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Tenant Allowance
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Tenant Improvement Allowance. Tenant shall be entitled to a one-time tenant improvement allowance (the "Tenant Improvement Allowance") in the amount set forth in Section 5 of the Summary for the costs relating to the initial design and construction of Tenant's improvements (the "Tenant Improvements"). In no event shall Landlord be obligated to make disbursements pursuant to this Tenant Work Letter in a total amount which exceeds the Tenant Improvement Allowance. In the event that the Tenant Improvement Allowance is not fully utilized by Tenant on or before the date that occurs eighteen (18) months following the Lease Commencement Date (as deadline date may be extended by Force Majeure and/or Landlord Delay occurring after the Lease Commencement Date), then such unused amounts shall revert to Landlord, and Tenant shall have no further rights with respect thereto. Any Tenant Improvements that require the use of Building risers, raceways, shafts and/or conduits, shall be subject to Landlord's reasonable rules, regulations, and restrictions, including the requirement that any riser cabling vendor must be selected from a list provided by Landlord, and that the amount and location of any such cabling must be approved by Landlord. All Tenant Improvements for which the Tenant Improvement Allowance has been made available shall be deemed Landlord's property under the terms of the Lease. Tenant shall not be required to remove any Tenant Improvements upon Tenant’s surrender of the Premises.

TENANT IMPROVEMENT ALLOWANCE. If, in determining the Market Rent for an Option Term, Tenant is entitled to a tenant improvement or comparable allowance for the improvement of the Premises (the "Option Term TI Allowance"), Landlord may, at Landlord’s sole option, elect to grant all or a portion of the Option Term TI Allowance in accordance with the following: # to grant some or all of the Option Term TI Allowance to Tenant in the form as described above (i.e., as an improvement allowance), and/or # to offset against the rental rate component of the Market Rent all or a portion of the Option Term TI Allowance (in which case such portion of the Option Term TI Allowance provided in the form of a rental offset shall not be granted to Tenant); provided, however, if the Option Term TI Allowance is determined to be less than $25.00 per rentable square foot of the Premises, then

Tenant Parking Allowance. If the Parking Costs exceed an amount equal to the sum of # Tenant’s Initial Parking Contribution, plus # Landlord’s Parking Contribution (if any), then Landlord shall use and apply the Available Landlord Contribution (if any) and the Available Additional 2nd Floor Premises Allowance (if any) (each as hereinafter defined) solely on account of such remaining balance of the Parking Costs if and to the extent such costs are attributable to Option A Work, subject to the terms and conditions set forth in this Section 7(c). For the avoidance of doubt, the parties acknowledge and agree that in no event shall any portion of the Available Landlord Contribution or the Available Additional 2nd Floor Premises Allowance be applied towards any Parking Costs that are attributable to the cost of Option B Work.

Tenant Improvement Allowance. Landlord shall provide a tenant improvement allowance in the maximum amount of $6,606,184 (the “Tenant Improvement Allowance”) to be applied against the cost to be paid by Tenant as set forth on Exhibit “E” attached to this Lease. In no event shall the Tenant Improvement Allowance be used to reimburse Tenant for any special decorator items, equipment, furniture, or furnishings (the “FF&E”).

Tenant Improvement Allowance. Tenant shall perform the Tenant Improvements as set forth in the Work Letter attached hereto as Exhibit A (the “Work Letter”). Landlord shall provide a Tenant Improvement Allowance of up to $65.00 per rentable square foot of the Premises, or up to $8,412,560.00, in the aggregate, which may be used by Tenant to fund appropriate improvements to the Premises which are consistent with the use of the Premises as Class A laboratory and office space and are constructed in accordance with, and as described in, the Work Letter; provided, however, the parties acknowledge and agree that Tenant may be retrofitting the Premises to be used, primarily, as office space, and, as such, portions of the Premises currently used for laboratory space may be converted to office space (but provided that such retrofitting be performed in such a manner so as to facilitate the future conversion of such office space back to laboratory space as set forth in Section 2(a) of the Work Letter).

Tenant Improvement Allowance; HVAC Allowance. Commencing as of the date of this Third Amendment, Tenant shall be entitled to a one-time improvement allowance (the "Tenant Improvement Allowance") in the amount of $544,545.00 (i.e., $15.00 per rentable square foot of the Third Expansion Premises) for the costs relating to the initial design and construction of Tenant's improvements, refurbishment work and other renovations to the Third Expansion Premises or which are "Tenant Improvement Allowance Items," as that term is defined in Section 2.2.1, below (collectively, the "Tenant Improvements"). In addition to the Tenant Improvement Allowance Landlord will reimburse Tenant in an amount not to exceed $434,664.00 (the "HVAC Allowance"), for actual costs incurred by Tenant in connection with certain HVAC repairs, replacements, and other work to be performed by Tenant with respect to the HVAC system, including ductwork, serving the Third Expansion Premises (the "HVAC Costs"), provided that Tenant separately accounts for such HVAC Costs. The HVAC Allowance will be disbursed in the same manner as Landlord disburses the Tenant Improvement Allowance pursuant to this Tenant Work Letter, Such HVAC work shall # be constructed pursuant to the Tenant Work Letter, # be deemed to be a part of the Tenant Improvements, and # be deemed to be a component of the Tenant Improvement Allowance Items, but shall be accounted for and disbursed separately from the Tenant Improvement Allowance. Subject to the terms of this Exhibit B, in no event shall Landlord be obligated to make disbursements pursuant to this Tenant Work Letter or otherwise in connection with Tenant's construction of the Tenant Improvements or any Tenant Improvement Allowance Items, as defined below, in a total amount which exceeds the sum of the Tenant Improvement Allowance and the HVAC Allowance. All Tenant Improvements that have been paid for with or reimbursed from the Tenant Improvement Allowance shall be deemed Landlord's property under the terms of the Lease. Any portion of the Tenant Improvement Allowance as to which Tenant has not properly requested disbursement by December 31, 2021, as such date may be extended by one (1) day for each day # Landlord is delayed in delivering the Third Expansion Premises in the required condition beyond July 1, 2020 and # of any delay by Tenant in completing the Tenant Improvements due to Coronavirus Delay or due to Landlord Caused Delay, shall revert to Landlord and Tenant shall have no further rights with respect thereto.

Pursuant to the terms hereof, Landlord shall pay to Tenant an amount not to exceed Two Million Two Hundred Fifty Thousand Four Hundred Eighty-Seven and 50/100 Dollars ($2,250,487.50) (the “Tenant Improvement Allowance”), calculated at the rate of Twelve and 50/100 Dollars ($12.50) per rentable square foot of the Premises, which shall be applied towards the cost of Tenant’s improvements to the Premises (the “Tenant Improvements”). The use of the term “Premises” in this Section 2.6 shall refer to the Current Premises, as expanded to include the Expansion Space, notwithstanding that the Expansion Space Commencement Date may not yet have occurred. The Tenant Improvement Allowance shall be payable solely on account of labor directly related to Tenant Improvements and materials delivered to the Premises in connection with the Tenant Improvements; provided, however, a portion of the Tenant Improvement Allowance of up to but not more than $450,097.50 (i.e., $2.50 per rentable square foot of the Premises) may be applied against architectural and engineering fees, construction management fees, telephone wiring and computer cabling costs, other telephone and data costs, costs of furniture, fixtures and equipment and other so-called “soft costs” incurred by Tenant in connection with the Tenant Improvements. Excepting only the alterations depicted on Exhibit B attached hereto (the “Approved Tenant Improvements”), the Tenant Improvement Allowance shall not be applied towards the costs of exterior alterations, alterations outside of the Premises, alterations (excepting only cosmetic alterations) to the current configuration of the demising walls that separate the Fourth Expansion Premises from the remainder of the Premises, or alterations to the common areas of the Property unless, in each case, Tenant has obtained Landlord’s prior consent, which consent shall not be unreasonably withheld or delayed. Following the effectiveness of this Amendment pursuant to Section 6.3 hereof, Landlord shall disburse the Tenant Improvement Allowance funds to Tenant for the costs and expenses of Tenant Improvements incurred by Tenant pursuant to Section 2.6 hereof if no Event of Default (which has not been cured after the giving of any required notice and expiration of any applicable period of grace) then exists; provided however, upon the occurrence of an Event of Default the obligation of Landlord to fund the Tenant Improvement Allowance shall be suspended and tolled during the pendency of such Event of Default, and if, as and when said Event of Default is cured by Tenant in accordance with the terms and conditions of the Lease, then said suspension shall cease and said obligation shall resume, in accordance with and subject to all of the terms and conditions of this Section 2.6.

Tenant Improvement Allowance Items. Except as otherwise set forth in this Tenant Work Letter, the Tenant Improvement Allowance shall be disbursed by Landlord only for the following items and costs (collectively the "Tenant Improvement Allowance Items"):

Over-Allowance Amount. On the Cost Proposal Delivery Date, Tenant shall deliver to Landlord cash in an amount (the “Over-Allowance Amount”), if any, equal to fifty percent (50%) of the difference between # the amount of the Cost Proposal and # the amount of the remaining unutilized Tenant Improvements Allowance. The Over-Allowance Amount shall be disbursed by Landlord following the disbursement of any then remaining portion of the Tenant Improvements Allowance, and such disbursement shall be pursuant to the same procedure as the Tenant Improvements Allowance. The remaining fifty percent (50%) of the Over-Allowance Amount shall be paid by Tenant to Landlord once the Tenant Improvements Allowance is expended (i.e. prior to Landlord’s use of the first installment of the Over-Allowance Amount). In the event that, after the applicable Cost Proposal Delivery Date, any revisions, changes, or substitutions shall be made to the Construction Documents or the Tenant Improvements, then, subject to Section 5.4 below, to the extent that the amount of the Cost Proposal plus any additional costs which arise in connection with such revisions, changes or substitutions or any other additional costs exceeds the sum of the Tenant Improvements Allowance and any Over-Allowance Amounts previously funded by Tenant, such excess costs shall be paid by Tenant to Landlord immediately upon Landlord’s request as an addition to the Over-Allowance Amount (whether or not the Tenant Improvements Allowance has then been fully used). Unless otherwise agreed by the parties, all Tenant Improvements paid for by the Over-Allowance Amount shall be deemed Landlord’s property under the terms of the Lease. Tenant hereby acknowledges and agrees that Tenant shall be responsible for all costs associated with the Tenant Improvements to the extent the same exceed the Tenant Improvements Allowance (notwithstanding the content of the Cost Proposal).

Payment of Costs. Tenant shall pay for the Tenant Improvements, except for the Allowance which Landlord shall advance as hereinafter provided. Landlord shall only be responsible for payment of up to the amount of the Allowance for the Tenant Improvements. If the Construction Costs for the Tenant Improvements are greater than the amount of the Allowance, Tenant shall be solely responsible for such additional costs. As provided in the definition of the Allowance, if funds of the Allowance are still available, Tenant must use up to $250,000.00 out of the Allowance for payment of FF&E acquired and installed in the Leased Premises.

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