Excess Costs. Notwithstanding any provision of the Lease to the contrary, Tenant shall be obligated to pay to Landlord as Excess Costs (as defined in Section 2 of the Work Letter Agreement) the incremental increase in the total costs and expenses incurred by Landlord to construct the Tenant Improvements in accordance with the modified Work Schedule.

Excess TI Costs. Landlord shall have no obligation to bear any portion of the cost of any of the Tenant Improvements except to the extent of the TI Allowance. If at any time the remaining TI Costs under the Budget exceed the remaining unexpended TI Allowance (including, without limitation, costs for finishes for the Tenant Improvements that are better than Building and Project standard finishes), Tenant shall deposit with Landlord, as a condition precedent to Landlord’s obligation to complete the Tenant Improvements, 100% of the then current TI Cost in excess of the remaining TI Allowance (“Excess TI Costs”). If Tenant fails to deposit any Excess TI Costs with Landlord, Landlord shall have all of the rights and remedies set forth in the Lease for nonpayment of Rent (including, but not limited to, the right to interest at the Default Rate and the right to assess a late charge). For purposes of any litigation instituted with regard to such amounts, those amounts will be deemed Rent under the Lease. The TI Allowance and Excess TI Costs are herein referred to as the “TI Fund.” Funds deposited by Tenant shall be the first disbursed to pay TI Costs. Notwithstanding anything to the contrary set forth in this Section 5(d), Tenant shall be fully and solely liable for TI Costs and the cost of Minor Variations in excess of the TI Allowance. If upon completion of the Tenant Improvements and the payment of all sums due in connection therewith there remains any undisbursed portion of the TI Fund, Tenant shall be entitled to such undisbursed TI Fund solely to the extent of any Excess TI Costs deposit Tenant has actually made with Landlord.

Excess TI Costs. Landlord shall have no obligation to bear any portion of the cost of any of the Tenant Improvements except to the extent of the TI Allowance. If at any time and from time-to-time, the remaining TI Costs under the Budget exceed the remaining unexpended TI Allowance (“Excess TI Costs”), monthly disbursements of the TI Allowance shall be made in the proportion that the remaining TI Allowance bears to the outstanding TI Costs under the Budget, and Tenant shall fund the balance of each such monthly draw. For purposes of any litigation instituted with regard to such amounts, those amounts required to be paid by Tenant will be deemed Rent under the Lease. The TI Allowance and Excess TI

Reimbursement; Excess Costs. Vertex will reimburse CRISPR for its share of the Research Costs incurred under the [[Unknown Identifier]] Guide Research Plan, as set forth in [Section 6.3.1], in accordance with the [[Unknown Identifier]] Guide Research Plan Budget within ​ days after its receipt of the applicable Cost Report. If the Research Costs for the [[Unknown Identifier]] Guide Research Plan exceed the [[Unknown Identifier]] Guide Research Plan Budget, CRISPR may include such excess costs in the applicable Cost Report, and Vertex will reimburse its share of such excess costs in accordance with [Section 6.3.1], to the extent such excess costs do not exceed ​ of Vertex’s share of the [[Unknown Identifier]] Guide Research Plan Budget in the applicable ​.

Excess TI Costs. Landlord shall have no obligation to bear any portion of the cost of any of the Tenant Improvements except to the extent of the TI Allowance. If at any time the remaining TI Costs under the Budget exceed the remaining unexpended TI Allowance, Tenant shall deposit with Landlord, as a condition precedent to Landlord’s obligation to complete the Tenant Improvements, 50% of the then current TI Cost in excess of the remaining TI Allowance (“Excess TI Costs”) and the remaining 50% of the Excess TI Costs upon Substantial Completion of the Tenant Improvements. If Tenant fails to deposit any Excess TI Costs with Landlord, Landlord shall have all of the rights and remedies set forth in the Lease for nonpayment of Rent (including, but not limited to, the right to interest at the Default Rate and the right to assess a late charge). For purposes of any litigation instituted with regard to such amounts, those amounts will be deemed Rent under the Lease. The TI Allowance and Excess TI Costs

Parking Excess Costs. If the Parking Costs exceed an amount equal to the sum of # Tenant’s Initial Parking Contribution, plus # Landlord’s Parking Contribution (if any), plus # the Parking Allowance (if any), then any such excess costs shall hereinafter be defined as the “Parking Excess Costs” and shall be payable by Tenant to Landlord, as hereinafter set forth. To the extent, if any, that there are Parking Excess Costs, Tenant shall pay to Landlord, as Additional Rent, within thirty (30) days after billing therefor, from time to during performance of the Selected Parking Work after the Tenant’s Initial Parking Contribution (if any) and Landlord’s Parking Contribution have both been exhausted, in the proportion that the Parking Excess Costs bear to the amount by which the Parking Costs exceed the sum of # Tenant’s Initial Parking Contribution, plus # Landlord’s Parking Contribution. In the event that the amount of the Parking Costs is changed during the course of the performance of the Selected Parking Work, then Landlord shall notify Tenant and the foregoing proportion shall be adjusted accordingly.

Excess Costs. The entire cost of performing the Work (including design of and space planning for the Work and preparation of the Working Drawings and the final record drawings of the Work, costs of construction labor and materials, general tenant signage, related taxes and insurance costs, licenses, permits, certifications, surveys and other approvals required by Law, and the construction supervision fee referenced in Section 10 of this Exhibit, all of which costs are herein collectively called the "Total Construction Costs") in excess of the Construction Allowance (hereinafter defined) shall be paid by Tenant. Upon approval of the Working Drawings and selection of a contractor, Tenant shall provide to Landlord the project budget, including the general contractor’s schedule of values, which identifies such drawings and itemizes the Total Construction Costs and sets forth the Construction Allowance.

Excess Costs. Sublessee shall be responsible for any costs of designing and constructing the Improvements in excess of the Buildout Allowance (the “Excess Cost”) within the timeframe required pursuant to the agreement or agreements between Sublessee and General Contractor and any other parties with respect to the Improvements.

Excess Costs. Any costs of the Tenant Improvements which exceed the Tenant Improvement Allowance shall be the financial responsibility of Tenant. Any improvements to the Expansion Space, other than as shown on the Tenant Phase 1 Working Drawings and/or Tenant Phase 2 Working Drawings, and the furnishing of the Expansion Space, shall be made by Tenant at the sole cost and expense of Tenant, subject to all other provisions of this Third Addendum and the Lease, including the cost of any improvements required to comply with applicable governmental laws, ordinances, and regulations. Any excess or unused portion of the Tenant Improvement Allowance shall be retained by the Landlord.

Excess TI Costs. Landlord shall have no obligation to bear any portion of the cost of any of the Tenant Improvements except to the extent of the TI Allowance. If at any time and from time-to-time, the remaining TI Costs under the Budget exceed the remaining unexpended TI Allowance (“Excess TI Costs”) monthly disbursements of the TI Allowance shall be made in the proportion that the remaining TI Allowance bears to the outstanding TI Costs under the Budget, and Tenant shall fund the balance of each such monthly draw. For purposes of any litigation instituted with regard to such amounts required to be paid by Tenant, those amounts will be deemed Rent under the Lease. The TI Allowance and Excess TI Costs are herein referred to as the “TI Fund.” Notwithstanding anything to the contrary set forth in this Section 5(d), Tenant shall be fully and solely liable for TI Costs and the cost of Minor Variations in excess of the TI Allowance.