and only to the extent) that Landlord in Landlord’s sole discretion elects to increase Landlord’s Share of Total Project Costs by all or any portion of such Actual Cost Excess, by written notice to Tenant not later than thirty (30) days after the approval of the Final Budget pursuant to Section 2.2 (with respect to any Projected Cost Excess) or thirty (30) days after any other Actual Cost Excess is determined, as the case may be. If the Final Budget approved pursuant to Section 2.2 discloses a Projected Cost Excess or any Actual Cost Excess is encountered after the Final Budget is approved, and if Landlord does not expressly elect to include such Projected Cost Excess or Actual Cost Excess (as the case may be) in Landlord’s Share of Total Project Costs, then (i) the amount of such excess shall be included in Tenant’s Share of Total Project Costs, (ii) not later than fifteen (15) days after Tenant receives written notice thereof from Landlord, Tenant shall deposit Tenant’s Share of Total Project Costs, in cash, into an escrow established with First American Title Insurance Company (or as otherwise directed by Landlord’s construction lender), (iii) thereafter, Tenant shall be responsible for payment (from such escrow or otherwise) of its proportionate share (based on Tenant’s Share of Total Project Costs and Landlord’s Share of Total Project Costs) of each construction draw or other payment of Total Project Costs, which shall be funded concurrently with Landlord’s funding of Landlord’s proportionate share thereof, and (iv) Tenant’s failure to deposit Tenant’s Share of Total Project Costs into escrow as required above, or Tenant’s failure to fund Tenant’s Share of Total Project Costs concurrently with and in proportion to Landlord’s funding of Landlord’s Share of Tenant’s Project Costs, shall constitute a Tenant Delay and an Event of Default by Tenant under this Lease. Landlord agrees that the construction Certain identified information marked with [***] has been excluded from this exhibit because it is not material and is of the type that the registrant treats as private and confidential. of the Building Improvements, the bidding and award of the subcontracts and material supply agreements, and the payment of construction draws, are to be made on a so called “open book” basis, so that Tenant or Tenant’s Representative shall have the right to participate in the process, reasonably review all estimates, reasonably review all requests for payment from the General Contractor and review all construction draws. Accordingly, upon submittal of any of Landlord’s draw requests to Landlord’s Lender for payment, Landlord shall simultaneously deliver a copy of said draw request and all accompanying back-up and documentation to Tenant. Landlord shall keep full and detailed accounts of all materials and labor used in the performance of the Building Improvements in accordance with sound construction management practices. Landlord shall provide Tenant or its designated representatives with access to and the right to inspect and copy Landlord’s records, correspondence, construction drawings, receipts, vouchers, memoranda and other documents related to the Building Improvements, Total Project Costs and payment thereof during normal business hours after reasonable prior notice to Landlord. Tenant shall have the right, at its cost and expense, to audit all such books and records in conjunction with the determination of Total Project Costs for purposes of calculating Base Rent. Landlord shall preserve all such books and records for a period of three (3) years after Substantial Completion of the Building Improvements. Notwithstanding anything contained herein to the contrary, if Excess Allowance Costs exist, Landlord shall include such Excess Allowance Costs in Total Project Costs for all construction costs, relevant purposes (including, but not limited to, the determination of Base Rent; provided, however, that Landlord may elect, in its sole discretion, either to permits(A) include such Excess Allowance Costs in Landlord’s Share Total Project Costs for all relevant purposes (including, costs but not limited to, the calculation of materials Base Rent); or (B) to include such Excess Allowance Costs in Tenant’s Share of Total Project Costs and laborto require that Tenant pay to Landlord, sales taxwithin five (5) business days after Landlord’s request therefor, construction management fees the entire amount thereof. If Landlord makes such election and the like except to the extent of the Tenant Improvement Allowance which shall be paid by Landlord. The term “Tenant Improvement Allowance” shall mean the sum of $316,020.00 (or $15.00 per square foot of rentable area times 21,068 square feet of rentable area) which Landlord agrees fails timely to pay towards the construction costs. Landlord agrees to pay architectural fees and design services up to $1.25 per rentable square foot. Any services performed by the architect above the $1.25 per rentable square foot shall be the responsibility of the Tenant and may be paid out of the Tenant Improvement Allowance to the extent funds are available. Notwithstanding anything to the contrary, provided there is any unused portion of the Tenant Improvement Allowance, up to 20% of the allowance can be used by the Tenant as a moving allowance or for communications costs for cabling and data. Tenant must submit invoices for such allowances for Landlord to pay. Xxxxxx Development will act as General Contractor for the construction of tenant improvements, competitively bidding each trade to at least three subcontractors, the typical five percent (5%) construction management fee will not be charged to Tenant or deducted from the Tenant Improvement Allowance. Landlord shall obtain bids based on the Approved Pricing Plans and construct the Work as described in the Approved Pricing Plans. If after finalizing the Approved Working Drawings, it is determined that the construction costs will exceed the amount of the Excess Allowance Costs to Landlord, Landlord may immediately cease to perform work with respect to the applicable Allowance Item and any delays in the Target Substantial Completion Date or the Substantial Completion of the Building Improvements resulting therefrom shall constitute Tenant Improvement Delays. If such work involves progress payments, Landlord shall apply the amounts deposited by Tenant first. If, after final completion and payment for the Total Project Costs, Excess Allowance (an “Excess”)Costs exceed the amount paid by Tenant pursuant to this Section, then then, Tenant shall pay the remaining amount of the Excess Allowance Costs to Landlord the amount within five (5) business days after Landlord so requests. If there was an overpayment by Tenant of such Excess within ten (10) days of written request from Landlord. Notwithstanding anything to the contrary, if Tenant fails to pay any Excess timelyAllowance Costs, Landlord shall not be obligated to commence construction promptly provide a credit or refund of the Work and such delay shall constitute a difference. Any Excess Allowance Costs payable by Tenant Delay for each day beyond the ten (10) day period until the Excess is paid to Landlord. If Tenant elects not to use Xxxxxx Development as the General Contractor, Tenant understands that Landlord, or its designated agent, shall serve as construction manager for all of Tenant’s refurbishment and renovations in the refurbishment and renovations in the Premises and the fee for such service is 5% of the total cost of all work performed in connection with such refurbishment and renovations. Tenant agrees to cooperate with Landlord in completing any such improvements on a timely basis and Tenant has approved the preliminary space plan and pricing documentation. Additional space on the 3rd floor which Tenant elects to lease pursuant [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. to a right hereunder shall be finished out by Landlord pursuant to mutually agreed upon plans and Tenant shall receive an allowance of $15.00 per square foot of rentable area provided, however, Tenant acknowledges that Landlord is improving the entire third (3rd) floor prior to commencement of deemed “Rent” under the Lease (and Tenant all remedies for the non-payment of Rent shall not be entitled available to any additional tenant finish when Tenant leases the remainder of the third floorLandlord therefor).

Construction Costs. Prior to commencing the Tenant Improvement Work, General Contractor shall pay for all construction costs, including, but not limited submit to permits, costs Landlord and Tenant a written statement of materials and labor, sales tax, construction management fees and the like except to the extent total cost of the Tenant Improvement Allowance Work as then known by General Contractor (the “Estimated Costs”). Within five (5) business days thereafter, Tenant shall deposit with Landlord’s lender, Comerica Bank, or other financial institution reasonably acceptable to Landlord and its lender, as a deposit towards Tenant’s obligations hereunder a sum equal to the amount by which shall be paid by Landlord. The term “the Estimated Costs exceeds the Tenant Improvement Allowance” shall mean , which is anticipated to be Eight Hundred Ninety Thousand Eight Hundred Seventy Five and 00/100 Dollars ($890,875.00) (the sum of $316,020.00 (or $15.00 per square foot of rentable area times 21,068 square feet of rentable area) which Landlord agrees to pay towards the construction costs“Initial Tenant Construction Deposit”). Landlord agrees to pay architectural fees and design services up to $1.25 per rentable square foot. Any services performed by the architect above the $1.25 per rentable square foot The Initial Tenant Construction Deposit shall be held by lender or such approved financial institution in a separate account (the responsibility of “Construction Cost Escrow Account”) and disbursed in accordance with this Work Letter, such account to be interest-bearing to the extent permitted by Landlord’s lender. All costs attributable to Change Orders (as hereinafter defined) requested or approved by Tenant and may shall be paid out of the payable by Tenant Improvement Allowance (provided that to the extent funds are available. Notwithstanding anything to the contrary, provided there is any unused portion of the Tenant Improvement Allowance, up to 20% of the allowance can such costs may be used by the Tenant as a moving allowance or for communications costs for cabling and data. Tenant must submit invoices for such allowances for Landlord to pay. Xxxxxx Development will act as General Contractor for the construction of tenant improvements, competitively bidding each trade to at least three subcontractors, the typical five percent (5%) construction management fee will not be charged to Tenant or deducted reimbursed from the Tenant Improvement Allowance. Landlord shall obtain bids based on the Approved Pricing Plans and construct the Work as described in the Approved Pricing Plans). If after finalizing at any time the Approved Working Drawings, it is determined that the construction costs will exceed the amount total cost of the Tenant Improvement Work, as reasonably estimated by Landlord and the General Contractor, will exceed the Tenant Improvement Allowance (an “Excess”)and the Initial Tenant Construction Deposit, then Tenant shall pay deposit such difference in the Construction Cost Escrow Account to Landlord the amount of such Excess Landlord, within ten (10) days following presentation to Tenant of written request from Landlord. Notwithstanding anything to the contrary, if Tenant fails to pay any Excess timely, Landlord shall not be obligated to commence construction of the Work and such delay shall constitute a Tenant Delay for each day beyond the ten (10) day period until the Excess is paid to Landlord. If Tenant elects not to use Xxxxxx Development as the General Contractor, Tenant understands that Landlord, or its designated agent, shall serve as construction manager for all of Tenant’s refurbishment and renovations in the refurbishment and renovations in the Premises and the fee an invoice for such service is 5% amount that exceeds the Tenant Improvement Allowance and Initial Tenant Construction Deposit. Tenant acknowledges and agrees that any such invoice shall be based solely on an estimate of the total cost of all work performed the Tenant Improvement Work, and shall not be binding on Landlord. Landlord shall have no obligation to commence or to continue construction of the Tenant Improvement Work unless Tenant pays the Initial Tenant Construction Deposit in connection with such refurbishment full and renovationsany additional required amounts under this Section 5.3 within the applicable time periods. Tenant agrees to cooperate with Upon request, Landlord in completing shall supply reasonable supporting documentation for any such improvements on invoice, in each instance within a timely basis and Tenant has approved the preliminary space plan and pricing documentation. Additional space on the 3rd floor which Tenant elects to lease pursuant [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENTreasonable time following such request, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. to a right hereunder shall be finished out by Landlord pursuant to mutually agreed upon plans and Tenant shall receive an allowance of $15.00 per square foot of rentable area provided, however, Tenant acknowledges that Landlord is improving the entire third (3rd) floor prior to commencement of the Lease and but Tenant shall not be entitled to delay or withhold payment of any additional tenant finish when sums invoiced by Landlord, and payment of such sums shall not be deemed a waiver of any right on the part of Tenant leases the remainder of the third floorto such reasonable supporting documentation.