Permitted Allowance Items. The Tenant Improvement Allowance shall be disbursed by Landlord only for the payment or reimbursement of the following items and costs (collectively, the “Permitted Allowance Items”): # costs of preparing the Space Plan, the Preliminary Plans, and the Approved TI Construction Drawings, # the cost of obtaining Permits, # the documented cost of performing the Tenant Improvement Work, including the cost of procuring, constructing and installing all construction materials, # the cost of any change to the Base Building Improvements required by the Approved TI Construction Drawings, including all direct architectural and/or engineering fees and expenses incurred in connection therewith, and # the costs and fees related to the management and supervision of the Tenant Improvement Work for Tenant’s benefit. From time to time during the course of construction, Landlord may charge against the Tenant Improvement Allowance any and all Permitted Allowance Items incurred by Landlord, including, without limitation, any increased costs incurred by Landlord as a result of, or in connection with, Plan Modifications or any Tenant Delay. Permitted Allowance Items shall not include furnishings, fixtures, equipment and other personal property, including cabling, switches, servers, routers and similar data and telecommunications equipment costs.

Tenant Improvement Allowance. Landlord will contribute to the costs of designing the Tenant Improvements and performing the Tenant Improvement Work, as depicted on the Approved TI Construction Drawings and any approved Plan Modifications, to the extent of the lesser of or # the actual cost of Permitted Allowance Items (as hereinafter defined) for the Tenant Improvement Work (the “Tenant Improvement Allowance”). Tenant shall pay all costs in excess of the Tenant Improvement Allowance for the design of the Tenant Improvements and performance of the Tenant Improvement Work. In no event shall Landlord be obligated to make disbursements pursuant to this Agreement in an amount which exceeds the Tenant Improvement Allowance. All costs associated with the construction of the Tenant Improvements shall be shared with Landlord on an “open-book” basis promptly upon request. Tenant shall not be entitled to a credit for any unused portion of the Tenant Improvement Allowance in the form of a rent credit, rent abatement or otherwise. Notwithstanding Tenant’s election to initially occupy only one (1) floor of the Premises, Tenant shall construct Tenant Improvements to the entirety of the Premises and the Tenant Improvement Allowance shall be equitably allocated to Tenant Improvements on each of the floors of the Premises.