Cost of Tenant Improvements. The cost of the design, construction and installation of the Tenant Improvements shall be borne as follows:

Cost of Enforcement; Interest. (i) If the Indemnified party engages the services of an attorney or any other third party or in any way initiates legal action to enforce his rights under this Agreement, including but not limited to the collection of monies due from the Corporation to the Indemnified Party, the prevailing party shall be entitled to recover all reasonable costs and expenses (including reasonable attorneys’ fees before and at trial and in appellate proceedings). Should the Indemnified Party prevail, such costs and expenses shall be in addition to monies otherwise due him under this Agreement.

If ​ requests ​’s approval for any matter specified in this Work Letter (including, without limitation, approval of: design professionals or Base Building Design-Build Contractors pursuant to Section 2.2(a); ​ Improvement Design-Build Contractors pursuant to Section 2.2(b); the SD Total Development Cost Estimate pursuant to [Section 2.5(a)]; the SD TI Cost Proposal pursuant to [Section 2.5(b)]; the CD Total Development Cost Estimate pursuant to [Section 2.6(a)]; the CD TI Cost Proposal pursuant to [Section 2.6(b)]; the Schematics pursuant to [Section 2.7(a)]; the Construction Document Packages pursuant to [Section 2.7(b)]; the Landscape Plan pursuant to [Section 2.8(c)]; and the Contractors pursuant to Section 3.2) and ​ does not approve such matter or respond with a reasonable basis for disapproval within the applicable time period set forth in this Work Letter or if ​ withholds its consent in a manner not permitted by this Work Letter (e.g., ​ withholds its consent on grounds not set forth in ​’s previous objection in the case of a Subsequent Request for approval), then, at ​’s election, ​ shall be deemed to have approved such matter.

The Contractor’s Proposal dated August 7, 2014 and the attached negotiated modifications to the Proposal; and

BRPA agrees to include provisions in the Proxy Statement and to take reasonable action related thereto, with respect to # the approval of the Business Combination and the adoption and approval of this Agreement (the “Transaction Proposal”), # the approval of the BRPA A&R Charter (the “A&R Charter Proposal”) and each change to the BRPA A&R Charter that is required to be separately approved, # the approval of amended and restated bylaws of BRPA (“A&R Bylaws Proposal”); # to the extent required by the Nasdaq listing rules, the approval of the issuance of the aggregate Per Share Merger Consideration, the Earnout Shares, and any BRPA Common Stock issued in a Financing, if any (the “Nasdaq Proposal”), # the approval of the election of each of the directors nominated to comprise the board of directors of BRPA (the “Election of Directors Proposal”), # the approval and adoption of the BRPA Plan (the “BRPA Plan Proposal”), # adjournment of the BRPA Special Meeting, if necessary, to permit further solicitation of proxies because there are not sufficient votes to approve and adopt any of the foregoing proposals or if BRPA and the Company mutually determine that the Merger cannot be consummated for any reason, and # the approval of any other proposals reasonably agreed by BRPA and the Company to be necessary or appropriate in connection with the transaction contemplated hereby (the “Additional Proposal” and together with the Transaction Proposal, the A&R Charter Proposal, the A&R Bylaws Proposal, the Nasdaq Proposal, the Election of Directors Proposal and

If a proposal for the Paramount Investment is formulated, Dauman may submit such initial proposal to the Viacom Board for its consideration, including a detailed description of the initial proposal, a presentation by the financial advisor(s) engaged by Viacom and other information requested by any member of the Viacom Board. SMR and SER may share any such information on a confidential basis with NAI and its legal and financial advisors. For clarity, the independent directors on the Viacom Board shall be entitled to cause Viacom to retain a separate financial advisor to advise the independent directors with respect to any such proposal. The Viacom Board shall provide Dauman with feedback on such proposal, following which Dauman may submit a final proposal to the Viacom Board no earlier than seven (7) days after the submission of the initial proposal, at which time Dauman may request that the Viacom Board consider and vote on such final proposal. Any approval vote on the Paramount Investment shall be subject to NAI’s rights as set forth in [Section 4(b)] above.

Preliminary Total Development Cost Estimate. Based upon the ​’s Work described in [Schedule 1] and the ​ Improvement Allowance (defined below) for the ​ Improvements, ​ has prepared an estimate of the Total Development Costs (as defined in Exhibit J) for the Premises (the “Preliminary Total Development Cost Estimate”), which is set forth on [Schedule 3] attached hereto and includes detailed hard and soft cost budgets for the ​’s Work and the ​ Improvement Allowance.

Cost of Tenant’s ES Fitout. Except for the ES Allowance (hereinafter defined), all of Tenant’s ES Fitout shall be performed at Tenant’s sole cost and expense, and shall be performed in accordance with the provisions of the Lease (including, without limitation, [Article 11]). Tenant shall pay to Landlord, as additional rent, within ten (10) days after demand therefor, any costs or expenses incurred by Landlord (which shall be reasonably based on Tenant's usage) for the use of elevators and/or hoisting in connection with the performance of Tenant’s ES Fitout.

Technology Transfer Fee and Cost. Denali shall pay to ​ within fifteen (15) days following receipt of an invoice and notice of the completion of the Technology Transfer Plan from ​, a one-time payment of one million five hundred thousand dollars (U.S. $1,500,000).

against such proposal.