Common use of Construction of Improvements Clause in Contracts

Construction of Improvements. GECC shall cause the Improvements to be ---------------------------- constructed in accordance with the Plans. GECC shall obtain competitive bids from at least three (3) general contractors; provided, however, that MAPICS shall have the right to select one (1) of the contractors to be included in the bidding process. GECC shall make the final selection a contractor to construct the Improvements, based upon the bids obtained by GECC; provided, however, that (a) GECC shall not be obligated to accept the lowest bid, and (b) GECC's selection of the contractor shall be made in GECC's sole discretion. GECC shall provide MAPICS with an allowance (the "First Floor Improvement Allowance") of Two Hundred Eighty-Three Thousand Seven Hundred Eighty-One and no/100 Dollars ($283,781.00), equivalent to Seventeen and no/100 Dollars ($17.00) per square foot of rentable area on the First Floor of the Subleased Premises; the First Floor Improvement Allowance shall be used by GECC to pay the cost of construction of the Improvements, which cost shall include, without limitation, permits, fees, additional utility services or meters. Anything in this paragraph to the contrary notwithstanding, prior to the commencement of construction of the Improvements, MAPICS shall pay to GECC, as additional rent, (i) the amount, if any, by which the estimated cost of construction of the Improvements exceeds the First Floor Improvement Allowance, and (ii) a fee for GECC's management of construction of the Improvements, which fee shall be in an amount equal to five percent (5%) of the total cost of construction of the Improvements, which total cost shall include the management fee. The Improvements shall constitute fixtures and remain in the Subleased Premises as the property of GECC at the expiration or sooner termination of this Sublease. The Improvements shall be completed in accordance with the timetable set forth in paragraph C hereinbelow.

Construction of Improvements. GECC shall Lessor agrees to cause the Improvements Work to be ---------------------------- constructed completed in accordance with the PlansWorking Drawings. GECC Lessor shall obtain competitive bids not be obligated to construct or install any improvements or facilities of any kind other that those called for by Working Drawings. “Building Grade” and/or “Building Standard” shall mean the type, brand, and/or quality of the materials Lessor designates from time to time to be the minimum quality to be used in PINNACLE CORPORATE CENTRE IV or the exclusive type, grade or quality of material to be used in the PINNACLE CORPORATE CENTRE IV Building. Subject to the limitation hereinafter provided, the total cost of constructing the Work (including, without limitation, space planning and construction document fees, design of the Work and preparation of the Working Drawings including mechanical, electrical, and plumbing (MEP’s) plans, costs of construction supervision, labor and materials, all utility usage during construction, related taxes and other costs related directly to the improvement of the Premises, all of which costs are herein collectively called the “Total Construction Costs”) as outlined in Exhibit C hereof shall be borne by Lessor up to but not exceeding Five hundred ninety three thousand three hundred seventy Dollars $593,370.00 ($30.00 per rentable square foot) (the “Construction Allowance”). Lessee shall be advised of any projected costs in excess of such amount and Lessee shall reimburse Lessor for such additional cost within fifteen (15) days of receipt of Lessor’s invoice. Based upon the rental rate schedule set forth herein, Landlord will agree to amortize, up to an additional Fifteen Dollars ($15.00) per rentable square foot leased (“Additional Construction Allowance”) amortized over a twenty-year period at least an annual interest rate of Eight (8%) per annum. Lessor or its affiliate shall supervise the Work, make disbursements required to be made to the contractors, and act as a liaison between the contractors and Lessee and coordinate the relationship between the Work, the Building, and the Building’s systems. In consideration for Lessor’s construction supervision services, Lessee shall pay to Lessor a construction supervision fee equal to three percent (3%) general contractors; providedof the total construction costs, howeverwhich cost may be deducted from the Construction Allowance. Notwithstanding the foregoing, Lessor and Lessee acknowledge that MAPICS Lessee shall have the right to select one (1) an architect and/or contractor of its choice to perform the contractors to be included in the bidding process. GECC shall make the final Work, provided such selection a contractor to construct the Improvements, based upon the bids obtained by GECC; provided, however, that (a) GECC shall not be obligated to accept the lowest bid, and (b) GECC's selection of the contractor shall be made in GECC's sole discretionsubject to the approval of Lessor after Lessee submits to Lessor the name, references, bonding capability and other information pertaining to such architect and/or contractor as Lessor shall reasonably request. GECC It is further acknowledged by Lessor and Lessee that Lessor shall provide MAPICS with an allowance (the "First Floor Improvement Allowance") of Two Hundred Eighty-Three Thousand Seven Hundred Eighty-One and no/100 Dollars ($283,781.00), equivalent to Seventeen and no/100 Dollars ($17.00) per square foot of rentable area on the First Floor of the Subleased Premises; the First Floor Improvement Allowance shall be used by GECC to pay bid the cost of construction performing the Work at the same time that Lessee bids same. If Lessor’s bid is less than Lessee’s bid, Lessee may nonetheless select its architect and/or contractor, but in such event the Construction Allowance shall not exceed the amount of the ImprovementsLessor’s bid. Lessor acknowledges that Leased Premises is being used for, which cost shall includeamong others, without limitation, permits, fees, additional utility services or meters. Anything in this paragraph to the contrary notwithstanding, prior to the commencement of construction of the Improvements, MAPICS shall pay to GECC, as additional rent, (i) the amount, if any, by which the estimated cost of construction of the Improvements exceeds the First Floor Improvement Allowancea customer call center, and (ii) therefore, require a fee for GECC's management of construction of the Improvements, certain reasonable noise control. Lessor agrees to make commercially reasonable efforts to limit any noises which fee shall be in an amount equal to five percent (5%) of the total cost of construction of the Improvements, which total cost shall include the management fee. The Improvements shall constitute fixtures and remain in the Subleased Premises as the property of GECC at the expiration or sooner termination of this Sublease. The Improvements shall be completed in accordance interfere with the timetable set forth in paragraph C hereinbelowLessee’s business.

Construction of Improvements. GECC shall As part of the Total Construction Costs, Lessor agrees to cause the Improvements construction work to be ---------------------------- constructed completed in accordance with the PlansWorking Drawings. GECC shall obtain competitive bids from at least three (3) general contractors; provided, however, that MAPICS shall have the right to select one (1) of the contractors to be included in the bidding process. GECC shall make the final selection a contractor to construct the Improvements, based upon the bids obtained by GECC; provided, however, that (a) GECC Lessor shall not be obligated to accept construct or install any improvements or facilities of any kind other that those called for by the lowest bidWorking Drawings. “Building Grade” and/or “Building Standard” shall mean the type, and (b) GECC's selection brand, and/or quality of the contractor shall materials Lessor designates from time to time to be made in GECC's sole discretion. GECC shall provide MAPICS with an allowance (the "First Floor Improvement Allowance") of Two Hundred Eighty-Three Thousand Seven Hundred Eighty-One and no/100 Dollars ($283,781.00), equivalent minimum quality to Seventeen and no/100 Dollars ($17.00) per square foot of rentable area on the First Floor of the Subleased Premises; the First Floor Improvement Allowance shall be used by GECC in the building commonly described as Building “K” or the exclusive type, grade or quality of material to pay the be used in 11002 - 00000 Xxxxxx Xxxx Rd., Lenexa, KS. The total cost of construction of the Improvements, which cost shall includework (includes, without limitation, permitsspace planning and architectural, construction document fees, additional design of the work and preparation of the Working Drawings, including mechanical, electrical, and plumbing (MEP’s) plans, costs of construction supervision, provided by a third party construction manager, in the amount of four percent (4%) of the Construction Costs, labor and materials, all utility services or meters. Anything in this paragraph usage during construction, related taxes and other costs related directly to the contrary notwithstandingimprovement of the Premises, all of which costs are herein collectively called the “Total Construction Costs” as outlined in Exhibits “C” (“Bid Plan”) Exhibit “C-1” (Construction Bid/Cost”) hereof shall be borne by Lessee up to but not exceeding $856,376.00 Before construction of improvements shall begin, and upon Lease execution, Lessee agrees to pay to Lessor the amount of $263,864.00, which represents the overage on the above standard constructions costs. The remaining balance of the Construction Costs in the amount of $592,512.00 shall be paid by Lessee to Lessor as follows: $296,256.00, which represents fifty percent (50%) of the standard construction costs, within thirty (30) days after Lease Execution. Upon Lease Commencement, Lessee shall pay Lessor $237,004.80 plus 100% of the accumulated change order value, which shall be due and payable within ten (10) days of Lessee’s receipt of Lessor’s invoice. The remaining $59,251.20, representing ten percent (10%) holdback, shall be payable by Lessee to Lessor within thirty (30) days after occupancy and upon completion of all final punch list items. Lessee further acknowledges and agrees that Lessor will hold back ten percent (10%) of the constructions costs paid by Lessee ($59,251.20). At such time as the Temporary Certificate of Occupancy is issued and all final punch list items are complete, Lessor will release the amount of $59,251.20 to the contractor. “Total Construction Costs” shall be used exclusively for construction work and improvements to the building. Lessor or its affiliate shall supervise the Work, make disbursements required to be made to the contractors, and act as a liaison between the contractors and Lessee and coordinate the relationship between the work, the building, and the building’s systems. Lessor warrants that all of its work shall be done in accordance with all local laws and building codes; shall utilize new, good quality construction materials; shall be undertaken and completed in a good and workerlike manner. All components of the HVAC system shall be new. In addition, Lessor shall also assign to Lessee any rights which it has to any contractor’s or manufacturer’s warranties on building systems and components. Lessor agrees to complete its work in accordance with Exhibit “C”, prior to the commencement of the Lease. Substantial completion as used herein shall be the date that a temporary certificate of occupancy is issued by the City of Lenexa, Kansas. Lessor will also require the contractor to name the Lessee as an additional insured on its insurance policies required under the construction of the Improvements, MAPICS shall pay to GECC, as additional rent, (i) the amount, if any, by which the estimated cost of construction of the Improvements exceeds the First Floor Improvement Allowancecontract, and (ii) a fee for GECC's management Lessor shall collect and furnish copies of construction of lien waivers from the Improvements, which fee shall be in an amount equal to five percent (5%) of the total cost of construction of the Improvements, which total cost shall include the management fee. The Improvements shall constitute fixtures contractor and remain in the Subleased Premises as the property of GECC at the expiration or sooner termination of this Sublease. The Improvements shall be completed in accordance with the timetable set forth in paragraph C hereinbelowits subcontractors.

Construction of Improvements. GECC shall cause Lessor agrees to construct for Lessee on the Improvements to be ---------------------------- constructed Premises an approximate 12,000 square foot building designed for office purposes, with parking areas, drives, and other improvements for use in connection with such building, all in accordance with the Plansplans and specifications which are attached hereto as Exhibit “C” and are expressly incorporated herein. GECC Lessor shall obtain competitive bids from at least three (3) general contractors; provided, however, that MAPICS shall have the right to select one (1) bear all costs of the contractors construction and improvements set forth in Exhibit “C”. All other interior buildout of Lessee’s offices shall be at Lessee’s cost. Such other interior buildout is set forth on Exhibit “D” which is attached hereto and specifically incorporated herein. Lessor and Lessee agree that Lessor shall complete the interior buildout of Lessee’s offices under a separate and distinct contract between Lessor and Lessee. Attached to be included in this Lease, and made a part hereof as Exhibit “E”, are the bidding processSite Plans for the Premises. GECC shall make The Site Plans have been reasonably designed by the final selection a contractor parties to construct provide Lessee with the Improvementsideal layout for its use. Lessor agrees to submit said Plans to the City of Canton for zoning and Site Plan approvals. In the event that the City, based upon by virtue of zoning, planning, engineering, utilities or for any other reason, insists on revising said Site Plans, Lessee agrees to abide by any such revisions provided such requirements do not adversely effect Lessee’s ability to conduct business on the bids obtained by GECC; provided, however, that (a) GECC site. Lessee’s consent to any such revisions shall not be obligated unreasonably withheld or delayed. Lessee may, during the course of construction alter the plans and specifications for the office building by means of dated change orders signed by both Lessor and Lessee. All change orders must describe the alteration, list the increased cost or credit to accept the lowest bidLessee, and (b) GECC's selection identify the effect, if any, on the construction schedule. In consideration of the contractor shall be made in GECC's sole discretionfurnishing of all materials and performance of work for any change order, Lessee hereby agrees to pay Lessor the sum of Lessor’s actual cost of the change order plus ten percent (10%). GECC shall provide MAPICS with an allowance (the "First Floor Improvement Allowance") In addition, Lessee acknowledges that Lessor will charge a processing fee of Two Hundred Eighty-Three Thousand Seven Hundred Eighty-One Fifty and no/100 Dollars ($283,781.00), equivalent to Seventeen and no/100 Dollars ($17.00250.00) per square foot of rentable area on change order, after the First Floor of fifth (5th) change order, for any change requested by Lessee after the Subleased Premises; plans and specifications for the First Floor Improvement Allowance shall office building have been approved by Lessor and Lessee pursuant to this Agreement. It being understood, however, that no net credit remaining to Lessee will be used by GECC refunded in cash or rent reduction. Lessee shall, at all times, have the right to pay inspect the cost progress of construction of improvements as provided herein. If Lessee shall give Lessor notice of faulty construction or of any deviation from the Improvementsfinal plans and specifications which are incorporated herein by reference, which cost shall include, without limitation, permits, fees, additional utility services or metersLessor agrees to promptly make all proper corrections. Anything in this paragraph Lessor agrees to the contrary notwithstanding, prior to the commencement of commence construction of the Improvementsimprovements within thirty (30) days after its obtaining building permits from the City of Canton, MAPICS shall pay and to GECC, as additional rent, (i) the amount, if any, by which the estimated cost of proceed diligently to complete construction of the Improvements exceeds building and improvements as aforesaid within the First Floor Improvement Allowancenext succeeding five (5) months. However, and (ii) a fee for GECC's management if the completion of construction of the Improvements, which fee shall be in an amount equal to five percent (5%) delayed by weather, strikes, lockouts, casualties, acts of God, or other similar matters beyond Lessee’s control, the total cost time of construction of the Improvements, which total cost shall include the management fee. The Improvements shall constitute fixtures and remain in the Subleased Premises as the property of GECC at the expiration or sooner termination of this Sublease. The Improvements such completion shall be extended accordingly, but Lessor, nevertheless, agrees, notwithstanding any such matters beyond Lessor’s control, to complete construction on or before February 15, 2005. If minor construction items remain to be completed in accordance after Lessee accepts possession (based on issuance of a Certificate of Occupancy), Lessor shall perform the necessary work as expeditiously as possible and with the timetable set forth in paragraph C hereinbelowminimal adverse effect on Lessee.

Construction of Improvements. GECC Landlord shall cause diligently construct the ---------------------------- Shell Building and the Tenant Improvements to be ---------------------------- constructed in substantial accordance with the Plansapproved Shell Plans and the approved Final Interior Drawings, in a good and workmanlike manner using materials specified in the Shell Plans and Final Interior Drawings and in compliance with law. GECC shall obtain competitive bids from at least The Shell Building and Tenant Improvements are collectively referred to as the "Improvements". Except as ------------ expressly set forth herein and as to Landlord's representation and warranty as to compliance in Section 4 of the Lease, the Premises are leased to Tenant in --------- their "AS IS" condition and this Work Letter Agreement is intended to set forth the obligations of Landlord and Tenant with respect to the preparation of the Premises for Tenant's occupancy. Within three (3) business days following full Lease execution, Landlord's Representative shall submit a request for qualifications and proposal to at least three general contractors; provided, howeverlicensed in the state of Texas to construct the Tenant Finish Work for the Premises (collectively, that MAPICS the "Request for Proposal "). --------------------- Prior to distributing the Request for Proposal, Landlord's Representative shall submit a draft of the same and a list of proposed contractors to Tenant for Tenant's review and approval. Tenant shall have the right to select at least one (1) qualified contractor to participate in this process. Tenant shall have two (2) Business Days to notify Landlord whether it approves of the draft Request for Proposal, such approval not to be unreasonably withheld, delayed or conditioned. If Tenant disapproves of the draft Request for Proposal, then it shall specify in reasonable detail the reasons for such disapproval, in which case, Landlord shall revise the draft Request for Proposal to correct any objections and resubmit it to Tenant. Such process shall be repeated until the Request for Proposal has been finally approved. If Tenant fails to notify Landlord's Representative that it disapproves of the draft Request for Proposal within two (2) Business Days after the draft Request for Proposal has been submitted to Tenant, then Tenant shall be deemed to have approved the draft Request for Proposal in question. The Request for Proposal shall require that each contractor bidding on the Tenant Finish Work must submit its qualifications and its proposal to Landlord's Representative by noon, Austin, Texas time on the fifth (5th) business day or earlier following the date on which Landlord's Representative distributes the Request for Proposal. Upon receipt of the approved Final Interior Drawings, Landlord shall cause at least three contractors to be included in bid the bidding processwork. GECC shall make the final selection a contractor to construct the Improvements, based upon the bids obtained by GECC; provided, however, that (a) GECC shall not be obligated to accept the lowest bid, and (b) GECC's selection of the contractor shall be made in GECC's sole discretion. GECC The contractors shall provide MAPICS final pricing to Landlord's Representative within fifteen (15) days thereof along with an allowance a detailed cost breakdown of all construction costs (the "First Floor Improvement AllowanceBid Costs") of Two Hundred Eighty-Three Thousand Seven Hundred Eighty-One and no/100 Dollars ($283,781.00), equivalent to Seventeen and no/100 Dollars ($17.00) per square foot of rentable area on the First Floor . After --------- receipt by Landlord's Representative of the Subleased Premises; the First Floor Improvement Allowance bids, Landlord's Representative shall be used by GECC to pay the cost approve of construction of the Improvements, which cost shall include, without limitation, permits, fees, additional utility services or meters. Anything in this paragraph to the contrary notwithstanding, prior to the commencement of construction of the Improvements, MAPICS shall pay to GECC, as additional rent, (i) the amount, if any, by which the estimated cost of construction of the Improvements exceeds the First Floor Improvement Allowance, and (ii) a fee for GECC's management of construction of the Improvements, which fee shall be in an amount equal to contractor within five percent (5%) of the total cost of construction of the Improvements, which total cost shall include the management fee. The Improvements shall constitute fixtures and remain in the Subleased Premises as the property of GECC at the expiration or sooner termination of this Sublease. The Improvements shall be completed in accordance with the timetable set forth in paragraph C hereinbelowbusiness days.

Construction of Improvements. GECC shall cause Tenant may not commence construction of any Improvements unless and until: (i) Landlord has approved the Approved Plans for such Improvements in writing; (ii) Tenant has obtained a building permit for the construction of such Improvements; (iii) certificates of all insurance coverages required to be carried by Tenant have been delivered to Landlord; and (iv) Tenant has delivered to Landlord a contractor’s “Payment and Performance Bond” in favor of Landlord as obligee, on the current AIA forms then in use or other forms reasonably acceptable to Landlord, issued by a surety company licensed as a surety in the State of North Carolina, guaranteeing completion of the Improvements to in accordance with the Approved Plans free of liens and security agreements. Any Improvements constructed upon the Premises shall be ---------------------------- constructed in accordance with the Approved Plans. GECC shall obtain competitive bids from Upon at least three 48 hours written notice to Tenant, Landlord may designate a representative to inspect the Premises during construction of the Improvements (3provided that Tenant shall have the right to designate a Tenant representative to accompany Landlord’s representative during any such inspection), and if Landlord determines Tenant’s construction is not being done in accordance with the Approved Plans, Tenant shall correct any deficiencies or omissions promptly. After completion of the Improvements, any subsequent changes or modifications to the Improvements from the Approved Plans or subsequent renovations of the Improvements (except for interior, non- structural alterations) general contractorsmust be approved by Landlord in writing, which approval shall not be unreasonably withheld, conditioned or delayed; provided, however, that MAPICS shall have the right to select one (1) of the contractors to be included in the bidding process. GECC shall make the final selection a contractor to construct the Improvements, based upon the bids obtained by GECC; provided, however, that (a) GECC Tenant shall not be obligated required to accept obtain Landlord’s approval of plans for indoor exhibits, outdoor exhibits or related amenities. Prior to opening for business, Tenant shall obtain and deliver to Landlord: (i) a certification by Tenant’s architect or engineer that the lowest bidImprovements has been completed in substantial accordance with the Approved Plans, and (bii) GECC's selection of Tenant’s affidavit that all work, labor and materials have been paid for in connection with the contractor shall be made in GECC's sole discretion. GECC shall provide MAPICS with an allowance (the "First Floor Improvement Allowance") of Two Hundred Eighty-Three Thousand Seven Hundred Eighty-One and no/100 Dollars ($283,781.00), equivalent to Seventeen and no/100 Dollars ($17.00) per square foot of rentable area on the First Floor of the Subleased Premises; the First Floor Improvement Allowance shall be used by GECC to pay the cost of construction of the Improvements. All work required in connection with the construction of the Improvements shall be performed only by competent contractors licensed under the laws of the State of North Carolina and shall be performed in accordance with written contracts with those contractors. Each such contract shall require the contractors to indemnify, which cost shall includedefend and hold Landlord harmless against all claims, without limitationdamages, permitslosses and expenses, including attorneys’ fees, arising out of the construction work and shall further require such contractors to name Landlord as an additional utility services or metersinsured in all liability insurance policies maintained by such contractors for the duration of the construction period. Anything in this paragraph to the contrary notwithstanding, prior Prior to the commencement of construction of the any Improvements, MAPICS Tenant shall pay deliver or cause to GECC, as additional rent, (ibe delivered to Landlord certificates of insurance from each such contractor evidencing compliance with the provisions of Section 5.3(c) and a copy of Tenant’s contract with each general contractor engaged for the amount, if any, by which the estimated cost of construction of the Improvements exceeds the First Floor Improvement Allowance, and (ii) a fee for GECC's management of construction of the Improvements, which fee and with each separate contractor engaged by Tenant to perform services in connection therewith for consideration in excess of Fifteen Thousand Dollars ($15,000.00). Tenant shall also deliver or cause to be in an amount equal delivered to five percent (5%) Landlord copies of the total cost Tenant’s contracts with any other contractors upon Landlord’s written request therefor. Upon completion of construction of the any Improvements, which total cost Tenant shall include furnish Landlord a copy of the management fee. The Improvements shall constitute fixtures and remain in the Subleased Premises as the property of GECC at the expiration or sooner termination of this Sublease. The Improvements shall be completed in accordance with the timetable set forth in paragraph C hereinbelowas-built plans for such Improvements.

Construction of Improvements. GECC shall cause Tenant may not commence construction of any Improvements unless and until: (i) Landlord has approved the Approved Plans for such Improvements in writing; (ii) Tenant has obtained a building permit for the construction of such Improvements; (iii) certificates of all insurance coverages required to be carried by Tenant have been delivered to Landlord; and (iv) Tenant has delivered to Landlord a contractor’s “Payment and Performance Bond” in favor of Landlord as obligee, on the current AIA forms then in use or other forms reasonably acceptable to Landlord, issued by a surety company licensed as a surety in the State of North Carolina, guaranteeing completion of the Improvements to in accordance with the Approved Plans free of liens and security agreements. Any Improvements constructed upon the Premises shall be ---------------------------- constructed in accordance with the Approved Plans. GECC shall obtain competitive bids from Upon at least three 48 hours written notice to Tenant, Landlord may designate a representative to inspect the Premises during construction of the Improvements (3provided that Tenant shall have the right to designate a Tenant representative to accompany Xxxxxxxx’s representative during any such inspection), and if Landlord determines Tenant’s construction is not being done in accordance with the Approved Plans, Tenant shall correct any deficiencies or omissions promptly. After completion of the Improvements, any subsequent changes or modifications to the Improvements from the Approved Plans or subsequent renovations of the Improvements (except for interior, non- structural alterations) general contractorsmust be approved by Landlord in writing, which approval shall not be unreasonably withheld, conditioned or delayed; provided, however, that MAPICS shall have the right to select one (1) of the contractors to be included in the bidding process. GECC shall make the final selection a contractor to construct the Improvements, based upon the bids obtained by GECC; provided, however, that (a) GECC Tenant shall not be obligated required to accept obtain Landlord’s approval of plans for indoor exhibits, outdoor exhibits or related amenities. Prior to opening for business, Tenant shall obtain and deliver to Landlord: (i) a certification by Xxxxxx’s architect or engineer that the lowest bidImprovements has been completed in substantial accordance with the Approved Plans, and (bii) GECC's selection of Tenant’s affidavit that all work, labor and materials have been paid for in connection with the contractor shall be made in GECC's sole discretion. GECC shall provide MAPICS with an allowance (the "First Floor Improvement Allowance") of Two Hundred Eighty-Three Thousand Seven Hundred Eighty-One and no/100 Dollars ($283,781.00), equivalent to Seventeen and no/100 Dollars ($17.00) per square foot of rentable area on the First Floor of the Subleased Premises; the First Floor Improvement Allowance shall be used by GECC to pay the cost of construction of the Improvements. All work required in connection with the construction of the Improvements shall be performed only by competent contractors licensed under the laws of the State of North Carolina and shall be performed in accordance with written contracts with those contractors. Each such contract shall require the contractors to indemnify, which cost shall includedefend and hold Landlord harmless against all claims, without limitationdamages, permitslosses and expenses, including attorneys’ fees, arising out of the construction work and shall further require such contractors to name Landlord as an additional utility services or metersinsured in all liability insurance policies maintained by such contractors for the duration of the construction period. Anything in this paragraph to the contrary notwithstanding, prior Prior to the commencement of construction of the any Improvements, MAPICS Tenant shall pay deliver or cause to GECC, as additional rent, (ibe delivered to Landlord certificates of insurance from each such contractor evidencing compliance with the provisions of Section 5.3(b) and a copy of Tenant’s contract with each general contractor engaged for the amount, if any, by which the estimated cost of construction of the Improvements exceeds the First Floor Improvement Allowance, and (ii) a fee for GECC's management of construction of the Improvements, which fee and with each separate contractor engaged by Tenant to perform services in connection therewith for consideration in excess of Fifteen Thousand Dollars ($15,000.00). Tenant shall also deliver or cause to be in an amount equal delivered to five percent (5%) Landlord copies of the total cost Xxxxxx’s contracts with any other contractors upon Xxxxxxxx’s written request therefor. Upon completion of construction of the any Improvements, which total cost Tenant shall include furnish Landlord a copy of the management fee. The Improvements shall constitute fixtures and remain in the Subleased Premises as the property of GECC at the expiration or sooner termination of this Sublease. The Improvements shall be completed in accordance with the timetable set forth in paragraph C hereinbelowas-built plans for such Improvements.

Construction of Improvements. GECC shall cause Landlord, at Landlord’s sole cost and expense, has constructed a building and other improvements, containing the Improvements to be ---------------------------- constructed Demised Premises, in accordance with the Plans. GECC shall obtain competitive bids from at least three (3) general contractors; providedpreliminary plans and specifications prepared by S-Devcorp, howeverInc., that MAPICS shall copies of which have been attached hereto and incorporated herein as Exhibit “B,” and initialed by the right to select one (1) of the contractors to be included in the bidding process. GECC shall make the final selection a contractor to construct the Improvements, based upon the bids obtained by GECC; provided, however, that (a) GECC shall not be obligated to accept the lowest bid, and (b) GECC's selection of the contractor shall be made in GECC's sole discretion. GECC shall provide MAPICS with an allowance (the "First Floor Improvement Allowance") of Two Hundred Eighty-Three Thousand Seven Hundred Eighty-One and no/100 Dollars ($283,781.00), equivalent to Seventeen and no/100 Dollars ($17.00) per square foot of rentable area on the First Floor of the Subleased Premises; the First Floor Improvement Allowance shall be used by GECC to pay the cost of construction of the Improvementsparties, which cost shall includeplans and specifications the parties have carefully reviewed and specifically approved. Landlord agrees to promptly demise the Demised Premises for use by Tenant, without limitation, permits, fees, additional utility services or meters. Anything in this paragraph to including the contrary notwithstanding, prior to the commencement construction/installation of construction of the Improvements, MAPICS shall pay to GECC, as additional rent, demising walls and exits (iincluding fire escapes) the amount, if any, by which the estimated cost of construction of the Improvements exceeds the First Floor Improvement Allowance, and (ii) a fee for GECC's management of construction of the Improvements, which fee shall be in an amount equal to five percent (5%) of the total cost of construction of the Improvements, which total cost shall include the management fee. The Improvements shall constitute fixtures and remain in the Subleased Premises as the property of GECC at the expiration or sooner termination of this Sublease. The Improvements shall be completed in accordance with applicable building and fire codes and in the timetable manner shown on Exhibit “B”. Landlord shall obtain a Certificate of Occupancy for the Demised Premises (following Landlord’s demising work) and shall promptly deliver the same to Tenant prior to commencement of Tenant’s obligation pay monthly rental hereunder. Such demising by Landlord shall be substantially complete within sixty (60) days following mutual execution and delivery of this Lease. Landlord further agrees, at Landlord’s cost and expense, to separately meter (by splitting or otherwise modifying the current utility meters) the Demised Premises for electricity and gas service as part of Landlord’s required demising work hereunder. Tenant agrees to reimburse Landlord up to ten thousand and 00/100ths dollars ($10,000.00) (“Tenant’s Contribution”) for Landlord’s demising work as described herein. Tenant’s Contribution shall be amortized over the term of this Lease and paid in monthly installments (together with monthly rent and NNN) as set forth in paragraph C hereinbelowArticle 7 hereof.

Construction of Improvements. GECC shall cause the Improvements This Lease pertains to improvements to be ---------------------------- constructed within a Building, and the Term Commencement Date shall be the later of: (1) March 15, 2008, or (2) the date the improvements to be constructed by Landlord in the Premises shall have been substantially completed in accordance with the Plansplans and specifications described on Exhibit “B.” Tenant shall have the option of early occupancy of the Premises, in their then unfinished condition, for a period of ten (10) days prior to the Term Commencement Date, subject to Landlord’s continued right to construct the improvements on the Premises. GECC Delivery of possession of the Premises to Tenant shall obtain competitive bids from at least three be the later of (31) general contractors; providedMarch 15, however2008 or (2) the date the improvements to be constructed in the Premises by Landlord shall have been substantially completed in accordance with Exhibit “B.” If, that MAPICS for any reason, Landlord cannot deliver possession of the Premises to Tenant on or prior to the Term Commencement Date, Landlord shall not be subject to any liability therefore, nor shall Landlord be in default hereunder. If the Landlord, without the fault of Tenant, has not delivered possession of the Premises by June 1, 2008, then the Tenant shall have the right to select one (1) terminate this Lease and shall receive a refund of the contractors first month’s Base Rent and Security Deposit previously paid to be included Landlord under this Lease. As provided in the bidding process. GECC shall make the final selection a contractor to construct the Improvements, based upon the bids obtained by GECC; provided, however, that (a) GECC shall not be obligated to accept the lowest bid, and (b) GECC's selection of the contractor shall be made in GECC's sole discretion. GECC shall provide MAPICS with an allowance (the "First Floor Improvement Allowance") of Two Hundred Eighty-Three Thousand Seven Hundred Eighty-One and no/100 Dollars ($283,781.00), equivalent to Seventeen and no/100 Dollars ($17.00) per square foot of rentable area on the First Floor of the Subleased Premises; the First Floor Improvement Allowance shall be used by GECC to pay the cost of construction of the Improvements, which cost shall include, without limitation, permits, fees, additional utility services or meters. Anything in this paragraph to the contrary notwithstanding, prior to the commencement of construction of the Improvements, MAPICS shall pay to GECC, as additional rent, (i) the amountpreceding sentence, if anyTenant terminates this Lease and provided Landlord’s inability to deliver possession is not the fault of Tenant or due to circumstances beyond Landlord’s control, by which the estimated cost of construction of the Improvements exceeds the First Floor Improvement Allowance, and (ii) a fee for GECC's management of construction of the Improvements, which fee Tenant shall be in also receive an amount equal to five percent Tenant’s actual reasonable costs for tenant improvements to the Premises paid by Tenant. Substantial Completion” as used in the Lease shall mean: (5%1) all of the total cost of construction of Building systems are operational to the Improvements, which total cost shall include extent necessary to service the management fee. The Improvements shall constitute fixtures and remain in Premises; (2) Landlord has sufficiently completed all the Subleased Premises as the property of GECC at the expiration or sooner termination of this Sublease. The Improvements shall work required to be completed performed by Landlord in accordance with this Lease in a good and xxxxxxx-like manner (except minor punch list items which Landlord shall thereafter promptly complete) such that Tenant can conduct normal business operations from the timetable set forth in paragraph C hereinbelowPremises; (3) Landlord has obtained a certificate of occupancy for the Premises, and (4) Tenant has been delivered complete and uninterrupted access to the Premises. Substantial completion shall have occurred notwithstanding Tenant’s submission of a punch list to Landlord, which punch list items Landlord shall diligently complete, which Tenant shall submit, if at all, within thirty (30) days after the Term Commencement Date. Subsequent to Tenant’s possession of the Premises, Tenant shall, upon demand, execute and deliver to Landlord a letter of acceptance of delivery of the Premises.

Construction of Improvements. GECC shall cause A. Landlord and Tenant have approved the build-to-suit building plans and construction drawings for the Improvements described in Exhibit J attached hereto and agree that, notwithstanding anything to be ---------------------------- constructed the contrary contained in accordance with this Lease Agreement, the terms “Building Plans. GECC shall obtain competitive bids from at least three (3) general contractors; provided” and “Construction Drawings”, howeveras used in this Lease Agreement, that MAPICS shall have the right to select one (1) of the contractors to be included in the bidding process. GECC shall make the final selection a contractor to construct the Improvements, based upon the bids obtained by GECC; provided, however, that (a) GECC shall not be obligated to accept the lowest bid, and (b) GECC's selection of the contractor shall be made in GECC's sole discretion. GECC shall provide MAPICS with an allowance (the "First Floor Improvement Allowance") of Two Hundred Eighty-Three Thousand Seven Hundred Eighty-One and no/100 Dollars ($283,781.00), equivalent to Seventeen and no/100 Dollars ($17.00) per square foot of rentable area on the First Floor of the Subleased Premises; the First Floor Improvement Allowance shall be used by GECC to pay the cost of construction of the Improvements, which cost shall includeincluding, without limitation, permitsExhibit D, feesshall mean the building plans and construction drawings, additional utility services or meters. Anything respectively, for the Improvements described in this paragraph Exhibit J, as amended pursuant to the contrary notwithstandingterms and conditions of this Lease Agreement. From and after the Effective Date, prior Tenant may make written requests for modifications to the commencement of construction Construction Drawings, specifying in detail the requested modification (each, a “Tenant Request”). Subject to Section 56B. below, Landlord shall provide Tenant with a written response (a “Landlord Response”) within five (5) business days after Landlord’s receipt of the Improvements, MAPICS shall pay to GECC, as additional rent, Tenant Request indicating: (i) the amount, if any, by which estimate of any increase in cost associated with the estimated cost of construction of the Improvements exceeds the First Floor Improvement Allowance, and Tenant Request; (ii) a fee for GECC's management the number of construction days of Tenant Delay (defined in Exhibit D) associated with the Tenant Request; and (iii) any additional requirements necessary to accommodate the Tenant Request. Landlord’s indication in the Landlord Response as to the foregoing shall be based upon the reasonable determination of the architect, contractors and/or subcontractors of Landlord who are constructing the Improvements. B. Notwithstanding anything to the contrary in Section 56A. above, Tenant and Landlord hereby agree that Landlord shall not be required to accommodate any Tenant Request that would increase the total project costs beyond those which fee shall Landlord would otherwise be in an amount equal obligated to five percent (5%) spend based on the Building Plans and Construction Drawings approved by Landlord and Tenant as of the total Effective Date (after giving effect to any cost savings realized by Landlord at the time of construction such request or as a result of such request) unless Tenant pays to Landlord immediately upon Tenant’s delivery of the ImprovementsAmendment (defined below) associated with such Tenant Request, the amount of such increase. Landlord hereby covenants and agrees to apply any funds deposited with it pursuant to this Section 56B. to the payment of Building costs as and when due. Subject to Landlord’s receipt of written confirmation from Tenant, after Tenant’s receipt of the Landlord Response, that Tenant desires Landlord to implement a Tenant Request, Landlord will accommodate such Tenant Request if it does not increase the total project costs beyond those which total Landlord would otherwise be obligated to spend based on the Building Plans and Construction Drawings approved by Landlord and Tenant as of the Effective Date (after giving effect to any cost shall include the management fee. The Improvements shall constitute fixtures and remain in the Subleased Premises as the property of GECC savings realized by Landlord at the expiration time of such request or sooner termination as a result of this Sublease. The Improvements shall be completed in accordance with the timetable set forth in paragraph C hereinbelowsuch request).

Construction of Improvements. GECC shall cause Within thirty (30) days after the Improvements to be ---------------------------- constructed in accordance with the Plans. GECC shall obtain competitive bids from at least three (3) general contractors; provided, however, that MAPICS shall have the right to select one (1) execution of the contractors to be included in Lease, the bidding process. GECC Lessor shall make complete preparation of the final selection a contractor to construct Working Drawings for the Improvements, based upon . After the bids obtained by GECC; provided, however, that (a) GECC shall not be obligated to accept the lowest bid, and (b) GECC's selection acquisition of the contractor shall be made Land (as provided in GECC's sole discretion. GECC shall provide MAPICS with an allowance (the "First Floor Improvement Allowance"Paragraph 31 below) of Two Hundred Eighty-Three Thousand Seven Hundred Eighty-One and no/100 Dollars ($283,781.00), equivalent to Seventeen and no/100 Dollars ($17.00) per square foot of rentable area on the First Floor issuance of the Subleased Premises; the First Floor Improvement Allowance building permit, Lessor shall be used by GECC to pay the cost of commence construction of the Improvements, including an industrial building, containing approximately 130,000 square feet of rentable floor area (including approximately 20,000 square feet of corporate office area and 5,000 square feet of warehouse office area), parking lot and landscaping all of which cost shall include, without limitation, permits, fees, additional utility services or meters. Anything in this paragraph conform to the contrary notwithstandingbuilding site plan and office space plan entitled "Site Plan", dated June 3, 1996, prepared by Xxxxxx Architects ("Project Architect"), attached hereto and made a part hereof as Exhibit B, as well as the Supplemental Construction Specifications set forth on Exhibit B-1, which have heretofore been approved by Lessee (collectively, the "Preliminary Plan"), and shall otherwise be in accordance with all final plans and specifications therefor approved in writing by Lessor and Lessee prior to the commencement of construction conforming to all applicable statutes, codes and regulations of the City (such final plans and specifications as approved are sometimes herein referred to as the "Approved Plans and Specifications"). Lessee shall have ten (10) business days to approve the final drawings as submitted to Lessee by Lessor. In the event Lessor and Lessee are unable to agree upon a set of Approved Plans and Specifications conforming to the requirements of this Lease and the requirements of the City, despite having negotiated in good faith, within forty-five (45) days after the date of this Lease, such dispute shall be submitted to the design architect and the determination by such architect as to the conformity of the proposed plans and specifications to the Preliminary Plan shall be conclusive. Notwithstanding the foregoing, either Lessor or Lessee shall have the right to propose or request additional changes in the scope of the Improvements, MAPICS the approval of which changes shall pay not be unreasonably withheld or delayed by the other party, provided, in the case of changes proposed by Lessor, the same do not materially alter or interfere with Lessee's use of the Leased Premises or significantly alter the appearance or quality of the materials or construction of the Improvements; or, in the case of changes proposed by Lessee, the timing of Lessee's proposal of the same does not materially alter Lessor's ability to GECCSubstantially Complete the Improvements by the time provided in this Paragraph 28 below (unless Lessee agrees to extend the dates for Substantial Completion) or materially increase the cost of the Improvements (unless Lessee shall agree to an appropriate increase in the amount of the Monthly Base Rent). Lessor's construction work in connection with the Improvements shall be commenced within fourteen (14) working days after issuance of a building permit and shall be diligently pursued in order to have the warehouse portion of the Leased Premises Substantially Completed on or before April 1, 1997, and the office portion of the Leased Premises substantially completed on or before May 1, 1997, provided that if construction is delayed because of Lessee's delay in approving the final plans and specifications for the Improvements or changes, deletions or additions in the Approved Plans and Specifications requested by Lessee, strikes, lockouts, casualties, acts of God, war, material or labor shortages, governmental regulation or control, adverse weather or seasonal related conditions that are an impediment to construction, delays initiated by the City or other causes beyond the reasonable control of Lessor (any or all such events are herein sometimes referred to as "Unavoidable Delays"), the date for Substantial Completion set forth below shall be extended for the amount of time of such Unavoidable Delays. Lessor shall advise Lessee within fifteen (15) days of the occurrence of an Unavoidable Delay and to supply Lessee with a revised construction schedule reflecting the additional renttime required to Substantially Complete the Leased premises, due to the Unavoidable Delay(s). As used in this Lease the term "Substantial Completion", "Substantially Completed" or words of similar import shall mean that (i) the amountLeased Premises are fully completed in accordance with the Approved Plans and Specifications and are free from any and all mechanics' lien claims arising out of all work in connection therewith (other than claims filed as a result of bona fide disputes between Northern Builders and its subcontractors or material suppliers which Northern Builders is diligently contesting as provided in the Construction Agreement) and free from any and all construction defects other than Punch List Items relating to Lessor's construction, if any, by none of which the estimated cost of construction shall interfere with Lessee's use and occupancy of the Improvements exceeds Leased Premises for the First Floor Improvement Allowanceconduct of its business, and (ii) a fee for GECC's management of construction the City has granted to Lessor an occupancy certificate permitting Lessee to take occupancy of the ImprovementsLeased Premises notwithstanding such Punch List Items and the date such governmental consents and approvals which are the responsibility of Lessor have been obtained so that Lessee can take possession. Except in the event of an Unavoidable Delay, which fee if Substantial Completion of the warehouse occurs after May 1, 1997, or if Substantial Completion of the office space occurs after June 1, 1997, Lessor agrees to pay to Lessee a $2,000.00 penalty for each day beyond such respective dates Substantial Completion is delayed. Lessor shall notify Lessee thirty (30) days prior to the date it anticipates the Improvements will be Substantially Completed. In the event that there is a dispute as to whether or not the Improvements are Substantially Completed, the dispute shall be in an amount equal to five percent (5%) resolved by the Project Architect who prepared the Approved Plans and Specifications. Taking of possession of the total cost Leased Premises by Lessee and delivery of construction a certificate of the Improvements, which total cost shall include the management fee. The Improvements shall constitute fixtures and remain in the Subleased Premises as the property of GECC at the expiration or sooner termination of this Sublease. The Improvements occupancy shall be completed deemed conclusively to establish that the Improvements have been Substantially Completed in accordance with the timetable set forth Approved Plans and Specifications, except for any agreed Punch List Items and latent defects or other defects covered by the Construction Completion and Warranty Agreement executed by Northern Builders. Notwithstanding the foregoing, as promptly as practicable following the date Lessee takes possession, Lessor and Lessee shall enter into an appropriate amendment to this Lease to document the commencement date of the lease term. If Lessee takes possession on a day other than the first of a month, all obligations of Lessee under the Lease shall commence upon the taking of possession (subject to proration for the partial month) but the full twelve (12) year term shall commence on the first day of the following month. At all reasonable times during the construction of the Leased Premises, Lessee, its employees, agents or contractors shall have the right to enter onto and inspect the Leased Premises for the purposes of determining whether Lessor is in compliance with the requirements of this Lease with respect to construction, but no such inspection or inspections shall relieve Lessor from its responsibilities hereunder or shall relieve Northern Builders or any of its subcontractors from their respective obligations or liabilities pursuant to their separate contracts. Lessor shall not be responsible or liable to Lessee for any claims, losses, costs, damages or expenses incurred by Lessee, its employees, agents or contractors as a result of such inspections, all of which shall be undertaken by Lessee at Lessee's sole risk and expense. Lessor shall be responsible for construction of the entrances and bathrooms within the Leased Premises in compliance with the Americans with Disabilities Act ("ADA") and Lessee shall be responsible for ADA improvements required with respect to Lessee's specific interior construction (performed in compliance with paragraph C hereinbelow9 of this Lease).

Construction of Improvements. GECC shall cause The construction of the ---------------------------- Improvements will be commenced by Borrower on or before the Construction Start Date, will be prosecuted by Borrower with diligence and continuity to completion and will be ---------------------------- constructed completed by Borrower in a good and workmanlike manner in substantial accordance with the PlansPlans and other provisions of this Agreement, on or before the Completion Date (other than for completion of tenant improvements which shall be completed within the time period provided under each applicable Lease) and free and clear from all liens, or claims for liens, other than the lien and security interest created by the Loan Documents (or any of them). GECC It is expressly understood and agreed that, except for tenant improvements for particular tenants' spaces which are each less than 20,000 rentable square feet, (i) construction of the Improvements shall obtain competitive bids from not be commenced unless and until Borrower has furnished the Plans to Lender and afforded Lender the opportunity to accept them (which acceptance shall be evidenced, if at least three all, by the initials of any authorized representative of Lender thereon), (3ii) general contractorswhen the Plans have been furnished to Lender, no changes of a material nature will be made to them by, or be permitted to be made to them by, Borrower, Architect or any other person or entity without the prior written approval therefor of all requisite Governmental Authorities, prior compliance with all requisite Legal Requirements and prior acceptance by the Lender in its reasonable discretion; provided, however, that MAPICS shall have the right to select one (1) of the contractors to be included in the bidding process. GECC shall make the final selection a contractor to construct the Improvements, based upon the bids obtained by GECC; provided, however, that (a) GECC Lender's prior consent shall not be obligated to required for Permitted Changes; and (iii) in instances where Lender does accept the lowest bidPlans (or any change therein), and (b) GECC's selection of the contractor such acceptance shall be made deemed to be strictly limited to an acknowledgment of Lender's consent to the Improvements being constructed in GECC's sole discretionaccordance therewith and shall not, in any way, be deemed to imply any warranty, representation or approval by Lender that such Improvements, if so constructed, will be structurally sound, will comply with all Legal Requirements, will be fit for any particular purpose or will have a market value of any particular magnitude. GECC shall provide MAPICS with an allowance (the "First Floor Improvement Allowance") The construction of Two Hundred Eighty-Three Thousand Seven Hundred Eighty-One and no/100 Dollars ($283,781.00), equivalent all tenant improvements to Seventeen and no/100 Dollars ($17.00) per square foot of rentable area on the First Floor of the Subleased Premises; the First Floor Improvement Allowance be constructed pursuant to signed Leases shall be used commenced by GECC Borrower as required under such tenant leases, will be prosecuted by Borrower with diligence and continuity to pay the cost of construction of the Improvements, which cost shall include, without limitation, permits, fees, additional utility services or meters. Anything in this paragraph to the contrary notwithstanding, prior to the commencement of construction of the Improvements, MAPICS shall pay to GECC, as additional rent, (i) the amount, if any, by which the estimated cost of construction of the Improvements exceeds the First Floor Improvement Allowance, completion and (ii) a fee for GECC's management of construction of the Improvements, which fee shall be in an amount equal to five percent (5%) of the total cost of construction of the Improvements, which total cost shall include the management fee. The Improvements shall constitute fixtures and remain in the Subleased Premises as the property of GECC at the expiration or sooner termination of this Sublease. The Improvements shall will be completed by Borrower in a good and workmanlike manner in substantial accordance with the timetable set forth Plans and other provisions of the tenant lease, on or before the completion date provided for in paragraph C hereinbelowthe lease and free and clear from all liens, or claims for liens, other than the lien and security interest created by the Loan Documents (or any of them). Lender agrees that its consent to Plans and specifications and to changes therein shall not be unreasonably withheld, conditioned or delayed and be deemed given if not expressly withheld by Lender in writing within ten (10) business days after request for such consent and submission of the Plans and specifications or revised Plans and specifications and other requested materials relating to such Plans and specifications.

Construction of Improvements. GECC If LESSEE decides to make additional ---------------------------- improvements to Premises, LESSEE may make such improvements, at LESSEE's expense, in the area shown in green on Exhibit A. LESSEE shall cause the Improvements submit to LESSOR, forty-five (45) days prior to commencing construction of said improvements, one (1) set of plans and specifications of all LESSEE'S work to be ---------------------------- constructed done to construct said improvements, prepared in accordance with the Plansall applicable laws, codes and regulations. GECC LESSOR shall obtain competitive bids from at least three (3) general contractorsnotify LESSEE as to such parts of same as shall not meet LESSOR'S reasonable approval; provided, however, that MAPICS LESSOR'S notification hereunder must be within fifteen (15) business days of receipt or be deemed waived, thereby constituting approval. LESSOR'S approval shall have be in addition to any approvals required by local, state or federal laws to commence such improvements. LESSOR shall cooperate with LESSEE at LESSOR's expense in the right to select one (1) performing by LESSEE of any alteration by LESSEE hereunder. Upon the contractors request of LESSEE, LESSOR shall join in any application for any permits, certificates, or approvals required to be included in the bidding process. GECC shall make the final selection a contractor to construct the Improvements, based upon the bids obtained by GECC; providedLESSEE in connection therewith. Notwithstanding anything herein to the contrary, however, that (a) GECC LESSEE shall not be obligated required to accept the lowest bidfurnish plans to LESSOR, and (b) GECCor obtain LESSOR's selection of the contractor shall be made in GECC's sole discretion. GECC shall provide MAPICS prior consent, with an allowance (the "First Floor Improvement Allowance") of Two Hundred Eighty-Three Thousand Seven Hundred Eighty-One and no/100 Dollars ($283,781.00), equivalent respect to Seventeen and no/100 Dollars ($17.00) per square foot of rentable area on the First Floor of the Subleased Premises; the First Floor Improvement Allowance shall be used by GECC to pay the cost of construction of the Improvements, which cost shall include, without limitation, permits, fees, additional utility services any interior alterations solely or meters. Anything in this paragraph to the contrary notwithstandingextent involving painting, prior to the commencement of construction of the Improvementscarpeting, MAPICS shall pay to GECC, as additional rent, (i) the amount, if any, by which the decorating or wall covering or a cumulative estimated cost of construction less than one hundred thousand dollars ($100,000.00). LESSOR hereby agrees that it shall not require LESSEE to pay any sums to LESSOR or incur any charges imposed by LESSOR in connection with the granting of the Improvements exceeds the First Floor Improvement Allowance, and (ii) a fee for GECC's management of construction of the Improvements, which fee any consent by LESSOR in connection therewith. LESSEE agrees that it shall act such that its contractors shall be in an amount equal to five percent (5%) harmony with local activities concerning the appropriate labor situation at or about Premises. When the construction of any additional improvements is completed by LESSEE, said improvements shall become part of the total cost of construction of Premises subject to the Improvements, which total cost shall include the management fee. The Improvements shall constitute fixtures and remain in the Subleased Premises as the property of GECC at the expiration or sooner termination terms of this Sublease. The Improvements shall be completed in accordance with the timetable set forth in paragraph C hereinbelowLease.

Construction of Improvements. GECC (a) Landlord, at its sole cost and expense, shall cause the Improvements to be ---------------------------- constructed on the Property an addition to the existing office/warehouse/light manufacturing facility consisting of approximately 134,100 square feet of leasable area, (the "ADDITION") as more particularly described in the outline specifications listed in Exhibit C, and the preliminary plans listed in Exhibit D and attached as Exhibit D1 and the preliminary construction cost breakdown attached as Exhibit E (the "NEW IMPROVEMENTS"). The plans and specifications set forth in Exhibits C, D and D1, as they may be modified in accordance with the Plansterms of this Agreement, are hereinafter referred to as the "PLANS AND SPECIFICATIONS". GECC Landlord warrants to Tenant that the New Improvements shall obtain competitive bids from be constructed in a good and workmanlike manner, substantially free of defects in workmanship and substantially in accordance with the Plans and Specifications. Landlord shall during the first lease year correct, in a diligent manner, any defects or deficiencies noted by Tenant to Landlord which arises as a result of the initial construction of the New Improvements and not as a result of Tenant's use of the New Improvements or any component parts thereof. Landlord warrants that the heating system and the exhaust fans installed in the Addition will be in good operating condition as of the Commencement Date, provided Tenant shall, subject to Landlord's obligations in the preceding sentence, maintain the same in good operating condition at least three Tenant's own risk and expense and deliver the same to Landlord at the termination of this lease in the same good condition as existed at the beginning of the original term of this lease, normal wear and tear excepted. To the extent practicable and permissible, Landlord shall permit Tenant to enjoy the benefit of all builders and contractors' warranties and guarantees, and any common law right of action which Landlord may have with respect to the New Improvements for so long as no Event of Default exists under the terms of this lease. After the first lease year, Landlord will assign to Tenant any such builders' and contractors' warranties and guarantees for Tenant's use during the remainder of the Term. In the event any builders' or contractors' warranties and guarantees cannot be assigned to Tenant, Landlord agrees to notify Tenant in writing, prior to the expiration of the first lease year, identifying such warranties and guarantees and providing Tenant with copies of the same. Landlord agrees to cooperate with Tenant and take all reasonable steps to ensure that any maintenance, repair or replacement covered by such warranties and guarantees is promptly completed, or the cost recovered, for the benefit of Tenant, provided that Landlord shall have no liability for any costs associated with such maintenance, repair or replacement. Landlord agrees that the general construction contract for the New Improvements shall contain a provision that Tenant is a third party beneficiary of Landlord's rights under such contract; provided that Tenant shall not exercise any such rights (3x) general contractors; provided, however, that MAPICS prior to the end of the first lease year or (y) with respect to any matter or claim which arose prior to the end of the first lease year and which Landlord is actively pursuing with the contractor. Tenant shall notify Landlord prior to exercising any right pursuant to the preceding sentence. Landlord shall provide Tenant with a copy of any and all construction contracts for the Addition and Landlord agrees Tenant shall have the right to select one (1) of approve any changes to such contracts consistent with the contractors rights provided under subsection 4(b). In the event Landlord desires to be included in the bidding process. GECC change its general contractor from J.M. Turner Comxxxx, Xxxxxord agrees it shall make the final selection a contractor obtain Tenant's prior written approval to construct the Improvementssuch change, based upon the bids obtained by GECC; provided, however, that (a) GECC provided Tenant's approval shall not be obligated to accept the lowest bid, and (b) GECC's selection of the contractor shall be made in GECC's sole discretion. GECC shall provide MAPICS with an allowance (the "First Floor Improvement Allowance") of Two Hundred Eighty-Three Thousand Seven Hundred Eighty-One and no/100 Dollars ($283,781.00), equivalent to Seventeen and no/100 Dollars ($17.00) per square foot of rentable area on the First Floor of the Subleased Premises; the First Floor Improvement Allowance shall be used by GECC to pay the cost of construction of the Improvements, which cost shall include, without limitation, permits, fees, additional utility services unreasonably withheld or meters. Anything in this paragraph to the contrary notwithstanding, prior to the commencement of construction of the Improvements, MAPICS shall pay to GECC, as additional rent, (i) the amount, if any, by which the estimated cost of construction of the Improvements exceeds the First Floor Improvement Allowance, and (ii) a fee for GECC's management of construction of the Improvements, which fee shall be in an amount equal to five percent (5%) of the total cost of construction of the Improvements, which total cost shall include the management fee. The Improvements shall constitute fixtures and remain in the Subleased Premises as the property of GECC at the expiration or sooner termination of this Sublease. The Improvements shall be completed in accordance with the timetable set forth in paragraph C hereinbelowdelayed.

Construction of Improvements. GECC shall (i) Cause the commencement of construction and the completion of the construction of the Improvements in accordance with the terms of the Development Agreement; (ii) furnish Owner a foundation survey promptly upon completion of the foundations of the Improvements; (iii) cause the Improvements to be ---------------------------- constructed in accordance compliance with the Plans. GECC shall obtain competitive bids from at least three (3) general contractors; providedand thereafter remain in compliance with all applicable covenants and restrictions of record and all applicable laws, howeverordinances and regulations, that MAPICS shall have the right to select one (1) of the contractors to be included in the bidding process. GECC shall make the final selection a contractor to construct the Improvements, based upon the bids obtained by GECC; provided, however, that (a) GECC shall not be obligated to accept the lowest bid, and (b) GECC's selection of the contractor shall be made in GECC's sole discretion. GECC shall provide MAPICS with an allowance (the "First Floor Improvement Allowance") of Two Hundred Eighty-Three Thousand Seven Hundred Eighty-One and no/100 Dollars ($283,781.00), equivalent to Seventeen and no/100 Dollars ($17.00) per square foot of rentable area on the First Floor of the Subleased Premises; the First Floor Improvement Allowance shall be used by GECC to pay the cost of construction of the Improvements, which cost shall includeincluding, without limitation, permitsApplicable Environmental Law, feesthe Applicable Healthcare Laws, additional utility services Americans with Disabilities Act and regulations thereunder, and laws, ordinances and regulations relating to subdivision, zoning, building codes, set back requirements and environmental matters; (iv) cause the Improvements to be constructed so as not to encroach upon or meters. Anything overhang any Property line, setback line, easement or right-of-way (except as permitted pursuant to a properly executed and recorded easement or other applicable agreement, in this paragraph form and substance reasonably acceptable to Owner); (v) cause such construction to proceed continuously (subject to temporary cessation to the contrary notwithstanding, prior to the commencement of construction extent not in violation of the Improvements, MAPICS shall pay to GECC, as additional rent, terms of this Agreement); (ivi) the amount, if any, by which the estimated cost of complete construction of the Improvements exceeds by the First Floor Improvement AllowanceProject Completion Date, time being of the essence; (vii) furnish to Owner within thirty (30) days of Owner's request and upon substantial completion of the Project an as-built survey, in form satisfactory to Owner showing the location of the Improvements without violation of set back lines, zoning or subdivision requirements, easements, covenants or restrictions and showing no encroachments or other conditions which could reasonably be expected to materially adversely affect the value and use of the Property and Improvements; and (iiviii) a fee for GECC's management of construction upon substantial completion of the ImprovementsProject furnish Owner a final date-down endorsement to the Title Policy bringing the effective date current, which fee shall be in an amount equal to five percent adding the ALTA 3.1 zoning endorsement and comprehensive endorsement (5%) if not yet a part of the total cost of construction of policy)and such other additional endorsements reasonably required by Owner, to the Improvements, which total cost shall include the management fee. The Improvements shall constitute fixtures and remain in the Subleased Premises as the property of GECC at the expiration or sooner termination of this Sublease. The Improvements shall be completed in accordance with the timetable set forth in paragraph C hereinbelowextent available.

Construction of Improvements. GECC shall cause Landlord, at its own cost, agrees to construct the Improvements to be ---------------------------- constructed building in the location as shown on the plot plan attached hereto as Exhibit B and in accordance with the Plans. GECC shall obtain competitive bids from plans and specifications to be prepared by Landlord and its architects, and approved by both parties, as attached hereto as Exhibit C. The parking lot is to be well lit at least three (3) general contractors; providednight for the safety of Tenant's employees and customers, however, that MAPICS shall have in accordance with the right plans and specifications provided for in Exhibit C. Any work in addition to select one (1) any of the contractors terms specifically enumerated in said Exhibit C shall be performed by the Tenant at its own cost and expense in accordance with plans and specifications to be included in the bidding process. GECC shall make the final selection a contractor submitted to construct the ImprovementsLandlord for its approval prior to construction, based upon the bids obtained by GECC; provided, however, that (a) GECC which approval shall not be obligated unreasonably withheld. Notwithstanding anything to accept the lowest bidcontrary, and (b) GECC's selection of the contractor shall be made in GECC's sole discretion. GECC Landlord shall provide MAPICS with an allowance (the "First Floor Improvement Allowance") of Two Hundred Eighty-Three Thousand Seven Hundred Eighty-One and no/100 Dollars ($283,781.00), equivalent to Seventeen and no/100 Dollars ($17.00) per square foot of rentable area on the First Floor of the Subleased Premises; the First Floor Improvement Allowance shall be used by GECC to pay the cost of for construction of the ImprovementsTenant's buildout and fixturing of $15.00 per rentable square foot below a semi-finished ceiling (2x2 acoustical recessed grid ceiling system, which cost shall includestacked and ready for tenant to install along with 40 2x4 deep cell parabolic lighting stacked and ready for tenant to install), without limitationHVAC system consisting of four (4) three 3 ton units (not to include ductwork), permits, fees, additional utility services or meters. Anything in this paragraph Electrical system to the contrary notwithstanding200 amp panel in the rear of the space, prior and stubbing of the plumbing to the commencement of construction bathroom areas. Such allowance shall be dispersed as follows: 1) the first half of the Improvements, MAPICS shall pay to GECC, as additional rent, (i) the amount, if any, by which the estimated cost of construction of the Improvements exceeds the First Floor Improvement Allowance, and (ii) a fee for GECC's management of construction of the Improvements, which fee funds shall be in an amount equal to five percent dispersed upon certification by Tenant that one-half (5%1/2) of the total cost of construction Tenant's work has been completed and 2) the balance paid upon completion of Tenant's work and a certificate of occupancy issued by the governing authority and Tenant shall open for business. Tenant shall promptly pay and not under any circumstances have the power to subject the Demised Premises or any part of the Improvements, which total cost shall include the management feeshopping center to any mechanics' or materialmen's liens or liens of any kind. The Improvements shall constitute fixtures and remain in the Subleased Premises as the property Upon completion of GECC at the expiration or sooner termination of this Sublease. The Improvements shall be completed Tenant's building substantially in accordance with the timetable set forth terms of this Lease and delivery thereof to Tenant, Tenant shall within ten (10) days thereafter execute and deliver to Landlord a written acceptance of the Demised Premises. If at the time Landlord shall request a written acceptance of the demised premises, there shall remain incompleted work in paragraph C hereinbelowaccordance with the plans and specifications, then, provided that all other terms and conditions of the lease have been met, Tenant shall execute the letter of acceptance subject to an itemized list of any such construction deficiencies.

Construction of Improvements. GECC shall cause the Improvements to be ---------------------------- constructed in accordance with the Plans. GECC shall obtain competitive bids from at least three (3) general contractors; provided, however, that MAPICS Tenant shall have the right right, at its sole cost and without the necessity of obtaining Landlord’s consent, to select make at any time and from time to time, improvements and alterations to the Premises (including the construction and installation from time to time of one or more signs (1) including Tenant’s existing signs on the Premises as of the contractors Effective Date and the substitution or replacement thereof from time to be included time in Tenant’s sole discretion) and the installation of one or more sets of satellite receiving equipment or the like on or near the Land and/or the Buildings), and to construct other improvements on the Premises, so long as Tenant complies with all applicable Requirements. Landlord shall cooperate with Tenant and shall execute all instruments necessary or appropriate to obtain, and shall join in the bidding processapplication for, all permits, licenses and other approvals from the applicable governmental authorities to make such alterations and improvements to satisfy the Requirements. GECC Without limiting the generality of the foregoing, Tenant shall make have the final selection a contractor right, at any time and from time to time during the Term, at its sole cost and without the necessity of obtaining Landlord’s consent, to construct the Annex Improvements, based upon and to make such changes and alterations, structural or otherwise, to the bids obtained by GECC; providedAnnex Improvements as Tenant shall deem necessary or desirable, however, that (a) GECC shall not be obligated to accept the lowest bid, and (b) GECC's selection of the contractor shall be made in GECC's sole discretion. GECC shall provide MAPICS with an allowance (the "First Floor Improvement Allowance") of Two Hundred Eighty-Three Thousand Seven Hundred Eighty-One and no/100 Dollars ($283,781.00), equivalent to Seventeen and no/100 Dollars ($17.00) per square foot of rentable area on the First Floor of the Subleased Premises; the First Floor Improvement Allowance shall be used by GECC to pay the cost of construction of the Improvements, which cost shall includeincluding, without limitation, permitsthe right to increase or reduce the height of the Annex Improvements. Any improvements made by Tenant to the Premises under this Section 8.2 (including without limitation, fees, additional utility services or metersthe Annex Improvements) shall belong to Tenant for the duration of the Term and the cost thereof shall be depreciated by Tenant during the Term. Anything in this paragraph Notwithstanding anything to the contrary notwithstandingin this Section 8.2, any improvement or alteration made by Tenant to the Premises which affects the external appearance of the Buildings or the Annex Improvements, or which affect the structural integrity of the Buildings (excluding the Annex Improvements), shall require the prior consent of Landlord, which consent shall be not be unreasonably conditioned, withheld or delayed. Landlord agrees to cooperate with Tenant and shall execute all instruments necessary or appropriate to obtain, and shall join in the application for, all permits, licenses, endorsements and other approvals from the applicable governmental authorities to make the Annex Improvements comply with the Requirements. Tenant shall provide to Landlord a copy of the plans and specifications relating to any improvements or alterations made by Tenant to the Premises (whether or not such improvements or alterations require Landlord’s consent), and a reasonable estimate of the cost thereof, prior to commencing such improvements or alterations. As used herein, “Annex Improvements” shall mean any and all improvements and alterations to the commencement Annex Building for the conversion to office use of construction an area equal to approximately 7,000 square feet of the Improvements, MAPICS shall pay to GECC, as additional rent, (i) the amount, if any, by which the estimated cost of construction of the Improvements exceeds the First Floor Improvement Allowance, and (ii) a fee for GECC's management of construction of the Improvementssecond floor thereof, which fee area is currently used for the parking of motor vehicles. Nothing in this Lease shall be in an amount equal deemed to five percent (5%) of obligate Tenant to make the total cost of construction of the Annex Improvements, which total cost shall include the management fee. The Improvements shall constitute fixtures and remain in the Subleased Premises as the property of GECC at the expiration or sooner termination of this Sublease. The Improvements shall be completed in accordance with the timetable set forth in paragraph C hereinbelow.

Construction of Improvements. GECC Subject to Tenant Delays, Landlord shall diligently construct or cause to be constructed the Improvements to be ---------------------------- constructed in accordance with the PlansConstruction Drawings in a good and workmanlike manner using materials specified in the Construction Drawings and in compliance with Laws and so as to attain Substantial Completion by not later than the target date (the “Target Date”) for Substantial Completion set forth in the Build-out Notice, which Target Date shall be the date that is one hundred five (105) days after the date on which Landlord receives the Build-out Notice. GECC shall obtain competitive bids from at least three Landlord assumes no liability for special or consequential damages of any kind whatsoever in connection with the design or construction of the Improvements. EXCEPT AS SET FORTH IN THE SECOND TO LAST SENTENCE OF SECTION 1A. OF THIS EXHIBIT D, THE FIRST SENTENCE OF THIS SECTION 2 (3SUBJECT TO THE LIMITATIONS SET FORTH IN SECTION 5 OF THIS EXHIBIT D) AND SECTION 5 OF THIS EXHIBIT D, LANDLORD MAKES NO REPRESENTATIONS, WARRANTIES, OR GUARANTIES REGARDING THE IMPROVEMENTS, EXPRESSED OR IMPLIED, INCLUDING, WITHOUT LIMITATION, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR OF HABITABILITY. Further, Landlord agrees to assign to Tenant its rights, if any, to pursue special and consequential damages against the architect and general contractorscontractor providing services under this Exhibit D in connection with the design and/or construction of the Improvement for damages incurred by Tenant; provided, however, that MAPICS shall have the right to select one (1) of the contractors to be included in the bidding process. GECC shall make the final selection a contractor to construct the Improvements, based upon the bids obtained by GECC; provided, however, that (a) GECC shall not be obligated to accept the lowest bid, and (b) GECC's selection of the contractor shall be made in GECC's sole discretion. GECC shall provide MAPICS with an allowance (the "First Floor Improvement Allowance") of Two Hundred Eighty-Three Thousand Seven Hundred Eighty-One and no/100 Dollars ($283,781.00), equivalent to Seventeen and no/100 Dollars ($17.00) per square foot of rentable area on the First Floor of the Subleased Premises; the First Floor Improvement Allowance shall be used by GECC to pay the cost of construction of the Improvements, which cost shall include, without limitation, permits, fees, additional utility services or meters. Anything in this paragraph to the contrary notwithstanding, prior to the commencement of construction of the Improvements, MAPICS shall pay to GECCthat, as additional renta condition to such assignment, (i) the amount, if any, by which the estimated cost of construction of the Improvements exceeds the First Floor Improvement Allowance, and (ii) a fee for GECC's management of construction of the Improvements, which fee shall be in an amount equal Tenant will not seek to five percent (5%) of the total cost of construction of the Improvements, which total cost shall include the management feerecover special or consequential damages from or against Landlord. The Improvements shall constitute fixtures and remain in the Subleased Premises as the property of GECC at the expiration or sooner termination of this Sublease. The Improvements shall be completed in accordance with the timetable set forth in paragraph C hereinbelowSEC 3.

Construction of Improvements. GECC (a) Landlord shall cause make the Improvements improvements to the Premises, if any, described as Landlord’s Work (“Landlord’s Work”) on Exhibit D attached hereto and made a part hereof. Landlord shall use reasonable efforts to substantially complete Landlord’s Work on or before the Commencement Date and shall provide Tenant notice of the occurrence thereof, but shall not be responsible for delays due to (i) causes beyond Landlord’s reasonable control, (ii) any act, delay or failure to act of Tenant, (iii) any changes requested by Tenant in Landlord’s Work or any work performed or to be ---------------------------- constructed performed by Tenant, (iv) the quality of performance or completion of any work by a person, firm or corporation employed by Tenant, (v) the work being performed by or on behalf of Tenant which, under good construction scheduling practices should be completed before portions of the Landlord’s Work are completed, is not completed by Tenant on schedule and/or results in accordance with delays in the Planscompletion of Landlord’s Work, and/or (vi) any other act or omission of Tenant, its agents, employees, or contractors, including, without limitation, any delay in giving authorization or approvals (in any instance, a “Tenant Delay”). GECC Tenant shall obtain competitive bids from at least three (3) general contractorsbe entitled, as Tenant’s sole remedy, to an abatement of the Fixed Minimum Rent otherwise due hereunder for any period following the Commencement Date during which the Premises remain unavailable for occupancy by Tenant because of Landlord’s failure to substantially complete Landlord’s Work; provided, however, that MAPICS if Landlord, in Landlord’s sole judgment, is delayed in timely substantially completing Landlord’s Work because of any Tenant Delay, then there shall have the right to select one (1) be no abatement of the contractors to be included in Fixed Minimum Rent for the bidding processperiod of such Tenant Delay. GECC shall make Except for the final selection a contractor to construct the Improvements, based upon the bids obtained by GECC; provided, however, that (a) GECC shall not be obligated to accept the lowest bid, and (b) GECC's selection abatement of the contractor shall be made in GECC's sole discretion. GECC shall provide MAPICS with an allowance (the "First Floor Improvement Allowance") of Two Hundred Eighty-Three Thousand Seven Hundred Eighty-One and no/100 Dollars ($283,781.00), equivalent to Seventeen and no/100 Dollars ($17.00) per square foot of rentable area on the First Floor of the Subleased Premises; the First Floor Improvement Allowance shall be used by GECC to pay the cost of construction of the Improvements, which cost shall include, without limitation, permits, fees, additional utility services or meters. Anything in this paragraph to the contrary notwithstanding, prior to the commencement of construction of the Improvements, MAPICS shall pay to GECC, Fixed Minimum Rent as additional rent, (i) the amount, if any, by which the estimated cost of construction of the Improvements exceeds the First Floor Improvement Allowance, and (ii) a fee for GECC's management of construction of the Improvements, which fee shall be in an amount equal to five percent (5%) of the total cost of construction of the Improvements, which total cost shall include the management fee. The Improvements shall constitute fixtures and remain in the Subleased Premises as the property of GECC at the expiration or sooner termination of this Sublease. The Improvements shall be completed in accordance with the timetable set forth in paragraph C hereinbelowthe previous sentence, Tenant waives and releases any and all claims for damages against Landlord resulting from the Premises remaining unavailable for occupancy by Tenant due to Landlord’s failure to substantially complete Landlord’s Work. The taking of possession of the Premises by Tenant shall be deemed conclusively to establish that Landlord’s Work has been completed and accepted by Tenant.

Construction of Improvements. GECC shall cause the Improvements to be ---------------------------- constructed in accordance with the Plans. GECC shall obtain competitive bids from at least three (3) general contractors; provided, however, that MAPICS shall have the right to select one (1) of the contractors to be included in the bidding process. GECC shall make the final selection a contractor to construct the Improvements, based upon the bids obtained by GECC; provided, however, that (a) GECC shall not be obligated Landlord's Improvements. Landlord agrees to accept furnish, at Landlord's sole cost and expense, all of the lowest bidarchitectural design, engineering, material, labor, and (b) GECC's selection equipment for the construction on the Land of the contractor shall be improvements specified on the Outline Plans and Specifications which are attached hereto and made in GECCa part hereof as Exhibit C (hereinafter called --------- "Landlord's sole discretion. GECC shall provide MAPICS with an allowance (the "First Floor Improvement AllowanceImprovements") of Two Hundred Eighty-Three Thousand Seven Hundred Eighty-One and no/100 Dollars ($283,781.00), equivalent to Seventeen and no/100 Dollars ($17.00) per square foot of rentable area on the First Floor of the Subleased Premises; the First Floor Improvement Allowance shall be used by GECC to pay the cost of construction of the Improvements, which cost shall include, without limitation, permitsan approximately 100,000 square foot two-story office building and operations center, fees, additional utility services or meters. Anything in this paragraph to and all on- site and off-site improvements shown on the contrary notwithstanding, prior to plans and specifications and required for the commencement of construction operation of the ImprovementsDemised Premises as an office building and operations center, MAPICS shall pay substantially as depicted on Exhibit B, including but not --------- limited to GECC, as additional rent, (i) the amountall off-site and on-site land clearance, if any, by which the estimated cost of construction of the Improvements exceeds the First Floor Improvement Allowance, land balancing and gradings; (ii) a fee all road improvements including acceleration and deceleration lanes and signals (mechanical or otherwise) for GECCthe control of vehicular and pedestrian traffic (if required); (iii) all utility extensions to the Demised Premises, including, but not limited to, all storm sewers, water mains, storm drains, and retention basins; (iv) all entrances, exits, driveways, roadways, service drives, parking areas, curbing and sidewalks for automotive and pedestrian ingress and egress to and from the Demised Premises and adjacent public streets and highways; (v) landscaping and all on-site traffic and parking lot striping and control signs, lighting and any fencing or screening walls; and (vi) the procurement of all building and other permits and approvals necessary for constructing Landlord's management of construction Improvements but only as and to the extent more particularly described in the Outline Plans and Specifications. It is the intent of the parties that the Landlord's Improvements, which fee shall be provided by Landlord at its sole cost and expense, shall result in an amount equal to five percent (5%) the delivery of the total cost a turnkey facility ready for installation of construction of the Tenant's personal property and equipment. Landlord shall diligently prosecute Landlord's Improvements, which total cost shall include the management fee. The Improvements shall constitute fixtures in a first-class and remain in the Subleased Premises as the property of GECC at the expiration or sooner termination of this Sublease. The Improvements shall be completed good and workerlike manner, using good materials, in accordance with the timetable Final Plans and Specifications and with the Construction Schedule (as hereinafter defined), and in compliance with all applicable laws, statutes, building codes, governmental rules, regulations, and orders of the federal, state and municipal governments, or any department or division thereof. Landlord agrees to cause final plans and specifications to be prepared in accordance with the Outline Plans and Specifications and to submit the same to Tenant within forty-five (45) days from execution of this Lease for its approval. Tenant shall review said final plans and specifications within seven (7) days of submittal and approve and/or comment on same to Landlord. If Tenant does not respond to Landlord's submission of the final plans and specifications within such seven (7) day period, then Tenant shall be deemed to have approved the same. If Tenant responds by making reasonable comments to the proposed final plans and specifications, then Landlord shall revise the final plans and specifications in accordance with Tenant's comments and resubmit them to Tenant for approval within seven (7) days from the date of receipt of written comments from Tenant. Tenant shall have seven (7) days to approve such revised final plans and specifications. Each day beyond such seven (7) day period shall be added to the time period allotted to Landlord for the completion of Landlord's Improvements. Tenant agrees that it will not withhold its approval except for just and reasonable cause and will not act in an arbitrary or capricious manner with respect to the approval of the final plans and specifications. The final plans and specifications may be completed in parts (e.g. mechanical plans and specs, etc.) and provided to Tenant for review in such a manner and Tenant shall have the time period set forth about for review and approval of each such partial submittal. The final plans and specifications approved by Landlord and Tenant pursuant to this Section 2.(a) shall hereinafter ------------- be referred to as the "Final Plans and Specifications." Upon due approval said Final Plans and Specifications shall be in lieu of and shall replace Exhibit C --------- except as to nonconstruction matters contained in Exhibit C which are not -------- inconsistent with and which are not expressly and specifically superseded by said Final Plans and Specifications. Prior to, or at the time of, completion of the Final Plans and Specifications, Landlord and Tenant shall agree upon a schedule for the completion of the various components of Landlord's Improvements (the "Construction Schedule") which shall become a part of this Lease as Exhibit D. Landlord agrees to appoint competent personnel to work with Tenant in the preparation of the Final Plans and Specifications and Tenant agrees to appoint an employee of Tenant or other competent personnel to review the Final Plans and Specifications so as not to unreasonably delay completion of the Landlord's Improvements. In the event there are substantial changes in the construction of the Landlord's Improvements from the Final Plans and Specifications as a result of Tenant change orders, Landlord agrees to provide Tenant with "as-built" drawings of the Demised Premises within ninety (90) days of substantial completion. When Landlord requests Tenant to specify details or layouts, Tenant shall provide such details or layouts to Landlord within the time period requested following Tenant's receipt of a written request therefor from Landlord which specifies the information required by Landlord and provides the relevant back-up information to enable Tenant to comply with such request on a timely basis. Landlord shall provide Tenant with two (2) days advance written notice of late response prior to such delay being deemed "Tenant's Delay" herein. Each day beyond Landlord's written notice requesting a response shall be added to the time period allotted to Landlord for the completion of Landlord's Improvements or in the event Tenant's delay causes delays in Landlord's schedule in excess or disproportionate to the days of Tenant's delay and said disproportionate delay was detailed in said notice to Tenant, Landlord's time period for completion of the Landlord's Improvements shall be extended for the period resulting from Tenant's delay. Tenant's response to such request by Landlord shall be not inconsistent with the provisions of the Final Plans and Specifications, so as not to delay completion of the Landlord's Improvements. In any event, the Commencement Date shall occur as set forth in paragraph C hereinbelowSection 3 if, any delay in substantial completion, is the result of Tenant delay.

Construction of Improvements. GECC shall cause Landlord, at its own cost, agrees to construct the Improvements to be ---------------------------- constructed building in the location as shown on the plot plan attached hereto as Exhibit B and in accordance with the Plans. GECC shall obtain competitive bids from plans and specifications to be prepared by Landlord and its architects, and approved by both parties, as attached hereto as Exhibit C. The parking lot is to be well lit at least three (3) general contractors; providednight for the safety of Tenant’s employees and customers, however, that MAPICS shall have in accordance with the right plans and specifications provided for in Exhibit C. Any work in addition to select one (1) any of the contractors items specifically enumerated in said Exhibit C shall be performed by the Tenant at its own cost and expense in accordance with plans and specifications to be included in the bidding process. GECC shall make the final selection a contractor submitted to construct the ImprovementsLandlord for its approval prior to construction, based upon the bids obtained by GECC; provided, however, that (a) GECC which approval shall not be obligated unreasonably withheld. Notwithstanding anything to accept the lowest bidcontrary, and (b) GECC's selection of the contractor shall be made in GECC's sole discretion. GECC Landlord shall provide MAPICS with an allowance (the "First Floor Improvement Allowance") of Two Hundred Eighty-Three Thousand Seven Hundred Eighty-One and no/100 Dollars ($283,781.00), equivalent to Seventeen and no/100 Dollars ($17.00) per square foot of rentable area on the First Floor of the Subleased Premises; the First Floor Improvement Allowance shall be used by GECC to pay the cost of for construction of the ImprovementsTenant’s buildout and fixturing of $15.00 per rentable square foot below a semi-finished ceiling (2X2 acoustical recessed grid ceiling system, which cost shall includestacked and ready for tenant to install along with 40 2X4 deep cell parabolic lighting stacked and ready for tenant to install), without limitationHVAC system consisting of four (4) three 3 ton units (not to include ductwork), permits, fees, additional utility services or meters. Anything in this paragraph electrical system to the contrary notwithstanding200 amp panel in the rear of the space, prior and stubbing of the plumbing to the commencement of construction bathroom areas. Such allowance shall be dispersed as follows; 1) the first half of the Improvements, MAPICS shall pay to GECC, as additional rent, (i) the amount, if any, by which the estimated cost of construction of the Improvements exceeds the First Floor Improvement Allowance, and (ii) a fee for GECC's management of construction of the Improvements, which fee funds shall be in an amount equal to five percent dispersed upon certification by Tenant that one-half (5%1/2) of the total cost of construction Tenant’s work has been completed and 2) the balance paid upon completion of Tenant’s work and a certificate of occupancy issued by the governing authority and Tenant shall open for business. Tenant shall promptly pay and not under any circumstances have the power to subject the Demised Premises or any part of the Improvements, which total cost shall include the management fee. The Improvements shall constitute fixtures and remain in the Subleased Premises as the property shopping center to any mechanics’ or materialmen’s liens or liens of GECC at the expiration or sooner termination of this Sublease. The Improvements shall be completed in accordance with the timetable set forth in paragraph C hereinbelowany kind.

Construction of Improvements. GECC Landlord will contribute up to $5.00 per useable square foot (the "Allowance") toward the cost of the tenant improvements set forth in the Scope of Work (Exhibit "C-2"), the Space Plan (Exhibit "C-1") and any related working drawings (the "Improvements"). Landlord shall cause have no additional responsibility or obligation to pay any amounts in excess of said $5.00 per useable square foot. Any costs or expenses incurred by Tenant in excess of said figure shall be the Improvements sole and exclusive responsibility of Tenant, payable in accordance with a progress payment schedule to be ---------------------------- constructed mutually agreed upon by Landlord and Tenant. All construction progress payments by Tenant, if any, must be timely made in order for construction work to continue on schedule. After execution of the Lease, Landlord shall enter into a construction contract with a mutually agreed upon contractor as general contractor, for the construction of said Improvements, or any portion thereof as mutually agreed upon by Landlord and Tenant, in accordance with the PlansWork Letter Agreement and the Scope of Work attached as Exhibit "C" and Exhibit "C-2"; Landlord shall thereafter monitor the completion of such work. GECC Tenant shall obtain competitive bids from appoint in writing its designated representative to act on its behalf and represent its interest with respect to Tenant's right to review all bids, costs, prices, change orders, etc. No consent, authorization or other action by Tenant with respect to matters set forth in Section 25 shall bind Tenant unless in writing and signed by the aforementioned representative. Only those improvements described in Paragraph A of the Scope of Work, Exhibit "C-2," will be constructed prior to the Commencement Date. All improvements described in Paragraph B of the Scope of Work, Exhibit "C-2," not constructed as of the Commencement Date may, at least three (3) general contractorsTenant's option, be constructed at a time to be mutually agreed upon by Landlord and Tenant under the same terms and conditions as set forth in this Section 25; provided, however, that MAPICS shall have the right Allowance is one lump sum available to select one (1) Tenant for work described under both Paragraphs A and B of the contractors Scope of Work, Exhibit "C-2." In the event the total costs and expenses of the improvements do not equal or exceed the Allowance contributed by Landlord, and Tenant elects to be included lease the Option Space or First Right Space (under Subsections 1.3 or 1.4, respectively) at any time during the Initial Term, Tenant may utilize any remaining portion of the Allowance for tenant improvement work in the bidding processOption Space. GECC shall make the final selection a contractor to construct the Improvements, based upon the bids obtained by GECC; provided, however, that (a) GECC shall not be obligated to accept the lowest bid, and (b) GECC's selection The remainder of the contractor Allowance, if there exists a remainder under this Section 25, shall be made in GECCaddition to whatever other allowance is available to Tenant under Subsections 1.3 or 1.4 herein. Landlord's collection rights to all amounts due under Section 25 shall be deemed the same as for additional rent under the Lease. At Landlord's sole discretioncost, Landlord shall replace the light bulbs in the Premises, as necessary, to provide uniform and comfortable light throughout the Premises prior to the Commencement Date. GECC shall provide MAPICS with an allowance (the "First Floor Improvement Allowance") of Two Hundred Eighty-Three Thousand Seven Hundred Eighty-One and no/100 Dollars ($283,781.00)At Landlord's sole cost, equivalent to Seventeen and no/100 Dollars ($17.00) per square foot of rentable area on the First Floor of the Subleased Premises; the First Floor Improvement Allowance Landlord shall be used by GECC to pay responsible for the cost of construction of the Improvements, which cost shall include, without limitation, permits, fees, additional utility services or meters. Anything in this paragraph seismic upgrades to the contrary notwithstanding, prior to the commencement of construction of the Improvements, MAPICS shall pay to GECC, as additional rent, (i) the amountPremises, if any, by which required. Landlord shall also be responsible for the estimated cost of construction of the Improvements exceeds the First Floor Improvement Allowance, all work identified in Exhibit "C-2" as Landlord's Work-Phase I (20 - 22) and Landlord's Work-Phase II (ii36 and 37). Legal title to all such improvements (including any improvements paid for by Tenant) a fee for GECC's management of construction of the Improvements, which fee shall be immediately vest in an amount equal to five percent (5%) of the total cost of construction of the Improvements, which total cost shall include the management fee. The Improvements shall constitute fixtures and remain in the Subleased Premises as the property of GECC at the expiration or sooner termination of this Sublease. The Improvements shall be completed in accordance with the timetable set forth in paragraph C hereinbelowLandlord upon substantial completion thereof.

Construction of Improvements. GECC shall cause Tenant may not commence construction of any Improvements unless and until: (i) Landlord has approved the Approved Plans for such Improvements in writing; (ii) Tenant has obtained a building permit for the construction of such Improvements; (iii) certificates of all insurance coverages required to be carried by Tenant have been delivered to Landlord; and (iv) Tenant has delivered to Landlord a contractor’s “Payment and Performance Bond” in favor of Landlord as obligee, on the current AIA forms then in use or other forms reasonably acceptable to Landlord, issued by a surety company licensed as a surety in the State of North Carolina, guaranteeing completion of the Improvements to in accordance with the Approved Plans free of liens and security agreements. Any Improvements constructed upon the Premises shall be ---------------------------- constructed in accordance with the Approved Plans. GECC shall obtain competitive bids from Upon at least three 48 hours written notice to Tenant, Landlord may designate a representative to inspect the Premises during construction of the Improvements (3provided that Tenant shall have the right to designate a Tenant representative to accompany Landlord’s representative during any such inspection), and if Landlord determines Tenant’s construction is not being done in accordance with the Approved Plans, Tenant shall correct any deficiencies or omissions promptly. After completion of the Improvements, any subsequent changes or modifications to the Improvements from the Approved Plans or subsequent renovations of the Improvements (except for interior, non- structural alterations) general contractorsmust be approved by Landlord in writing, which approval shall not be unreasonably withheld, conditioned or delayed; provided, however, that MAPICS shall have the right to select one (1) of the contractors to be included in the bidding process. GECC shall make the final selection a contractor to construct the Improvements, based upon the bids obtained by GECC; provided, however, that (a) GECC Tenant shall not be obligated required to accept obtain Landlord’s approval of plans for indoor exhibits, outdoor exhibits or related amenities. Prior to opening for business, Tenant shall obtain and deliver to Landlord: (i) a certification by Tenant’s architect or engineer that the lowest bidImprovements has been completed in substantial accordance with the Approved Plans, and (bii) GECC's selection of Tenant’s affidavit that all work, labor and materials have been paid for in connection with the contractor shall be made in GECC's sole discretion. GECC shall provide MAPICS with an allowance (the "First Floor Improvement Allowance") of Two Hundred Eighty-Three Thousand Seven Hundred Eighty-One and no/100 Dollars ($283,781.00), equivalent to Seventeen and no/100 Dollars ($17.00) per square foot of rentable area on the First Floor of the Subleased Premises; the First Floor Improvement Allowance shall be used by GECC to pay the cost of construction of the Improvements. All work required in connection with the construction of the Improvements shall be performed only by competent contractors licensed under the laws of the State of North Carolina and shall be performed in accordance with written contracts with those contractors. Each such contract shall require the contractors to indemnify, which cost shall includedefend and hold Landlord harmless against all claims, without limitationdamages, permitslosses and expenses, including attorneys’ fees, arising out of the construction work and shall further require such contractors to name Landlord as an additional utility services or metersinsured in all liability insurance policies maintained by such contractors for the duration of the construction period. Anything in this paragraph to the contrary notwithstanding, prior Prior to the commencement of construction of the any Improvements, MAPICS Tenant shall pay deliver or cause to GECC, as additional rent, (ibe delivered to Landlord certificates of insurance from each such contractor evidencing compliance with the provisions of Section 5.3(b) and a copy of Tenant’s contract with each general contractor engaged for the amount, if any, by which the estimated cost of construction of the Improvements exceeds the First Floor Improvement Allowance, and (ii) a fee for GECC's management of construction of the Improvements, which fee and with each separate contractor engaged by Tenant to perform services in connection therewith for consideration in excess of Fifteen Thousand Dollars ($15,000.00). Tenant shall also deliver or cause to be in an amount equal delivered to five percent (5%) Landlord copies of the total cost Tenant’s contracts with any other contractors upon Landlord’s written request therefor. Upon completion of construction of the any Improvements, which total cost Tenant shall include furnish Landlord a copy of the management fee. The Improvements shall constitute fixtures and remain in the Subleased Premises as the property of GECC at the expiration or sooner termination of this Sublease. The Improvements shall be completed in accordance with the timetable set forth in paragraph C hereinbelowas-built plans for such Improvements.

Construction of Improvements. GECC shall cause Tenant may not commence construction of any Improvements unless and until: (i) Landlord has approved the Approved Plans for such Improvements in writing; (ii) Tenant has obtained a building permit for the construction of such Improvements; (iii) certificates of all insurance coverages required to be carried by Tenant have been delivered to Landlord; and (iv) Tenant has delivered to Landlord a contractor’s “Payment and Performance Bond” in favor of Landlord as obligee, on the current AIA forms then in use or other forms reasonably acceptable to Landlord, issued by a surety company licensed as a surety in the State of North Carolina, guaranteeing completion of the Improvements to in accordance with the Approved Plans free of liens and security agreements. Any Improvements constructed upon the Premises shall be ---------------------------- constructed in accordance with the Approved Plans. GECC shall obtain competitive bids from Upon at least three 48 hours written notice to Tenant, Landlord may designate a representative to inspect the Premises during construction of the Improvements (3provided that Tenant shall have the right to designate a Tenant representative to accompany Landlord’s representative during any such inspection), and if Landlord determines Tenant’s construction is not being done in accordance with the Approved Plans, Tenant shall correct any deficiencies or omissions promptly. After completion of the Improvements, any subsequent changes or modifications to the Improvements from the Approved Plans or subsequent renovations of the Improvements (except for interior, non- structural alterations) general contractorsmust be approved by Landlord in writing, which approval shall not be unreasonably withheld, conditioned or delayed; provided, however, that MAPICS shall have the right to select one (1) of the contractors to be included in the bidding process. GECC shall make the final selection a contractor to construct the Improvements, based upon the bids obtained by GECC; provided, however, that (a) GECC Tenant shall not be obligated required to accept obtain Landlord’s approval of plans for indoor exhibits, outdoor exhibits or related amenities. Prior to opening for business, Tenant shall obtain and deliver to Landlord: (i) a certification by Tenant’s architect or engineer that the lowest bidImprovements has been completed in substantial accordance with the Approved Plans, and (bii) GECC's selection of Tenant’s affidavit that all work, labor and materials have been paid for in connection with the contractor shall be made in GECC's sole discretion. GECC shall provide MAPICS with an allowance (the "First Floor Improvement Allowance") of Two Hundred Eighty-Three Thousand Seven Hundred Eighty-One and no/100 Dollars ($283,781.00), equivalent to Seventeen and no/100 Dollars ($17.00) per square foot of rentable area on the First Floor of the Subleased Premises; the First Floor Improvement Allowance shall be used by GECC to pay the cost of construction of the Improvements. All work required in connection with the construction of the Improvements shall be performed only by competent contractors licensed under the laws of the State of North Carolina and shall be performed in accordance with written contracts with those contractors. Each such contract shall require the contractors to indemnify, which cost shall includedefend and hold Landlord harmless against all claims, without limitationdamages, permitslosses and expenses, including attorneys’ fees, arising out of the construction work and shall further require such contractors to name Landlord as an additional utility services or metersinsured in all liability insurance policies maintained by such contractors for the duration of the construction period. Anything in this paragraph to the contrary notwithstanding, prior Prior to the commencement of construction of the any Improvements, MAPICS Tenant shall pay deliver or cause to GECC, as additional rent, (ibe delivered to Landlord certificates of insurance from each such contractor evidencing compliance with the provisions of Section 5.3(b) and a copy of Tenant’s contract with each general contractor engaged for the amount, if any, by which the estimated cost of construction of the Improvements exceeds the First Floor Improvement Allowance, and (ii) a fee for GECC's management of construction of the Improvements, which fee and with each separate contractor engaged by Tenant to perform services in connection therewith for consideration in excess of Fifteen Thousand Dollars ($15,000.00). Tenant shall also deliver or cause to be in an amount equal delivered to five percent (5%) Landlord copies of the total cost Tenant’s contracts with any other contractors upon Landlord’s written request therefor. Upon completion of construction of the any Improvements, which total cost Tenant shall include furnish Landlord a copy of the management feeas-built plans for such Improvements. The Improvements shall constitute fixtures and remain in the Subleased Premises as the property of GECC at the expiration or sooner termination of this Sublease. The Improvements shall be completed in accordance with the timetable set forth in paragraph C hereinbelow.[OPEN FOR FURTHER DISCUSSION]

Construction of Improvements. GECC shall cause the Improvements to be ---------------------------- constructed in accordance with the Plans. GECC shall obtain competitive bids from at least three (3) general contractors; provided, however, that MAPICS shall have the right to select one (1) of the contractors to be included in the bidding process. GECC shall make the final selection a contractor to construct the Improvements, based upon the bids obtained by GECC; provided, however, that (a) GECC shall not be obligated Attached hereto as Exhibit “B” is the proposed space plan and general description of proposed improvements to accept the lowest bid, and (b) GECC's selection of the contractor shall be made in GECC's sole discretion. GECC shall provide MAPICS with an allowance (the "First Floor Improvement Allowance") of Two Hundred Eighty-Three Thousand Seven Hundred Eighty-One and no/100 Dollars ($283,781.00), equivalent to Seventeen and no/100 Dollars ($17.00) per square foot of rentable area on the First Floor of the Subleased Premises; the First Floor Improvement Allowance shall be used by GECC to pay the cost of construction of the Improvements, which cost shall include, without limitation, permits, fees, additional utility services or meters. Anything in this paragraph to the contrary notwithstanding, prior to the commencement of construction of the Improvements, MAPICS shall pay to GECC, as additional rent, (i) the amount, if any, by which the estimated cost of construction of the Improvements exceeds the First Floor Improvement Allowance, and (ii) a fee for GECC's management of construction of the Improvements, which fee shall be in an amount equal to five percent (5%) of the total cost of construction of the Improvements, which total cost shall include the management fee. The Improvements shall constitute fixtures and remain in the Subleased Premises as the property of GECC at the expiration or sooner termination of this Sublease. The Improvements shall be completed in accordance with this Section 8 (“Space Plan”). The Landlord shall retain an architect to prepare final plans and specifications substantially in accordance with the timetable set forth Space Plan and the cost of such final plans and specifications together with the Space Plan shall be paid from the allowance referenced herein. The improvements referenced in paragraph C hereinbelowsaid final plans and specifications, other than the Server Room Improvements described below, are referred to herein as the “Tenant Improvements.” Landlord agrees to give Tenant a buildout allowance of Six Hundred Eighty-Two Thousand Seven Hundred Sixty Dollars ($682,760.00) for (i) the payment of hard costs (and permitting, impact, inspection fees and related fees and charges and those soft costs noted above) of construction of the Tenant Improvements which shall be constructed substantially in accordance with the final plans and specifications referenced herein and in the Space Plan and for (ii) the construction of a “Server Room” which shall be situated directly adjacent to the existing ADT Server Room on the second floor of the Premises and shall be constructed by Landlord substantially in accordance with and as described in Exhibit “B” attached hereto (“Server Room Improvements”). Tenant shall be responsible for any and all costs associated with completing the proposed improvements in excess of the aforementioned allowance including, but not limited to, architectural fees, construction costs, permits and similar costs and fees. Tenant shall pay such excess costs, if any, on or before taking occupancy of the Premises. Landlord estimates that it will Substantially Complete the Tenant Improvements and the Server Room Improvements on or before October 1, 2005, but in any event, said improvements shall be completed on or before the Term Commencement Date, subject to delays caused by acts of God, delays occasioned by governmental agencies or matters beyond the Landlord’s control. Construction shall be completed by a contractor selected by Landlord. Landlord and the contractor shall enter into a construction contract for the completion of the Tenant Improvements and the Server Room Improvements. The contractor shall be entitled to a fee not to exceed ten percent (10%) of the cost of construction (hard and soft). Landlord shall require the contractor to obtain no less than three (3) bids from the electrical, mechanical and drywall subcontractors, and Landlord shall deliver copies of such bids to Tenant. Landlord shall select the subcontractors after consultation with Tenant. The Landlord and the contractor shall not be required to utilize the lowest bid for these trades if, in the Landlord’s reasonable discretion, the Landlord is of the opinion that another subcontractor will provide better quality and/or a more timely delivery of construction of the Tenant Improvements and the Server Room Improvements. Prior to authorizing the contractor to proceed, Landlord shall obtain and deliver to Tenant a price proposal for the total cost of the Tenant Improvements and the Server Room Improvements. Should Tenant desire to seek adjustments to the price proposal, Tenant shall, within twenty (20) days of submission by Landlord to the Tenant of the price proposal, cause the architect and/or contractor to alter the plans as is necessary to adjust the price proposal and establish the final cost of the improvements that is reasonably acceptable to Tenant. Any such alteration to the plans shall not result in a material adverse modification thereof and shall not result in any modification to the building permit application and the quality of materials and design shall be consistent with the remainder of the Building. In the event the Tenant is unable to alter the plans and obtain a revised proposal and submit same to the Landlord all within the said 20-day period, then and in that event, the Landlord shall and is hereby authorized to proceed with construction in accordance with the original proposal submitted by the Landlord to the Tenant. The aforementioned allowance must be utilized and expended by Tenant for the Tenant Improvements and the Server Room Improvements only.