Common use of Allowance Clause in Contracts

Allowance. Upon and subject to the terms and conditions of this Section 7, Sublandlord shall reimburse Subtenant for the costs of completing the laboratory build out in the current warm shell laboratory space in the Subleased Premises (the “Sublease Alterations”); provided, however, Sublandlord’s obligation to reimburse Subtenant for the Sublease Alterations shall be limited to the lesser of (A) actual construction costs incurred by third parties on behalf of Subtenant in its construction of the Sublease Alterations; and (B) an amount up to, but not exceeding, $250,000.00 (the “Allowance”). Sublandlord shall pay the Allowance to Subtenant within thirty (30) days after Sublandlord’s receipt of Subtenant’s written request (the “Disbursement Request”) therefor accompanied by partial, conditional lien waivers and copies of invoices from third parties providing services as part of the Sublease Alterations using AIA G701/702/703 documents, disbursed in the following increments: (a) 20% of the Allowance no earlier than thirty (30) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. (b) 20% of the Allowance no earlier than sixty (60) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. (c) 20% of the Allowance no earlier than ninety (90) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. (d) 25% of the Allowance no earlier than one hundred and twenty (120) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. Each Disbursement Request shall be signed by Subtenant. Sublandlord shall have no obligation to disburse any portion of the Allowance if there is a monetary Event of Default or a material, non-monetary Event of Default outstanding under the Sublease until such Event of Default is cured. Each Disbursement Request pursuant to this Section 7 must be accompanied by copies of paid invoices as evidenced by unconditional progress waivers from contractors and subcontractors. Notwithstanding the foregoing, the final disbursement of the remaining 15% of the Allowance shall be disbursed within thirty (30) days after Subtenant’s written request therefor once Subtenant has substantially completed all of the Sublease Alterations in accordance with the approved plans and specifications, all building permits issued in connection with the Sublease Alterations, all applicable laws and the terms and provisions of this Section 7. Such final Disbursement Request shall be accompanied by: (i) third-party invoices for costs incurred by Subtenant in constructing the Sublease Alterations; (ii) evidence that Subtenant has paid the invoices for such costs; (iii) final, unconditional lien waivers and mechanics’ lien releases from any contractor or subcontractor who has constructed any portion of Sublease Alterations or any materialman who has supplied materials used or incorporated into any portion of the Sublease Alterations (if applicable), all such waivers and releases to be in the forms prescribed by California Civil Code Section 3262; and (iv) a copy of the certificate of occupancy for the Subleased Premises. All bills for the Sublease Alterations must be submitted to Sublandlord within six (6) months after the Sublease Rent Commencement Date, and Sublandlord will make no further payments related to the Sublease Alterations after such six (6)-month period. Any unfunded portion of the Allowance shall be deemed forfeited.

Allowance. Upon (i) Landlord shall perform the Landlord’s Work shown in accordance with the Construction Drawings and subject to in accordance with the terms and conditions other requirements of this Section 7, Sublandlord shall reimburse Subtenant Lease. Landlord’s construction manager for the costs of completing the laboratory build out in the current warm shell laboratory space in the Subleased Premises (the “Sublease Alterations”); provided, however, SublandlordLandlord’s obligation to reimburse Subtenant for the Sublease Alterations Work shall be limited to ▇▇▇▇▇▇▇▇ Realty Management, who shall supervise the lesser of (A) actual construction costs incurred general contractor selected by third parties on behalf of Subtenant in its construction Landlord. Landlord shall pay for a portion of the Sublease Alterations; cost of the Landlord’s Work (i.e., the sum of the Hard Costs of Landlord’s Work and (Bthe Construction Management Fee) in an amount up to, but not exceeding, $250,000.00 (the “Allowance”) not to exceed the Maximum Allowance and Tenant shall pay for any and all costs and expenses associated with the Landlord’s Work (including, without limitation, such additional expenses which result from any special work, materials, finishes or installations required by Tenant, unforeseen field conditions, or from any delays in the Landlord’s Work occasioned by Tenant) in excess of the Maximum Allowance, if any (“Tenant’s Excess Share”). Sublandlord shall pay The Allowance may be used and applied only against the Allowance to Subtenant within thirty cost of labor and materials, general contractor’s overhead and profit, contractors* insurance, taxes, bonds and permit fees, impact fees and other similar fees required (30) days after Sublandlord’s receipt of Subtenant’s written request (the collectively, “Disbursement RequestHard Costs”) therefor accompanied by partialin connection with Landlord’s Work, conditional lien waivers and copies of invoices from third parties providing services as part except that (x) up to $[******] (i.e., $[******] per rentable square foot of the Sublease Alterations using AIA G701/702/703 documents, disbursed in the following increments: (aPremises) 20% of the Allowance no earlier than thirty may be used by Tenant to reimburse Tenant for the following documented, out-of-pocket “soft” costs incurred by Tenant: costs paid by Tenant for the purchase and installation of Tenant’s furniture, fixtures and equipment, architectural and engineering fees and the Construction Management Fee (30defined below), (y) days following up to $[******] (i.e., $[******] per rentable square foot of the Sublease Rent Commencement Date Premises) of the Allowance may be used by Tenant to reimburse Tenant for the extent Hard Costs of paid invoices submittedTenant’s Work, and (z) any unused Allowance may be used for approved change orders as provided in Section 5(i) below. (bii) 20% All costs of Landlord’s Work (which shall include the Construction Management Fee [defined below], which Construction Management Fee shall be deducted from the Allowance by Landlord) in excess of the Maximum Allowance no earlier than sixty (60) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. (c) 20% of the Allowance no earlier than ninety (90) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. (d) 25% of the Allowance no earlier than one hundred and twenty (120) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. Each Disbursement Request shall be signed paid by SubtenantTenant to Landlord upon Landlord’s demand therefor. Sublandlord Tenant shall have no obligation not be entitled to disburse any credit or payment from Landlord for any portion of the Allowance if there not utilized by Tenant on or before the date that is a monetary Event of Default or a material, non-monetary Event of Default outstanding under the Sublease until such Event of Default is cured. Each Disbursement Request pursuant to this Section 7 must be accompanied by copies of paid invoices as evidenced by unconditional progress waivers from contractors and subcontractors. Notwithstanding the foregoing, the final disbursement of the remaining 15% of the Allowance shall be disbursed within thirty nine (30) days after Subtenant’s written request therefor once Subtenant has substantially completed all of the Sublease Alterations in accordance with the approved plans and specifications, all building permits issued in connection with the Sublease Alterations, all applicable laws and the terms and provisions of this Section 7. Such final Disbursement Request shall be accompanied by: (i) third-party invoices for costs incurred by Subtenant in constructing the Sublease Alterations; (ii) evidence that Subtenant has paid the invoices for such costs; (iii) final, unconditional lien waivers and mechanics’ lien releases from any contractor or subcontractor who has constructed any portion of Sublease Alterations or any materialman who has supplied materials used or incorporated into any portion of the Sublease Alterations (if applicable), all such waivers and releases to be in the forms prescribed by California Civil Code Section 3262; and (iv) a copy of the certificate of occupancy for the Subleased Premises. All bills for the Sublease Alterations must be submitted to Sublandlord within six (69) months after the Sublease Rent Commencement DateDate of the Term of the Lease. (iii) For purposes hereof, the “Construction Management Fee” shall equal the sum of (x) $[******] plus (y) two percent (2%) of the difference of (i) $[******] subtracted from (ii) the total of all Hard Costs of Landlord’s Work and Sublandlord will make no further payments related all architectural and engineering fees incurred by Landlord. (iv) Notwithstanding anything to the Sublease Alterations after such six (6)-month period. Any unfunded portion contrary herein, in addition to the Allowance, Landlord shall contribute $[******] towards the cost of Landlord’s Work, representing half of certain costs associated with the construction of the Allowance shall be deemed forfeiteddemising wall between the Premises and other premises, plus the amount of $[******] representing the contractor’s overhead therefor, for a total contribution of $[******].

Allowance. Upon For each project the Tenant shall cooperate with the Landlord in completing, posting and, if requested by the Landlord, recording any notice of the Landlord’s non-responsibility regarding the Work. Except as provided for herein and subject in the Lease, the Premises will be delivered in “as is” condition and there shall be no other tenant improvement allowance. (a) Provided that as of the time of the giving of the Extension Notice and the Commencement Date of the Extension Term, (x) Tenant is the Tenant originally named herein, (y) Tenant actually occupies all of the Premises initially demised under this Lease and any space added to the Premises, and (z) no Event of Default exists or would exist but for the passage of time or the giving of notice, or both, then Tenant shall have the right to extend the Lease Term for one additional term of 5 years (such additional term is hereinafter called the “Extension Term”) commencing on the day following the expiration of the Lease Term (hereinafter referred to as the “Commencement Date of the Extension Term”). Tenant shall give Landlord written notice (hereinafter called the “Extension Notice”) of its election to extend the term of the Lease Term at least 6 months, prior to the scheduled expiration date of the Lease Term. (b) The Base Rent payable monthly by Tenant to Landlord during the Extension Term shall be the greater of (i) the Base Rent applicable to the last year of the initial Lease term and (ii) the then prevailing market rate for comparable space in the Project and comparable buildings in the vicinity of the Project, taking into account the size of the Lease, the length of the renewal term, market escalations and the credit of Tenant. The Base Rent shall not be reduced by reason of any costs, or expenses saved by Landlord by reason of Landlord’s not having to find a new tenant for such premises (including, without limitation, brokerage commissions, costs of improvements, rent concessions or lost rental income during any vacancy period). In the event Landlord and Tenant fail to reach an agreement on such rental rate and execute the Amendment (defined below) at least 4 months prior to the expiration of the Lease, then Tenant’s exercise of the renewal option shall be deemed withdrawn and the Lease shall terminate on its original expiration date. (c) The determination of Base Rent does not reduce the Tenant’s obligation to pay or reimburse Landlord for Operating Expenses and other reimbursement items as set forth in the Lease, and Tenant shall reimburse and pay Landlord as set forth in Lease with respect to such Operating Expenses and other items with respect to the Premises during the Extension Term. (d) Except for the Base Rent as determined above, Tenant’s occupancy of the Premises during the Extension Term shall be on the same terms and conditions as are in effect immediately prior to the expiration of this Section 7, Sublandlord shall reimburse Subtenant for the costs of completing the laboratory build out in the current warm shell laboratory space in the Subleased Premises (the “Sublease Alterations”)initial Lease Term; provided, however, Sublandlord’s obligation Tenant shall have no further right to reimburse Subtenant for any allowances, credits or abatements or any options to expand, contract, renew or extend the Sublease Alterations shall be limited Lease. (e) Time is of the essence as to the lesser of (A) actual construction costs incurred by third parties on behalf of Subtenant in its construction giving of the Sublease Alterations; and (B) an amount up to, but Extension Notice. If Tenant does not exceeding, $250,000.00 (give the “Allowance”). Sublandlord shall pay Extension Notice within the Allowance to Subtenant within thirty (30) days after Sublandlord’s receipt of Subtenant’s written request (the “Disbursement Request”) therefor accompanied by partial, conditional lien waivers and copies of invoices from third parties providing services as part of the Sublease Alterations using AIA G701/702/703 documents, disbursed period set forth in the following increments: paragraph (a) 20% of above, Tenant’s right to extend the Allowance no earlier than thirty (30) days following the Sublease Rent Commencement Date to the extent of paid invoices submittedLease Term shall automatically terminate. (bf) 20% of the Allowance no earlier than sixty (60) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. (c) 20% of the Allowance no earlier than ninety (90) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. (d) 25% of the Allowance no earlier than one hundred and twenty (120) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. Each Disbursement Request shall be signed by Subtenant. Sublandlord Landlord shall have no obligation to disburse any portion refurbish or otherwise improve the Premises for the Extension Term. The Premises shall be tendered on the Commencement Date of the Allowance if there Extension Term in “AS-IS” condition. (g) If the Lease is a monetary Event extended for the Extension Term, then Landlord shall prepare and Tenant shall execute an amendment to the Lease confirming the extension of Default or a material, non-monetary Event the Lease Term and the other provisions applicable thereto. (h) If Tenant exercises its right to extend the term of Default outstanding under the Sublease until such Event of Default is cured. Each Disbursement Request Lease for the Extension Term pursuant to this Section 7 must be accompanied by copies of paid invoices as evidenced by unconditional progress waivers from contractors and subcontractors. Notwithstanding the foregoingAddendum, the final disbursement of term “Lease Term” as used in the remaining 15% of the Allowance Lease, shall be disbursed within thirty (30) days after Subtenant’s written request therefor once Subtenant has substantially completed all of the Sublease Alterations in accordance with the approved plans and specificationsconstrued to include, all building permits issued in connection with the Sublease Alterationswhen practicable, all applicable laws and the terms and provisions of this Section 7. Such final Disbursement Request shall be accompanied by: (i) third-party invoices for costs incurred by Subtenant in constructing the Sublease Alterations; (ii) evidence that Subtenant has paid the invoices for such costs; (iii) final, unconditional lien waivers and mechanics’ lien releases from any contractor or subcontractor who has constructed any portion of Sublease Alterations or any materialman who has supplied materials used or incorporated into any portion of the Sublease Alterations (if applicable), all such waivers and releases to be in the forms prescribed by California Civil Code Section 3262; and (iv) a copy of the certificate of occupancy for the Subleased Premises. All bills for the Sublease Alterations must be submitted to Sublandlord within six (6) months after the Sublease Rent Commencement Date, and Sublandlord will make no further payments related to the Sublease Alterations after such six (6)-month period. Any unfunded portion of the Allowance shall be deemed forfeitedExtension Term.

Allowance. Upon (a) As stated above, all Work shall be done at Tenant’s expense, including building permit fees, other fees, architectural and subject engineering expenses and other expenses relating to the terms and conditions Tenant’s Work. However, Landlord shall provide Tenant with an allowance of this Section 7, Sublandlord shall reimburse Subtenant for the costs of completing the laboratory build out $35.00 per rentable square foot in the current warm shell laboratory space in the Subleased Premises (the “Sublease Alterations”); providedLeased Premises, however, Sublandlord’s obligation totaling to reimburse Subtenant for the Sublease Alterations shall be limited to the lesser of (A) actual construction costs incurred by third parties on behalf of Subtenant in its construction of the Sublease Alterations; and (B) an amount up to, but not exceeding, $250,000.00 325,745.00 (the “Allowance”). Sublandlord Tenant understands that if the cost of Tenant’s Work, including without limitation any changes in Tenant’s Work, exceeds the Allowance, then Tenant shall be solely responsible for all such costs in excess of the Allowance. The Allowance shall be paid to Tenant following receipt of the following documentation (i) full and final waivers of liens from the general contractor and the subcontractors retained by Tenant in an amount equal to the portion of the Allowance to be disbursed, (ii) completion certificates from Tenant, the general contractor and Tenant’s architect, (c) a sworn contractor’s affidavit from the general contractor, and (d) a request to disburse from Tenant containing an approval by Tenant of the work done, receipted bills covering all labor and materials expended and used in connection with the improvements. If Tenant has not previously paid the general contractor for the cost of the improvements, Landlord, at its option, may pay the Allowance directly to Subtenant within thirty (30) days after Sublandlord’s receipt of Subtenant’s written request (the “Disbursement Request”) therefor accompanied by partial, conditional lien waivers and copies of invoices from third parties providing services as part order of the Sublease Alterations using AIA G701/702/703 documents, disbursed in general contractor that performed the following increments: (a) 20% improvements or to the joint order of the Allowance no earlier than thirty (30) days following the Sublease Rent Commencement Date general contractor and all included subcontractors. Notwithstanding anything herein to the extent of paid invoices submitted. (b) 20% of the Allowance no earlier than sixty (60) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. (c) 20% of the Allowance no earlier than ninety (90) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. (d) 25% of the Allowance no earlier than one hundred and twenty (120) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. Each Disbursement Request contrary, Landlord shall not be signed by Subtenant. Sublandlord shall have no obligation obligated to disburse any portion of the Allowance during the continuance of an uncured default under this Lease, and Landlord’s obligation to disburse shall only resume when and if there is a monetary Event of Default or a material, non-monetary Event of Default outstanding under the Sublease until such Event of Default default is cured. Each Disbursement Request pursuant The Allowance may only be used for the cost of labor, material and contractor’s fees for the improvements to this Section 7 must the Leased Premises, and the cost of preparing plans and drawings in connection therewith. In no event shall the Allowance be accompanied by copies used for the purchase of paid invoices as evidenced by unconditional progress waivers from contractors equipment, furniture and subcontractorsother items of personal property of Tenant. Notwithstanding In the foregoing, event Tenant has not presented proper documentation evidencing the final disbursement use of the remaining 15% entire Allowance by February 28, 2005, any unused amount shall accrue to the sole benefit of the Allowance Landlord, it being understood that Tenant shall not be disbursed within thirty (30) days after Subtenant’s written request therefor once Subtenant has substantially completed all of the Sublease Alterations in accordance with the approved plans and specificationsentitled to any credit, all building permits issued abatement or other concession in connection with therewith. (b) If the Sublease Alterationsactual construction costs exceed the Allowance, all applicable laws then Tenant shall pay the excess and Landlord shall not be responsible therefor. (c) If the terms and provisions of this Section 7. Such final Disbursement Request actual construction costs are less than the Allowance, then Tenant shall not be accompanied by: (i) third-party invoices for costs incurred by Subtenant in constructing the Sublease Alterations; (ii) evidence that Subtenant has paid the invoices for such costs; (iii) final, unconditional lien waivers and mechanics’ lien releases from any contractor or subcontractor who has constructed any portion of Sublease Alterations or any materialman who has supplied materials used or incorporated into entitled to any portion of the Sublease Alterations (if applicable)unexpended Allowance, all such waivers and releases which shall belong to be in the forms prescribed by California Civil Code Section 3262; and (iv) a copy of the certificate of occupancy for the Subleased Premises. All bills for the Sublease Alterations must be submitted to Sublandlord within six (6) months after the Sublease Rent Commencement Date, and Sublandlord will make no further payments related to the Sublease Alterations after such six (6)-month period. Any unfunded portion of the Allowance shall be deemed forfeitedLandlord.

Allowance. Upon and subject to the terms and conditions of this Section 7, Sublandlord All Employees residing in privately owned housing or paying economic rent in public housing shall reimburse Subtenant for the costs of completing the laboratory build out in the current warm shell laboratory space in the Subleased Premises (the “Sublease Alterations”); provided, however, Sublandlord’s obligation to reimburse Subtenant for the Sublease Alterations shall be limited to the lesser of (A) actual construction costs incurred by third parties on behalf of Subtenant in its construction of the Sublease Alterations; and (B) an amount up to, but not exceeding, $250,000.00 (the “Allowance”). Sublandlord shall pay the Allowance to Subtenant within thirty (30) days after Sublandlord’s receipt of Subtenant’s written request (the “Disbursement Request”) therefor accompanied by partial, conditional lien waivers and copies of invoices from third parties providing services as part of the Sublease Alterations using AIA G701/702/703 documents, disbursed in the following incrementsreceive: (a) 20% a housing allowance of four hundred fifty dollars ($450.00)per month, and a utility allowance of one hundred ninety dollars per month, provided that full utilities are being paid by the Employee. Rent charges to Employees residing in units owned or rented by the Employer shall not exceed twenty five percent (25%) of the Allowance no earlier Employee's gross salary, excluding overtime, and will not exceed one-half of the rent charged to the Employer or one-half of the economic rent that would be charged for an equivalent unit. Employee living in units owned or rented by the Employer shall continue to pay their own utilities and municipal service charges. Employees other than thirty casuals and swimming pool Employees receiving benefits pursuant to By-law paragraphs and as amended by By-law provided that they were permanent Employees prior to July shall continue to receive these benefits pursuant to those paragraphs of the By-law. Student lifeguards and student swimming pool cashiers and casual Employees shall not be entitled to benefits under this Article. Benefits under this Article shall be applied on a pro-rated basis to permanent part-time Employees. Upon request of Employees residing in units owned or rented by the Employer, the Employer shall make payroll deductions for the purpose of rent or utilities payable to the Town. Any permanent or term Employee, not living in Employer provided housing, nor receiving benefits under Article shall be eligible for a housing supplement of two thousand dollars per annum payable in February if their cost of shelter including utilities exceed twenty five percent (3025%) of their regular pay. Applications for this supplement shall be made during the month of January, each year of the duration of the Collective Agreement. Any disputes as to eligibility for this supplement shall be referred to the Committee within fifteen days who shall meet within fifteen (15) days following of referral to make a decision binding on all parties. Should the Sublease Rent Commencement Date Committee fail to agree or fail to make a decision, the extent of paid invoices submitted. (b) 20% of the Allowance no earlier than sixty (60) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. (c) 20% of the Allowance no earlier than ninety (90) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. (d) 25% of the Allowance no earlier than one hundred and twenty (120) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. Each Disbursement Request shall matter may be signed by Subtenant. Sublandlord shall have no obligation to disburse any portion of the Allowance if there is a monetary Event of Default or a material, non-monetary Event of Default outstanding under the Sublease until such Event of Default is cured. Each Disbursement Request grieved pursuant to this Section 7 must be accompanied by copies of paid invoices as evidenced by unconditional progress waivers from contractors and subcontractors. Notwithstanding the foregoing, the final disbursement of the remaining 15% of the Allowance shall be disbursed within thirty (30) days after Subtenant’s written request therefor once Subtenant has substantially completed all of the Sublease Alterations in accordance with the approved plans and specifications, all building permits issued in connection with the Sublease Alterations, all applicable laws and the terms and provisions of this Section 7. Such final Disbursement Request shall be accompanied by: (i) third-party invoices for costs incurred by Subtenant in constructing the Sublease Alterations; (ii) evidence that Subtenant has paid the invoices for such costs; (iii) final, unconditional lien waivers and mechanics’ lien releases from any contractor or subcontractor who has constructed any portion of Sublease Alterations or any materialman who has supplied materials used or incorporated into any portion of the Sublease Alterations (if applicable), all such waivers and releases to be in the forms prescribed by California Civil Code Section 3262; and (iv) a copy of the certificate of occupancy for the Subleased Premises. All bills for the Sublease Alterations must be submitted to Sublandlord within six (6) months after the Sublease Rent Commencement Date, and Sublandlord will make no further payments related to the Sublease Alterations after such six (6)-month period. Any unfunded portion of the Allowance shall be deemed forfeited.Article

Allowance. Upon So long as Tenant is not in default under the Amended Lease, commencing as of the mutual execution of this Amendment ("Allowance Availability Date"), Landlord shall make available to Tenant an allowance of up to One Hundred Thousand and No/100ths Dollars ($100,000.00) (the "Allowance") which shall be used by Tenant to pay for costs of completing refurbishments (the "Refurbishment Work") to the Premises subject to Landlord's prior written approval and Tenant's compliance with the terms and conditions of this Section 7the Lease, Sublandlord including, without limitation, Sections 12 and 13.1 thereof. Landlord shall reimburse Subtenant for the costs of completing the laboratory build out in the current warm shell laboratory space in the Subleased Premises (the “Sublease Alterations”); provided, however, Sublandlord’s obligation to reimburse Subtenant for the Sublease Alterations shall be limited to pay Tenant the lesser of (A) the actual construction costs incurred by third parties on behalf of Subtenant in its construction cost of the Sublease Alterations; and (B) an amount up to, but not exceeding, $250,000.00 (the “Allowance”). Sublandlord shall pay Refurbishment Work or the Allowance to Subtenant within thirty (30) days after Sublandlord’s receipt Tenant submits to Landlord copies of Subtenant’s written request (the “Disbursement Request”) therefor accompanied by partialany and all contracts, conditional receipts, and lien waivers and copies of invoices from third parties providing services as part of the Sublease Alterations using AIA G701/702/703 documentsor releases, disbursed in the following increments: evidencing: (a) 20% of the Allowance no earlier than thirty (30) days following costs incurred by Tenant for the Sublease Rent Commencement Date to the extent of paid invoices submitted. Refurbishment Work, (b) 20% of the Allowance no earlier than sixty (60) days following the Sublease Rent Commencement Date to the extent of costs which have been paid invoices submitted. in full by Tenant, and (c) 20% the absence of any liens from any person or entity performing work and/or providing services and/or supplies in connection with the Allowance no earlier than ninety (90) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. (d) 25% of the Allowance no earlier than one hundred and twenty (120) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. Each Disbursement Request shall be signed by Subtenant. Sublandlord shall have no obligation to disburse any portion of the Allowance if there is a monetary Event of Default or a material, non-monetary Event of Default outstanding under the Sublease until such Event of Default is cured. Each Disbursement Request pursuant to this Section 7 must be accompanied by copies of paid invoices as evidenced by unconditional progress waivers from contractors and subcontractorsRefurbishment Work. Notwithstanding the foregoing, if Tenant has not substantially completed the final disbursement Refurbishment Work and requested payment of the remaining 15% of the Allowance shall be disbursed within thirty (30) days after Subtenant’s written request therefor once Subtenant has substantially completed all of the Sublease Alterations in accordance with the approved plans and specifications, all building permits issued in connection with the Sublease Alterations, all applicable laws and the terms and provisions of this Section 7. Such final Disbursement Request shall be accompanied by: (i) third-party invoices for costs incurred by Subtenant in constructing the Sublease Alterations; (ii) evidence that Subtenant has paid the invoices for such costs; (iii) final, unconditional lien waivers and mechanics’ lien releases from any contractor or subcontractor who has constructed any portion of Sublease Alterations or any materialman who has supplied materials used or incorporated into any portion of the Sublease Alterations (if applicable), all such waivers and releases to be in the forms prescribed by California Civil Code Section 3262; and (iv) a copy of the certificate of occupancy for the Subleased Premises. All bills for the Sublease Alterations must be submitted to Sublandlord within six (6) months after the Sublease Rent Commencement Date, and Sublandlord will make no further payments related to the Sublease Alterations after such six (6)-month period. Any unfunded portion of the Allowance by the last day of the twelfth (12th) calendar month following the Allowance Availability Date, Tenant's right and interest in and to the Allowance, and Landlord's obligation to pay the Allowance to Tenant, shall be deemed forfeitednull and void and of no further force or effect. Except for the Allowance and the Roof Work as provided in Section 3(b) below, Landlord shall not be obligated to refurbish or improve the Premises in any manner whatsoever or to otherwise provide funds for the improvement of the Premises in conjunction with the New Term, and Tenant hereby accepts the Premises in its current "AS-IS" and "WHERE-IS" condition. Tenant further acknowledges that except as expressly provided in this Amendment, neither Landlord nor any agent of Landlord has made any representation or warranty regarding the condition of the Premises, the improvements, refurbishments, or alterations therein, if any, or the Property, or with respect to the functionality thereof or the suitability of any of the foregoing for the conduct of Tenant's business.

Allowance. Upon Landlord shall pay all Tenant Improvement Costs in an amount not to exceed the Allowance. If the final costs for Tenant's Work exceed the Allowance (“Excess Costs”), those Excess Costs shall be paid by Tenant following full disbursement by Landlord of the Allowance. Provided this Lease is in full force and subject effect and Tenant is not in Default hereunder beyond any applicable notice and grace period, Landlord shall pay Allowance to Tenant consistent with the terms and conditions of this Section 7Section. Prior to, Sublandlord during and following Tenant’s Work, as the case may be, Landlord shall reimburse Subtenant for make monthly disbursements of the costs of completing Allowance as follows: (i) On or before the laboratory build out in the current warm shell laboratory space in the Subleased Premises twenty fifth (25th) day (the “Sublease AlterationsSubmittal Date”) of each calendar month commencing with the first calendar month following the execution of the contract with the General Contractor, the General Contractor or Tenant shall deliver to Landlord (a) a request for payment (“Draw Request”); provided(b) invoices from all contractors, howeverconsultants, Sublandlordmaterialmen, laborers and suppliers directly retained by Tenant for Tenant’s obligation to reimburse Subtenant Work for the Sublease Alterations applicable payment period (which are covered by the Request for Payment); and (c) executed conditional mechanic’s lien releases from subcontractors and other parties (who have potential mechanics’ liens rights under applicable law), for all work requested to be paid; and (d) unconditional lien releases, if applicable, for all Tenant’s Work paid for from the Allowance on any prior Draw Request. Landlord’s receipt of the Draw Request shall be limited deemed to constitute Tenant’s authorization for Landlord to disburse the amounts requested to General Contractor and to deduct such amounts from the Allowance. (ii) On or before ten (10) days after Landlord’s receipt of a Draw Request (the “Payment Date”), and provided Landlord receives the items set forth in clauses (a) – (d) above, Landlord shall deliver a check to Contractor or Tenant, as directed by Tenant, in payment of the lesser of (A) actual construction costs incurred by third parties on behalf the amounts so requested less a ten percent (10%) retention (the aggregate amount of Subtenant in its construction of such retentions to be known as the Sublease Alterations; “Final Retention”), and (B) the balance of any remaining portion of the Allowance (not including an amount up toequal to the Final Retention). (iii) Checks for the Final Retention payable to General Contractor shall be delivered by Landlord, but not exceedingas directed by Tenant, $250,000.00 (to Tenant or the “Allowance”). Sublandlord shall pay the Allowance to Subtenant General Contractor within thirty (30) days after Sublandlord’s receipt of Subtenant’s written request (the “Disbursement Request”) therefor accompanied following submission by partial, conditional lien waivers and copies of invoices from third parties providing services as part of the Sublease Alterations using AIA G701/702/703 documents, disbursed in the following increments: Tenant of: (a) 20% “as-built” drawings showing all of the Allowance no earlier than thirty (30) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. Tenant Improvements, (b) 20% a detailed breakdown of the Allowance no earlier than sixty (60) days following the Sublease Rent Commencement Date to the extent of paid Tenant's final and total construction costs, together with receipted invoices submitted. showing payment thereof, (c) 20% a certified, written statement from Tenant's architect that all of Tenant Improvements has been completed in accordance with the Allowance no earlier than ninety (90) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. Drawings, (d) 25% all required AIA forms, supporting final lien waivers, and releases executed by the architect, General Contractor, the major subcontractors and all subcontractors and suppliers in connection with Tenant Improvements who by law have potential mechanic’s lien rights), (e) a copy of a certificate of occupancy or amended certificate of occupancy required with respect to the Premises, if applicable, together with all licenses, certificates, permits and other government authorizations necessary in connection with Tenant Improvements and the operation of Tenant's business from the Premises, and (f) proof reasonably satisfactory to Landlord that Tenant has complied with all of the conditions set forth in this Work Letter and has satisfactorily completed Tenant Improvements, including, at Landlord's option, a certificate from Landlord's construction manager after inspection of Tenant Improvements (“Final Retention Draw Request”). Upon Landlord's receipt and approval of the Final Retention Draw Request, Landlord shall pay the balance of Allowance no earlier than one hundred and twenty (120) days following less the Sublease Rent Commencement Date to the extent of paid invoices submittedConstruction Management Fee. Each Disbursement Request Payment by Landlord shall be signed by Subtenant. Sublandlord shall have no obligation to disburse any portion of the Allowance if there is a monetary Event of Default or a material, non-monetary Event of Default outstanding under the Sublease until such Event of Default is cured. Each Disbursement Request pursuant to this Section 7 must be accompanied by copies of paid invoices as evidenced by unconditional progress waivers from contractors and subcontractors. Notwithstanding the foregoing, the final disbursement of the remaining 15% of the Allowance shall be disbursed made within thirty (30) days after Subtenant’s written request therefor once Subtenant has substantially completed days, unless Landlord in good faith notifies Tenant, in writing, of its dispute (and the reasons therefor) of any or all of the Sublease Alterations in accordance with Final Retention Draw Request. To the approved plans and specifications, all building permits issued in connection with the Sublease Alterations, all applicable laws and the terms and provisions of this Section 7. Such final Disbursement Request shall be accompanied by: (i) third-party invoices for costs incurred by Subtenant in constructing the Sublease Alterations; (ii) evidence that Subtenant has paid the invoices for such costs; (iii) final, unconditional lien waivers and mechanics’ lien releases from any contractor or subcontractor who has constructed extent Landlord does not so reject any portion of Sublease Alterations or any materialman who has supplied materials used or incorporated into any said Final Retention Draw Request, Landlord shall timely pay such acceptable portion of the Sublease Alterations (if applicable), all such waivers and releases to be in the forms prescribed by California Civil Code Section 3262; and (iv) a copy of the certificate of occupancy for the Subleased Premises. All bills for the Sublease Alterations must be submitted to Sublandlord within six (6) months after the Sublease Rent Commencement Date, and Sublandlord will make no further payments related to the Sublease Alterations after such six (6)-month period. Any unfunded portion of the Allowance shall be deemed forfeitedFinal Retention Draw Request.

Allowance. Upon and subject Landlord shall provide Tenant with an additional leasehold improvement allowance of up to the terms and conditions of this Section 7, Sublandlord shall reimburse Subtenant for the costs of completing the laboratory build out in the current warm shell laboratory space in the Subleased Premises (the “Sublease Alterations”); provided, however, Sublandlord’s obligation to reimburse Subtenant for the Sublease Alterations shall be limited to the lesser of (A) actual construction costs incurred by third parties on behalf of Subtenant in its construction of the Sublease Alterations; and (B) an amount up to, but not exceeding, $250,000.00 600,000 (the “Allowance”). Sublandlord The Allowance may only be used for leasehold improvements in and to the Premises, which improvements shall pay be consistent in quality and type with those leasehold improvements already in place. In no event shall the Allowance be used for trade fixtures, equipment, furnishings or other removable personal property of Tenant. Any leasehold improvements constructed by Tenant in the Premises shall be constructed pursuant to Subtenant within thirty plans and specifications approved by Landlord and by a general contractor approved by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed and shall otherwise be constructed in accordance with the provisions of Sections 9 and 10 of the Lease. All construction shall be done at Tenant’s expense (30) days after Sublandlord’s receipt provided that Tenant shall be reimbursed for the Allowance as set forth herein), in a good and workmanlike manner, and shall comply at the time of Subtenant’s written request (the “Disbursement Request”) therefor accompanied by partial, conditional lien waivers completion with all Laws and Requirements. Tenant shall deliver to Landlord copies of invoices from third parties providing services as part all certificates of the Sublease Alterations using AIA G701/702/703 documentsoccupancy, disbursed permits and licenses required to be issued by any authority in the following increments: (a) 20% of connection with Tenant’s construction. Draws against the Allowance shall be disbursed to Tenant by Landlord promptly (and in no earlier event later than thirty (30) days following calendar days) after submittal by Tenant to Landlord of evidence of the Sublease Rent Commencement Date costs and expenses of the leasehold improvements, evidence of payment thereof by Tenant, and lien waivers from all persons supplying labor or materials to the extent leasehold improvements. The Allowance may be disbursed in periodic draws, but no more frequently than monthly. If the costs and expenses of paid invoices submitted. (b) 20the leasehold improvements in and to the Premises exceed the Allowance, Tenant shall be solely responsible for payment of any excess. In the event the budget for the leasehold improvements is estimated by Landlord and Tenant to exceed 125% of the Allowance no earlier than sixty Allowance, Tenant will either (60i) days following the Sublease Rent Commencement Date directly pay (without recourse to the extent Allowance), and provide Landlord lien waivers for, that portion of paid invoices submitted. the construction costs sufficient to bring the remainder of the budgeted costs within the Allowance, or (cii) 20% deposit the amount in excess of the Allowance no earlier than ninety (90) days following with Landlord to be disbursed by Landlord after the Sublease Rent Commencement Date to the extent of paid invoices submitted. (d) 25% of the Allowance no earlier than one hundred and twenty (120) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. Each Disbursement Request shall be signed by Subtenant. Sublandlord shall have no obligation to disburse any portion of the Allowance if there is a monetary Event of Default or a material, non-monetary Event of Default outstanding under the Sublease until such Event of Default is cured. Each Disbursement Request pursuant to this Section 7 must be accompanied by copies of paid invoices as evidenced by unconditional progress waivers from contractors and subcontractors. Notwithstanding the foregoing, the final full disbursement of the remaining 15% Allowance, to insure that all construction is completed lien free (any excess Tenant funds will be returned to Tenant upon completion of the Allowance shall be disbursed within thirty (30) days after Subtenant’s written request therefor once Subtenant has substantially completed all project and full payment of the Sublease Alterations in accordance with the approved plans and specifications, all building permits issued in connection with the Sublease Alterations, all applicable laws and the terms and provisions of this Section 7. Such final Disbursement Request shall be accompanied by: (i) third-party invoices for costs incurred by Subtenant in constructing the Sublease Alterations; (ii) evidence that Subtenant has paid the invoices for such project costs; (iii) final, unconditional lien waivers and mechanics’ lien releases from any contractor or subcontractor who has constructed any portion of Sublease Alterations or any materialman who has supplied materials used or incorporated into any portion of the Sublease Alterations (if applicable), all such waivers and releases to be in the forms prescribed by California Civil Code Section 3262; and (iv) a copy of the certificate of occupancy for the Subleased Premises. All bills for the Sublease Alterations must be submitted to Sublandlord within six (6) months after the Sublease Rent Commencement Date, and Sublandlord will make no further payments related to the Sublease Alterations after such six (6)-month period. Any unfunded portion of the Allowance shall be deemed forfeited.

Allowance. Upon and subject to the terms and conditions of this Section 7, Sublandlord shall reimburse Subtenant for To help defray the costs of completing improvements Tenant desires to make to the laboratory build out in the current warm shell laboratory space in the Subleased 2017 Remaining Premises (the “Sublease Alterations2017 Remaining Premises Improvements”), Landlord agrees to make available to Tenant an allowance in an amount equal to $11,258,000.00 (i.e., $36.66 per square foot of Rentable Area of the 2017 Remaining Premises) (the “Improvement Allowance”). The Improvement Allowance shall be payable on account of costs incurred in designing and constructing the 2017 Remaining Premises Improvements. Landlord shall pay the Improvement Allowance to Tenant with Landlord’s execution and delivery to Tenant of this Amendment. However, in lieu thereof Tenant may elect to receive the Improvement Allowance on a monthly basis all in accordance with customary construction disbursement procedures and documentation as required by title insurance companies and institutional construction lenders, in a manner in keeping with the allowance disbursements made pursuant to Part VII of the Work Letter attached as Exhibit D to the Original Lease. In either event, Landlord shall be permitted to offset against the Improvement Allowance any amounts past due to Landlord by Tenant under the Lease. If the actual costs of the 2017 Remaining Premises Improvements exceed the amount of the Improvement Allowance, Tenant shall pay the excess costs without reimbursement from Landlord as and when such excess costs become due and payable. Landlord’s obligation to make the Improvement Allowance available to Tenant shall expire with respect to any portion of the Improvement Allowance that is not used by Tenant on or before December 31, 2018; provided, however, Sublandlord’s obligation to reimburse Subtenant for that if the Sublease Alterations shall be limited to the lesser of (A) actual construction costs incurred by third parties on behalf of Subtenant in its construction cost of the Sublease Alterations; and (B) an amount up to2017 Remaining Premises Improvements is less than the Improvement Allowance, but or if Tenant elects not exceedingto perform any 2017 Remaining Premises Improvements, $250,000.00 (then so long as Tenant is not then in default of its obligations under the “Allowance”). Sublandlord shall pay the Allowance Lease, Tenant, by written notice to Subtenant within thirty (30) days after Sublandlord’s receipt of Subtenant’s written Landlord made no later than such date, may request (the “Disbursement Request”) therefor accompanied by partial, conditional lien waivers and copies of invoices from third parties providing services as part of the Sublease Alterations using AIA G701/702/703 documents, disbursed in the following increments: (a) 20% of the Allowance no earlier than thirty (30) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. (b) 20% of the Allowance no earlier than sixty (60) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. (c) 20% of the Allowance no earlier than ninety (90) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. (d) 25% of the Allowance no earlier than one hundred and twenty (120) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. Each Disbursement Request shall be signed by Subtenant. Sublandlord shall have no obligation to disburse that any portion of the Improvement Allowance if there that is unutilized be applied as a monetary Event credit against the next installments of Default or a material, non-monetary Event of Default outstanding Rent due under the Sublease until such Event of Default is curedLease, or be paid over to Tenant. Each Disbursement Request pursuant to this Section 7 must be accompanied by copies of paid invoices as evidenced by unconditional progress waivers from contractors and subcontractors. Notwithstanding the foregoing, the final disbursement of the remaining 15% of the Allowance Landlord shall be disbursed within thirty (30) days after Subtenant’s written request therefor once Subtenant has substantially permitted to offset against the Improvement Allowance any amounts past due to Landlord by Tenant under the Lease. Any 2017 Remaining Premises Improvements that Tenant elects to make shall be completed all of the Sublease Alterations in accordance with Sections 9 and 10 of the approved plans and specifications, all building permits issued in connection with the Sublease Alterations, all applicable laws Second Amendment and the terms remainder of the Lease, except that ▇▇▇ ▇▇▇▇▇▇▇▇ is hereby designated as Landlord’s Designated Representative and provisions Tenant’s Facilities Manager is hereby designated as Tenant’s Designated Representative. Without limiting Tenant’s right to seek approval of other contractors, Landlord acknowledges and agrees that as of the Seventh Amendment Effective Date ▇▇▇▇▇▇▇, RJM, and ▇▇▇▇▇▇▇ Builders are all approved as general contractors, and ▇▇▇ ▇. ▇▇▇▇ is approved for the design work relating to the 2017 Remaining Premises Improvements. If Tenant does not elect to defer its receipt of the Improvement Allowance (i.e., if a lump sum payment of the Improvement Allowance is delivered to Tenant with Landlord’s execution and delivery of this Section 7. Such final Disbursement Request shall be accompanied by: (i) third-party invoices Amendment), Tenant may utilize the Improvement Allowance for costs incurred by Subtenant in constructing the Sublease Alterations; (ii) evidence that Subtenant has paid the invoices for such costs; (iii) finalany purpose whatsoever, unconditional lien waivers and mechanics’ lien releases from need not provide Landlord with any contractor or subcontractor who has constructed any portion accounting of Sublease Alterations or any materialman who has supplied materials used or incorporated into any portion its use of the Sublease Alterations (if applicable), all such waivers and releases to be in the forms prescribed by California Civil Code Section 3262; and (iv) a copy of the certificate of occupancy for the Subleased Premises. All bills for the Sublease Alterations must be submitted to Sublandlord within six (6) months after the Sublease Rent Commencement Date, and Sublandlord will make no further payments related to the Sublease Alterations after such six (6)-month period. Any unfunded portion of the Allowance shall be deemed forfeitedImprovement Allowance.

Allowance. Upon and subject Subtenant shall be entitled to a one-time allowance in an amount not to exceed (i) $8,074,200 with respect to the terms 11th Floor and conditions of this Section 7, Sublandlord shall reimburse Subtenant for the costs of completing the laboratory build out 12th Floor Subleased Premises in the current warm shell laboratory space in aggregate (the “11th and 12th Floor Allowance”), and (ii) $2,422,260 with respect to the 10th Floor Subleased Premises (the “Sublease Alterations10th Floor Allowance”); provided, howeverand together with the 11th and 12th Floor Allowance, Sublandlord’s obligation to reimburse Subtenant for the Sublease Alterations shall be limited to the lesser of (A) actual construction costs incurred by third parties on behalf of Subtenant in its construction of the Sublease Alterations; and (B) an amount up to, but not exceeding, $250,000.00 (the “Allowance”), for the costs relating to the design, permitting and construction of the initial improvements be constructed by Subtenant that are to be permanently affixed in the 10th Floor Subleased Premises, the 11th Floor Subleased Premises and the 12th Floor Subleased Premises (as applicable, the “Subtenant Initial Improvements”). In clarification of the foregoing, the 11th and 12th Floor Allowance shall only be applicable for Subtenant Initial Improvements on the eleventh (11th) and twelfth (12th) floors and the 10th Floor Allowance shall only be applicable for Subtenant Initial Improvements on the tenth (10th) floor, and in no event will Sublandlord shall pay be obligated to make disbursements pursuant to this Work Agreement for an applicable portion of the Subleased Premises in an amount that exceeds the amount of the Allowance applicable to Subtenant within thirty (30) days after Sublandlord’s receipt of Subtenant’s written request (the “Disbursement Request”) therefor accompanied by partial, conditional lien waivers and copies of invoices from third parties providing services as part such portion of the Sublease Alterations using AIA G701/702/703 documents, disbursed in Subleased Premises. Notwithstanding anything to the following incrementscontrary set forth herein: (a) 20% no portion of the 11th and 12th Floor Allowance shall be disbursed by Sublandlord after twenty four (24) months after the Delivery Date for the 11th Floor and 12th Floor Subleased Premises; and any portion, if any, of the 11th and 12th Floor Allowance that is not disbursed by Sublandlord on or before such date shall revert to Sublandlord and Subtenant shall have no earlier than rights thereto; and (b) no portion of the 10th Floor Allowance, shall be disbursed by Sublandlord after thirty (30) days following months after the Sublease Rent Commencement Delivery Date to for the extent of paid invoices submitted. (b) 20% 10th Floor Subleased Premises; and any portion, if any, of the 10th Floor Allowance no earlier than sixty (60) days following the Sublease Rent Commencement Date that is not disbursed by Sublandlord on or before such date shall revert to the extent of paid invoices submitted. (c) 20% of the Allowance no earlier than ninety (90) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. (d) 25% of the Allowance no earlier than one hundred Sublandlord and twenty (120) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. Each Disbursement Request shall be signed by Subtenant. Sublandlord Subtenant shall have no obligation to disburse any portion of the Allowance if there is a monetary Event of Default or a material, non-monetary Event of Default outstanding under the Sublease until such Event of Default is cured. Each Disbursement Request pursuant to this Section 7 must be accompanied by copies of paid invoices as evidenced by unconditional progress waivers from contractors and subcontractors. Notwithstanding the foregoing, the final disbursement of the remaining 15% of the Allowance shall be disbursed within thirty (30) days after Subtenant’s written request therefor once Subtenant has substantially completed all of the Sublease Alterations in accordance with the approved plans and specifications, all building permits issued in connection with the Sublease Alterations, all applicable laws and the terms and provisions of this Section 7. Such final Disbursement Request shall be accompanied by: (i) third-party invoices for costs incurred by Subtenant in constructing the Sublease Alterations; (ii) evidence that Subtenant has paid the invoices for such costs; (iii) final, unconditional lien waivers and mechanics’ lien releases from any contractor or subcontractor who has constructed any portion of Sublease Alterations or any materialman who has supplied materials used or incorporated into any portion of the Sublease Alterations (if applicable), all such waivers and releases to be in the forms prescribed by California Civil Code Section 3262; and (iv) a copy of the certificate of occupancy for the Subleased Premises. All bills for the Sublease Alterations must be submitted to Sublandlord within six (6) months after the Sublease Rent Commencement Date, and Sublandlord will make no further payments related to the Sublease Alterations after such six (6)-month period. Any unfunded portion of the Allowance shall be deemed forfeitedrights thereto.

Allowance. Upon and subject Landlord agrees to the terms and conditions of this Section 7, Sublandlord shall reimburse Subtenant for the costs of completing the laboratory build out provide Tenant a tenant improvement allowance ("Allowance") in the current warm shell laboratory space in the Subleased Premises (the “Sublease Alterations”); provided, however, Sublandlord’s obligation to reimburse Subtenant for the Sublease Alterations shall be limited to the lesser of (A) actual construction costs incurred by third parties on behalf of Subtenant in its construction of the Sublease Alterations; and (B) an amount up to, but not exceeding, Thirty-one Thousand One Hundred Two Dollars and Fifty Cents ($250,000.00 (31,102.50) for the “Allowance”). Sublandlord shall pay construction of the Tenant Improvements; provided, however, Tenant may elect to increase the Allowance to Subtenant within thirty an amount up to, but not exceeding, Forty-one Thousand Four Hundred Seventy Dollars (30$41,470) days after Sublandlord’s receipt by providing Landlord with written notice of Subtenant’s written request (such election at the “Disbursement Request”) therefor accompanied by partial, conditional lien waivers and copies of invoices from third parties providing services as part of time Tenant submits to Landlord the Sublease Alterations using AIA G701/702/703 documents, disbursed budget described in the following increments: (a) 20% second paragraph of the Allowance no earlier than thirty (30) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. subparagraph (b) 20% above. The Allowance shall be applied by Tenant against the Tenant Improvements Costs incurred in the construction of the Allowance Tenant Improvements which have been approved by the Landlord in Tenant's proposed budget pursuant to subparagraph (b) above, and the provisions for disbursement set forth below. In no earlier than sixty (60) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. (c) 20% of the Allowance no earlier than ninety (90) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. (d) 25% of the Allowance no earlier than one hundred and twenty (120) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. Each Disbursement Request event shall be signed by Subtenant. Sublandlord shall have no obligation to disburse any portion of the Allowance if there is a monetary Event be used for any purpose other than the approved costs in the budget for the Tenant Improvements Costs. Any and all costs in excess of Default the Allowance required to complete the construction of the Tenant Improvements in accordance with subparagraph (b) above shall be the sole and exclusive obligation and responsibility of Tenant. On or a materialbefore the fifth (5th) calendar day of every month, non-monetary Event Tenant shall submit to Landlord for its review and approval AIA Form No. G702 and No. G703 invoices (or comparable invoices acceptable to Landlord) for work performed and materials furnished to the Premises in connection with the construction of Default outstanding under the Sublease until such Event of Default is curedTenant Improvements ("Payment Request"). Each Disbursement Payment Request pursuant to this Section 7 must shall be accompanied by copies of paid invoices as evidenced a certification signed by unconditional progress waivers from contractors the Tenant's general contractor and subcontractors. Notwithstanding the foregoing, Tenant's architect showing that the final disbursement of the remaining 15% of the Allowance shall be disbursed within thirty (30) days after Subtenant’s written request therefor once Subtenant has substantially completed all of the Sublease Alterations work reflected in such Payment Request was performed in accordance with the approved plans Working Plans and specificationsthe terms of all approved construction contracts; and the total costs to construct the Tenant Improvements, including change orders, and the amount expended for such items to date and the estimated costs to complete the Tenant Improvements. In addition, each Payment Request shall be accompanied by lien release waivers from all contractors, subcontractors and materialmen to be paid through such Payment Request and, with respect to completed work, final lien release waivers, all building permits issued in form and content acceptable to Landlord. Within ten (10) business days after Landlord's approval of each such Payment Request, Landlord shall cause to be disbursed to Tenant's general contractor an amount equal to ninety percent (90%) of such approved Payment Request times the ratio which the total Allowance to be utilized by Tenant bears to the total construction cost set forth in the certifications by Tenant's general contractor and architects. Landlord shall cause to be disbursed the ten percent (10%) retention amount, up to the limit of the Allowance, upon the issuance of an unqualified Certificate of Occupancy for the Expansion Space and the expiration of the period in which liens may be filed against the Premises by any contractor, subcontractor or materialmen furnishing goods or services thereto in connection with the Sublease AlterationsTenant Improvements. In the event that the Allowance (as the same may be increased pursuant to this subparagraph (d) above) is more than Thirty-one Thousand One Hundred Two Dollars and Fifty Cents ($31,102.50) ("Base Allowance Amount"), all applicable laws and then the terms and provisions of this Section 7. Such final Disbursement Request amount by which the Allowance (as so increased) exceeds the Base Allowance Amount shall be accompanied by: (i) third-party invoices for costs incurred by Subtenant in constructing fully amortized over the Sublease Alterations; (ii) evidence that Subtenant has paid period commencing on the invoices for such costs; (iii) final, unconditional lien waivers and mechanics’ lien releases from any contractor or subcontractor who has constructed any portion of Sublease Alterations or any materialman who has supplied materials used or incorporated into any portion Expansion Space Commencement Date through the balance of the Sublease Alterations initial Term of the Lease at a rate of eleven percent (if applicable11%) per annum ("Amortization Rate"), and all such waivers amortized amounts shall be paid by Tenant to Landlord as Rent at the time and releases to be in the forms prescribed by California Civil Code Section 3262; manner required for Tenant to pay monthly Base Rent as set forth in the Lease. Upon the occurrence of any Event of Default under the Lease, Landlord shall have the right, in addition to all other rights and (iv) a copy remedies of Landlord, to accelerate the remaining principal balance of the certificate of occupancy for excess Allowance amount amortized hereunder and to require that the Subleased Premisesentire amount thereof be immediately paid in full by Tenant. All bills for the Sublease Alterations must be submitted Should Tenant fail to Sublandlord pay such remaining principal amount within six five (65) months after the Sublease Rent Commencement Date, and Sublandlord will make no further payments related to the Sublease Alterations business days after such six (6)-month period. Any unfunded portion of election by Landlord, such remaining principal amount shall thereafter bear interest at the Allowance shall be deemed forfeitedAmortization Rate.

Allowance. Upon and subject Landlord shall provide an allowance to the terms and conditions Tenant of this Section 7, Sublandlord shall reimburse Subtenant for the costs of completing the laboratory build out in the current warm shell laboratory space in the Subleased Premises $100,000.00 (the “Sublease AlterationsExterior Allowance”); provided, however, Sublandlord’s obligation ) to reimburse Subtenant Tenant for the Sublease Alterations shall be limited costs of improvements for a grade-level pedestrian connection to the lesser Building, with walks, canopies, lighting, seating, snow melt, and other aesthetic features and improvements as mutually designed by Tenant and Landlord, provided that such improvements are completed by Tenant during the period commencing January 1, 2019 and ending December 1, 2020. In addition, Landlord shall provide an additional allowance to Tenant of (A) actual construction costs incurred by third parties on behalf of Subtenant in its construction of the Sublease Alterations; and (B) an amount up to, but not exceeding, $250,000.00 10.00 per square foot (the “Interior Allowance”)) to reimburse Tenant for costs of improvements for interior features and improvements as proposes and mutually agreed upon by Tenant and Landlord, provided that such improvements are completed by Tenant during the period commencing January 1, 2019 and ending December 1, 2020, and provided further that Tenant has not theretofore exercised its Early Termination Right. Sublandlord Such improvements shall pay be performed in compliance with the provisions of this Lease, and the Interior Allowance and Exterior Allowance, as applicable, shall be disbursed to Subtenant Tenant within thirty (30) days after Sublandlordfollowing Landlord’s confirmation that the relevant improvements have been completed in accordance with plans and specifications approved by Landlord, and receipt by Landlord of SubtenantTenant’s written request verification of costs and all applicable releases and waivers of liens. Additionally, if Tenant exercises Extended Term 1 Landlord shall provide an allowance to Tenant of $5.00 per square foot (the “Disbursement RequestExtended Term Allowance”) therefor accompanied to reimburse Tenant for costs of improvements to the Premises as mutually approved by partialTenant and Landlord. Such improvements shall be performed in compliance with the provisions of this Lease, conditional lien waivers and copies of invoices from third parties providing services as part of the Sublease Alterations using AIA G701/702/703 documents, Extended Term Allowance shall be disbursed in the following increments: (a) 20% of the Allowance no earlier than to Tenant within thirty (30) days following Landlord’s confirmation that the Sublease Rent Commencement Date to the extent of paid invoices submitted. (b) 20% of the Allowance no earlier than sixty (60) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. (c) 20% of the Allowance no earlier than ninety (90) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. (d) 25% of the Allowance no earlier than one hundred and twenty (120) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. Each Disbursement Request shall be signed by Subtenant. Sublandlord shall improvements have no obligation to disburse any portion of the Allowance if there is a monetary Event of Default or a material, non-monetary Event of Default outstanding under the Sublease until such Event of Default is cured. Each Disbursement Request pursuant to this Section 7 must be accompanied by copies of paid invoices as evidenced by unconditional progress waivers from contractors and subcontractors. Notwithstanding the foregoing, the final disbursement of the remaining 15% of the Allowance shall be disbursed within thirty (30) days after Subtenant’s written request therefor once Subtenant has substantially been completed all of the Sublease Alterations in accordance with the approved plans and specificationsspecifications approved by Landlord, all building permits issued in connection with the Sublease Alterations, and receipt by Landlord of Tenant’s verification of costs and all applicable laws releases and the terms and provisions waivers of this Section 7. Such final Disbursement Request shall be accompanied by: (i) third-party invoices for costs incurred by Subtenant in constructing the Sublease Alterations; (ii) evidence that Subtenant has paid the invoices for such costs; (iii) final, unconditional lien waivers and mechanics’ lien releases from any contractor or subcontractor who has constructed any portion of Sublease Alterations or any materialman who has supplied materials used or incorporated into any portion of the Sublease Alterations (if applicable), all such waivers and releases to be in the forms prescribed by California Civil Code Section 3262; and (iv) a copy of the certificate of occupancy for the Subleased Premises. All bills for the Sublease Alterations must be submitted to Sublandlord within six (6) months after the Sublease Rent Commencement Date, and Sublandlord will make no further payments related to the Sublease Alterations after such six (6)-month period. Any unfunded portion of the Allowance shall be deemed forfeitedliens.

Allowance. Upon and Landlord shall, subject to the terms and conditions of this Section 7the Work Letter, Sublandlord shall reimburse Subtenant for make available to Tenant the costs of completing the laboratory build out Allowance (as defined in the current warm shell laboratory space in Work Letter). Commencing on the Subleased Premises (Commencement Date and continuing thereafter on the “Sublease Alterations”); providedfirst day of each month during the Base Term, however, Sublandlord’s obligation Tenant shall pay the amount necessary to reimburse Subtenant for fully amortize the Sublease Alterations shall be limited to the lesser of (A) actual construction costs incurred by third parties on behalf of Subtenant in its construction portion of the Sublease Alterations; Allowance actually funded by Landlord, if any, in equal monthly payments with interest at a rate of 7% per annum over the Base Term, which interest shall begin to accrue on the later of the Commencement Date and the date that Landlord first disburses such Allowance or any portion(s) thereof (B) an amount up to, but not exceeding, $250,000.00 (the “AllowanceTI Rent”). Sublandlord shall pay the Allowance to Subtenant within thirty (30) days after Sublandlord’s receipt of Subtenant’s written request (the “Disbursement Request”) therefor accompanied by partial, conditional lien waivers and copies of invoices from third parties providing services as part of the Sublease Alterations using AIA G701/702/703 documents, disbursed in the following increments: (a) 20% Tenant acknowledges that because a portion of the Allowance no earlier than thirty (30) days may be disbursed following the Sublease Commencement Date, the TI Rent Commencement Date payable pursuant to this Section 4(b) may be adjusted following any such disbursement. Any TI Rent remaining unpaid as of the expiration or earlier termination of this Lease resulting from a Default by Tenant under this Lease shall be paid to Landlord in a lump sum at the expiration or earlier termination of this Lease. TI Rent shall not be subject to annual adjustments pursuant to Section 4(a). Notwithstanding anything to the contrary contained herein, to the extent of paid invoices submitted. (b) 20% that, following the completion and payment in full of the Allowance no earlier than sixty TI Costs (60as defined in the Work Letter) days following under the Sublease Rent Commencement Date to the extent of paid invoices submitted. (c) 20% of the Allowance no earlier than ninety (90) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. (d) 25% of the Allowance no earlier than one hundred and twenty (120) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. Each Disbursement Request shall be signed by Subtenant. Sublandlord shall have no obligation to disburse Work Letter, any portion of the Allowance if there is a monetary Event of Default or a materialAdditional Amount (as defined in the Work Letter) remains unapplied toward TI Costs (“Remaining Additional Amount”), non-monetary Event of Default outstanding under then the Sublease until such Event of Default is cured. Each Disbursement Request monthly Base Rent payable by Tenant pursuant to this Section 7 must Lease shall be accompanied reduced by copies an amount equal to fully amortize the such Remaining Additional Amount in equal monthly payments with interest at a rate of paid invoices as evidenced by unconditional progress waivers from contractors 7% per annum over the Base Term. For example, if, following the completion and subcontractors. Notwithstanding payment in full of the foregoingTI Costs under the Work Letter, the final disbursement of the remaining 15% of the Allowance Remaining Additional Amount is $100,000, then Base Rent shall be disbursed within thirty (30) days after Subtenant’s written request therefor once Subtenant has substantially completed all of the Sublease Alterations in accordance with the approved plans and specifications, all building permits issued in connection with the Sublease Alterations, all applicable laws and the terms and provisions of this Section 7. Such final Disbursement Request shall be accompanied by: (i) third-party invoices for costs incurred reduced by Subtenant in constructing the Sublease Alterations; (ii) evidence that Subtenant has paid the invoices for such costs; (iii) final, unconditional lien waivers and mechanics’ lien releases from any contractor or subcontractor who has constructed any portion of Sublease Alterations or any materialman who has supplied materials used or incorporated into any portion of the Sublease Alterations (if applicable), all such waivers and releases to be in the forms prescribed by California Civil Code Section 3262; and (iv) a copy of the certificate of occupancy for the Subleased Premises. All bills for the Sublease Alterations must be submitted to Sublandlord within six (6) months after the Sublease Rent Commencement Date, and Sublandlord will make no further payments related to the Sublease Alterations after such six (6)-month period. Any unfunded portion of the Allowance shall be deemed forfeited$1,355.47 per month.

Allowance. Upon and subject to the terms and conditions of this Section 7Exhibit, Sublandlord Landlord shall reimburse Subtenant Tenant for the costs of completing the laboratory build out in the current warm shell laboratory space in the Subleased Premises (the “Sublease Alterations”)Tenant’s Work; provided, however, SublandlordLandlord’s obligation to reimburse Subtenant Tenant for the Sublease Alterations Tenant’s Work shall be limited to the lesser of (A) actual construction costs Total Construction Costs incurred by third parties on behalf of Subtenant Tenant in its construction of the Sublease AlterationsTenant’s Work; and (B) an amount up to, but not exceeding, $250,000.00 3,418,590.00, based on $35.00 per rentable square foot of the Premises (the “Allowance”). Sublandlord Landlord shall pay the Allowance to Subtenant Tenant within thirty (30) days after SublandlordLandlord’s receipt of SubtenantTenant’s written request (the “Disbursement Request”) therefor accompanied by partial, conditional lien waivers and copies of invoices from third parties providing services as part of the Sublease Alterations Tenant’s Work using AIA G701/702/703 documents, disbursed in the following increments: (a) 20% of the Allowance no earlier than thirty (30) days following the Sublease Rent Commencement First Access Date to the extent of paid invoices submitted. (b) 20% of the Allowance no earlier than sixty (60) days following the Sublease Rent Commencement First Access Date to the extent of paid invoices submitted. (c) 20% of the Allowance no earlier than ninety (90) days following the Sublease Rent Commencement First Access Date to the extent of paid invoices submitted. (d) 25% of the Allowance no earlier than one hundred and twenty (120) days following the Sublease Rent Commencement First Access Date to the extent of paid invoices submitted. Each Disbursement Request shall be signed by SubtenantTenant’s Representative. Sublandlord Landlord shall have no obligation to disburse any portion of the Allowance if there is a monetary Event of Default or a material, non-monetary an Event of Default outstanding under the Sublease Lease until such Event of Default is cured. Each Disbursement Request pursuant to this Section 7 must be accompanied by copies of paid invoices as evidenced by unconditional progress waivers from contractors and subcontractors. Notwithstanding the foregoing, the final disbursement of the remaining 15% of the Allowance shall be disbursed within thirty (30) days after SubtenantTenant’s written request therefor once Subtenant Tenant has substantially completed all of the Sublease Alterations Tenant’s Work in accordance with the approved plans and specificationsWorking Drawings, all building permits issued in connection with the Sublease AlterationsTenant’s Work, all applicable laws Laws and the terms and provisions of this Section 7Work Letter. Such final Disbursement Request shall be accompanied by: (i) third-party invoices for costs incurred by Subtenant Tenant in constructing the Sublease AlterationsTenant’s Work; (ii) evidence that Subtenant Tenant has paid the invoices for such costs; (iii) final, unconditional lien waivers and mechanics’ lien releases from any contractor or subcontractor who has constructed any portion of Sublease Alterations Tenant’s Work or any materialman who has supplied materials used or incorporated into any portion of the Sublease Alterations Tenant’s Work (if applicable), all such waivers and releases to be in the forms prescribed by California Civil Code Section 3262; (iv) an executed Confirmation of Commencement Date letter in the form attached to this Lease as Exhibit E; and (ivv) a copy of the certificate of occupancy for the Subleased Premises. All bills for the Sublease Alterations Tenant’s Work must be submitted to Sublandlord Landlord within six twelve (612) months after the Sublease Rent Commencement Date, and Sublandlord Landlord will make no further payments related to the Sublease Alterations Tenant’s Work after such six twelve (6)-month 12)-month period. Any unfunded portion of the Allowance shall be deemed forfeited. Upon written notice delivered to Landlord prior to December 31, 2012, Tenant may elect to use up to $5.00 per rentable square foot of the Premises of the Allowance as a credit against Rent next due under the Lease.

Allowance. Upon and subject Landlord agrees to pay for the cost of the Tenant Improvements (the "Basic Project Costs") in an amount not to exceed Seven Hundred Seventy-Three Thousand Five Hundred Ninety-Five Dollars ($773,595) ("Tenant Improvement Allowance"). Provided Tenant is not in default hereunder, Landlord shall disburse the Tenant Improvement Allowance applicable to the terms and conditions of this Section 7Project Basic Costs from time to time, Sublandlord shall reimburse Subtenant for the costs of completing the laboratory build out in the current warm shell laboratory space in the Subleased Premises (the “Sublease Alterations”); provided, however, Sublandlord’s obligation to reimburse Subtenant for the Sublease Alterations shall be limited to the lesser of (A) actual construction costs incurred by third parties on behalf of Subtenant in its construction of the Sublease Alterations; and (B) an amount up to, but not exceeding, $250,000.00 (the “Allowance”). Sublandlord shall pay the Allowance to Subtenant within thirty (30) days after Sublandlord’s of each notice by Tenant of such cost being payable to such contractor, subcontractor or vendor, as the case may be upon the last to occur of Landlord's receipt of Subtenant’s written request (the “Disbursement Request”i) therefor accompanied by partial, conditional lien waivers and copies of invoices from third parties providing services General Contractor's (as part hereinafter defined) applications for payment, including the General Contractor's final application for payment in conjunction with the last draw hereunder, (ii) complete release of General Contractor and subcontractor rights to mechanic's lien claims on account of the Sublease Alterations using AIA G701/702/703 documentsTenant Improvements to which such draw is applicable and in conjunction with the final draw a final lien release and such other documentation as Landlord may require in conjunction therewith to enable Landlord to obtain a title insurance endorsement over mechanic lien rights, disbursed in the following increments: (aiii) 20% evidence of completion of the Work to which such draw applies. The Tenant Improvement Allowance no earlier is based on a rentable square footage of the Premises of 17,191 rentable square feet and Forty Five Dollars ($45.00) per rentable square foot. Landlord's total financial obligation with respect to the purchase, construction and installation of the Tenant Improvements or any other improvements to the Premises shall be limited solely to the Tenant Improvement Allowance. Tenant agrees to pay for any costs related to completion of the Work in excess of the Tenant Improvement Allowance ("Excess Costs"). To the extent the Basic Project Costs are less than thirty the Tenant Improvement Allowance (30"Excess Allowance"), the Excess Allowance may be utilized by Tenant in an amount not to exceed One Hundred Seventy-One Thousand Mine Hundred Ten Dollars ($171,910) days following to reimburse Tenant for cabling, consultant fees, permits, furniture or as a credit against Base Rent and any excess beyond such amounts shall be and remain the Sublease Rent Commencement Date property of Landlord. Notwithstanding anything contained herein to the contrary, and in addition to the Allowances (to the extent of paid invoices submitted. (b) 20% of necessary), Tenant shall spend all amounts required to complete the Allowance no earlier than sixty (60) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. (c) 20% of the Allowance no earlier than ninety (90) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. (d) 25% of the Allowance no earlier than one hundred and twenty (120) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. Each Disbursement Request shall be signed by Subtenant. Sublandlord shall have no obligation to disburse any portion of the Allowance if there is a monetary Event of Default or a material, non-monetary Event of Default outstanding under the Sublease until such Event of Default is cured. Each Disbursement Request pursuant to this Section 7 must be accompanied by copies of paid invoices as evidenced by unconditional progress waivers from contractors and subcontractors. Notwithstanding the foregoing, the final disbursement of the remaining 15% of the Allowance shall be disbursed within thirty (30) days after Subtenant’s written request therefor once Subtenant has substantially completed all of the Sublease Alterations Tenant Improvements Work in accordance substantial conformance with the approved plans Approved Working Drawings, using class A workmanship and specifications, all building permits issued in connection with the Sublease Alterations, all applicable laws and the terms and provisions of this Section 7. Such final Disbursement Request shall be accompanied by: (i) thirdnew class-party invoices for costs incurred by Subtenant in constructing the Sublease Alterations; (ii) evidence that Subtenant has paid the invoices for such costs; (iii) final, unconditional lien waivers and mechanics’ lien releases from any contractor or subcontractor who has constructed any portion of Sublease Alterations or any materialman who has supplied materials used or incorporated into any portion of the Sublease Alterations (if applicable), all such waivers and releases to be in the forms prescribed by California Civil Code Section 3262; and (iv) a copy of the certificate of occupancy for the Subleased Premises. All bills for the Sublease Alterations must be submitted to Sublandlord within six (6) months after the Sublease Rent Commencement Date, and Sublandlord will make no further payments related to the Sublease Alterations after such six (6)-month period. Any unfunded portion of the Allowance shall be deemed forfeitedA materials.

Allowance. Upon Section 12 of the Fifth Amendment is amended and subject to the terms and conditions of this Section 7, Sublandlord shall reimburse Subtenant for the costs of completing the laboratory build out in the current warm shell laboratory space in the Subleased Premises (the “Sublease Alterations”); provided, however, Sublandlord’s obligation to reimburse Subtenant for the Sublease Alterations shall be limited to the lesser of (A) actual construction costs incurred by third parties on behalf of Subtenant restated in its construction entirety to provide as follows: Landlord will provide Tenant with a cash allowance of the Sublease Alterations; and (B) an amount up to, but not exceeding, $250,000.00 2,332,700 (the “Allowance”)) which Tenant may use, at its discretion, for remodeling, upgrades, alterations, equipment or other costs related to the Premises. Sublandlord The Allowance, the Relocation Allowance and the 19th Floor Expansion Allowance are collectively referred to as the “Allowances”. Disbursements of any portion of the Allowances for Alterations shall be paid to Tenant in periodic disbursements within 30 days after receipt of the following documentation: (i) an application for payment and sworn statement of contractor substantially in the form of AIA Document G-702 covering all work for which disbursement is to be made to a date specified therein; (ii) a certification from an AIA architect substantially in the form of the Architect’s Certificate for Payment which is located on AIA Document G702, Application and Certificate of Payment; and (iii) Contractor’s, subcontractor’s and material supplier’s waivers of liens which shall cover all Alterations for which disbursement is being requested. Disbursements of any portion of the Allowances for items other than Alterations shall be paid to Tenant within 30 days after receipt of invoices for the cost incurred by Tenant. If Landlord fails to timely pay the Allowances or any portion thereof, Tenant’s obligation to pay Base Rent and Rent Adjustments (without interest or late charge) shall be deferred until the applicable portion of the Allowances is paid. Tenant shall pay the Allowance to Subtenant Landlord any Base Rent and Rent Adjustments so deferred within thirty (30) days after Sublandlord’s receipt of Subtenant’s written request (the “Disbursement Request”) therefor accompanied by partial, conditional lien waivers and copies of invoices from third parties providing services as part of the Sublease Alterations using AIA G701/702/703 documents, disbursed in the following increments: (a) 20% of the Allowance no earlier than thirty (30) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. (b) 20% of the Allowance no earlier than sixty (60) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. (c) 20% of the Allowance no earlier than ninety (90) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. (d) 25% of the Allowance no earlier than one hundred and twenty (120) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. Each Disbursement Request shall be signed by Subtenant. Sublandlord shall have no obligation to disburse any applicable portion of the Allowance if there Allowances is a monetary Event of Default or a material, non-monetary Event of Default outstanding under the Sublease until such Event of Default is cured. Each Disbursement Request pursuant paid to this Section 7 must be accompanied by copies of paid invoices as evidenced by unconditional progress waivers from contractors and subcontractorsTenant. Notwithstanding the foregoing, the final disbursement amount of Base Rent and Rent Adjustments that Tenant is entitled to defer shall be limited to the amount of the remaining 15% of the Allowance shall be disbursed within thirty (30) days after Subtenant’s written request therefor once Subtenant has substantially completed all of the Sublease Alterations in accordance with the approved plans and specifications, all building permits issued in connection with the Sublease Alterations, all applicable laws and the terms and provisions of this Section 7. Such final Disbursement Request shall be accompanied by: (i) third-party invoices for costs incurred Allowances that is not timely paid by Subtenant in constructing the Sublease Alterations; (ii) evidence that Subtenant has paid the invoices for such costs; (iii) final, unconditional lien waivers and mechanics’ lien releases from any contractor or subcontractor who has constructed any portion of Sublease Alterations or any materialman who has supplied materials used or incorporated into any portion of the Sublease Alterations (if applicable), all such waivers and releases to be in the forms prescribed by California Civil Code Section 3262; and (iv) a copy of the certificate of occupancy for the Subleased Premises. All bills for the Sublease Alterations must be submitted to Sublandlord within six (6) months after the Sublease Rent Commencement Date, and Sublandlord will make no further payments related to the Sublease Alterations after such six (6)-month period. Any unfunded portion of the Allowance shall be deemed forfeitedLandlord.

Allowance. Upon and subject to 4.1 Landlord will pay the terms and conditions cost of this Section 7, Sublandlord shall reimburse Subtenant for the costs Tenant Work completed in accordance with the Final Working Drawings calculated on the basis of completing $27.50 per rentable square foot of the laboratory build out in the current warm shell laboratory space in the Subleased Premises (the “Sublease Alterations”"Allowance "). Landlord shall make progress payments on a monthly basis as portions of the Tenant Work are completed in accordance with Section 4.1. Tenant Work Costs in excess of the Finish Allowance ("Excess Costs ") will be at Tenant's sole cost and expense. 4.2 The Allowance is to be expended solely for the benefit of Landlord; that is, the Allowance will be expended only to pay for design, engineering, installation, and construction of the Tenant Work which under the Lease becomes the property of Landlord upon installation and not for movable furniture, equipment, and trade fixtures not physically attached to the Premises; provided, however, Sublandlord’s obligation Tenant shall have the right to reimburse Subtenant use up to $5.00 per rentable square foot of the Allowance for cabling and wiring costs, move related expenses, and Tenants fixtures and furniture. Any of Landlord's costs and expenses payable to Landlord, required to be paid by Tenant under this Work Letter will also be paid out of the Sublease Alterations shall be limited Allowance. Prior to the lesser of (A) actual construction costs incurred by third parties on behalf of Subtenant in its Tenant commencing construction of the Sublease Alterations; Tenant Work, Tenant shall provide Landlord with notice of the total estimated cost of all Tenant Work. As design, engineering, and construction work is completed and Tenant receives invoices therefor, Tenant will submit requests for payment to Landlord not more frequently than monthly, along with appropriate lien waivers (Bsubstantially in the forms attached hereto as Exhibit 3) an amount up toand such other documentation as Landlord requires. On a monthly basis following receipt of such documentation (with such payment being made by the 30th of the month if all required documentation is received by Landlord by the 5th of such month), but not exceeding, $250,000.00 (the “Allowance”). Sublandlord shall Landlord will pay the Allowance amounts requested by delivery to Subtenant within thirty (30Tenant of Landlord's check(s) days after Sublandlord’s receipt of Subtenant’s written request (the “Disbursement Request”) therefor accompanied payable to Tenant or, at Tenant's option, payable to Tenant and Tenant's Contractors jointly. Unless otherwise agreed by partialLandlord and Tenant in writing and subject to delays beyond Tenant's reasonable control, conditional lien waivers and copies of invoices from third parties providing services as part of the Sublease Alterations using AIA G701/702/703 documents, disbursed in the following increments: (a) 20% of the Allowance no earlier than thirty (30) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. (b) 20% of the Allowance no earlier than sixty (60) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. (c) 20% of the Allowance no earlier than ninety (90) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. (d) 25% of the Allowance no earlier than one hundred and twenty (120) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. Each Disbursement Request shall be signed by Subtenant. Sublandlord shall have no obligation to disburse if any portion of the costs to be reimbursed by the Allowance if there has not been requested by Tenant or will be requested for Tenant Work that is a monetary Event ongoing as of Default or a materialSeptember 1, non-monetary Event of Default outstanding under the Sublease until 2001 such Event of Default is cured. Each Disbursement Request pursuant to this Section 7 must amounts shall be accompanied forfeited by copies of paid invoices as evidenced by unconditional progress waivers from contractors and subcontractors. Notwithstanding the foregoingTenant. 4.3 Landlord shall, the final disbursement during completion of the remaining 15% Tenant Work and immediately thereafter, reasonably cooperate in the balancing of the Allowance Building HVAC system serving the Premises. Landlord shall be disbursed within thirty (30) days after Subtenant’s written request therefor once Subtenant has substantially completed all pay for costs of balancing the Building Improvements portions of the Sublease Alterations HVAC system and Tenant shall pay for balancing the portions of the system within the Premises. 4.4 Subject to the mutual waiver in Section 18.6 of the Lease, Tenant will indemnify, defend and hold harmless Landlord, Building Manager, and Landlord's Contractors from and against liability, costs or expenses in accordance with the approved plans and specifications, all building permits issued in connection with the Sublease Alterations, all applicable laws and the terms and provisions of this Section 7. Such final Disbursement Request shall be accompanied by: (i) third-party invoices for costs incurred by Subtenant in constructing the Sublease Alterations; (ii) evidence that Subtenant has paid the invoices for such costs; (iii) final, unconditional lien waivers and mechanics’ lien releases from any contractor or subcontractor who has constructed any portion of Sublease Alterations or any materialman who has supplied materials used or incorporated into any portion of the Sublease Alterations (if applicable), all such waivers and releases to be in the forms prescribed by California Civil Code Section 3262; and (iv) a copy of the certificate of occupancy for the Subleased Premises. All bills for the Sublease Alterations must be submitted to Sublandlord within six (6) months after the Sublease Rent Commencement Date, and Sublandlord will make no further payments related to the Sublease Alterations after such six (6)-month period. Any unfunded portion of the Allowance shall be deemed forfeited.16.1

Allowance. Upon At and subject to after the terms and conditions date of this Section 7the Lease, Sublandlord Landlord shall reimburse Subtenant for the costs of completing the laboratory build out provide Tenant with an allowance in the current warm shell laboratory space amount of Four Million One Hundred Ten Thousand Dollars ($4,110,000) to be used by Tenant as Tenant shall in its discretion determine in connection with its construction, fixturing, equipping and occupancy of the Subleased Premises Premises, limited to moving related expenses and fees and expenses of Tenant's Space Planner as set forth in Paragraph 30.A. of the Lease and the purchase and installation of those items described Schedule 3 to this Work Letter (the “Sublease Alterations”"ALLOWANCE"). The Allowance shall be in addition to all of the Landlord's Work to be performed by Landlord and all other sums due or obligations of Landlord under the Lease or the Work Letter. At Tenant's sole discretion (i) the Allowance shall be applied against the cost of any Extra Work, upon delivery of invoices, contractor sworn statements and lien waivers or (ii) the Allowance shall be paid out to Tenant from time to time within forty-five (45) days of Tenant's notice requesting such payment; provided, however, Sublandlord’s obligation that upon written notice from Landlord to reimburse Subtenant for the Sublease Alterations shall be limited Tenant within ten (10) days of Tenant's notice, Landlord may elect to the lesser defer payment of (A) actual construction costs incurred by third parties on behalf of Subtenant in its construction of the Sublease Alterations; and (B) an amount up to, but not exceeding, $250,000.00 (the “Allowance”). Sublandlord shall pay the Allowance to Subtenant within a date not later than the anticipated date on which Landlord would be entitled to payment of the Allowance from the Construction Loan for the Building. The foregoing right to defer the payment of the allowance amount relating to the telephone switch shall be on the condition that Landlord shall be responsible for any price increases in such telephone switch unless prior to the expiration of Tenant's forty-five day notice, Landlord shall deliver to Tenant an unconditional irrevocable letter of credit, in an amount equal to the cancellation charge which Tenant shall 133 be required to pay to the vendor of the telephone switch if the order for such telephone switch is cancelled by Tena▇▇ ▇▇▇m a bank reasonably acceptable to Tenant, and with an expiration date thirty (30) days after Sublandlord’s receipt the anticipated deferred payment date. Tenant shall be entitled to designate which items of Subtenant’s written request (the “Disbursement Request”) therefor accompanied by partial, conditional lien waivers such equipment and copies of invoices from third parties providing services as part of the Sublease Alterations using AIA G701/702/703 documents, disbursed in the following increments: (a) 20% of installation shall be paid for with the Allowance no earlier than thirty (30) days following in whole or in part. To the Sublease Rent Commencement Date extent that the Allowance is utilized along with funds provided by Tenant to purchase equipment or items which are not leasehold improvements the ownership rights to any such items shall be reasonably allocated between Landlord and Tenant based on respective contributions; and the Landlord and Tenant shall to the extent of paid invoices submittedpracticable attempt to avoid common ownership and identify such specific items as being owned separately. (b) 20% of the Allowance no earlier than sixty (60) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. (c) 20% of the Allowance no earlier than ninety (90) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. (d) 25% of the Allowance no earlier than one hundred and twenty (120) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. Each Disbursement Request shall be signed by Subtenant. Sublandlord shall have no obligation to disburse any portion of the Allowance if there is a monetary Event of Default or a material, non-monetary Event of Default outstanding under the Sublease until such Event of Default is cured. Each Disbursement Request pursuant to this Section 7 must be accompanied by copies of paid invoices as evidenced by unconditional progress waivers from contractors and subcontractors. Notwithstanding the foregoing, the final disbursement of the remaining 15% of the Allowance shall be disbursed within thirty (30) days after Subtenant’s written request therefor once Subtenant has substantially completed all of the Sublease Alterations in accordance with the approved plans and specifications, all building permits issued in connection with the Sublease Alterations, all applicable laws and the terms and provisions of this Section 7. Such final Disbursement Request shall be accompanied by: (i) third-party invoices for costs incurred by Subtenant in constructing the Sublease Alterations; (ii) evidence that Subtenant has paid the invoices for such costs; (iii) final, unconditional lien waivers and mechanics’ lien releases from any contractor or subcontractor who has constructed any portion of Sublease Alterations or any materialman who has supplied materials used or incorporated into any portion of the Sublease Alterations (if applicable), all such waivers and releases to be in the forms prescribed by California Civil Code Section 3262; and (iv) a copy of the certificate of occupancy for the Subleased Premises. All bills for the Sublease Alterations must be submitted to Sublandlord within six (6) months after the Sublease Rent Commencement Date, and Sublandlord will make no further payments related to the Sublease Alterations after such six (6)-month period. Any unfunded portion of the Allowance shall be deemed forfeited.

Allowance. Upon and Landlord shall, subject to the terms and conditions of this Section 7the Work Letter, Sublandlord shall reimburse Subtenant for make available to Tenant the costs of completing the laboratory build out Allowance (as defined in the current warm shell laboratory space in Work Letter). Commencing on the Subleased Premises (Suite 1 Commencement Date and continuing thereafter on the “Sublease Alterations”); providedfirst day of each month during the Base Term, however, Sublandlord’s obligation Tenant shall pay the amount necessary to reimburse Subtenant for fully amortize the Sublease Alterations shall be limited to the lesser of (A) actual construction costs incurred by third parties on behalf of Subtenant in its construction portion of the Sublease Alterations; and Allowance actually funded by Landlord, if any, in equal monthly payments with interest at a rate of 8% per annum over the Base Term, which interest shall begin to accrue on the date that Landlord first disburses such Allowance or any portion(s) thereof (B) an amount up to, but not exceeding, $250,000.00 (the “AllowanceTI Rent”). Sublandlord shall pay the Allowance to Subtenant within thirty (30) days after Sublandlord’s receipt of Subtenant’s written request (the “Disbursement Request”) therefor accompanied by partial, conditional lien waivers and copies of invoices from third parties providing services as part of the Sublease Alterations using AIA G701/702/703 documents, disbursed in the following increments: (a) 20% Tenant acknowledges that because a portion of the Allowance no earlier than thirty (30) days may be disbursed following the Sublease Commencement Date, the TI Rent Commencement Date payable pursuant to the extent of paid invoices submitted. (bthis Section 4(b) 20% may be adjusted following any such disbursement. Any TI Rent remaining unpaid as of the Allowance no expiration or earlier than sixty (60) days following the Sublease Rent Commencement Date to the extent termination of paid invoices submitted. (c) 20% of the Allowance no earlier than ninety (90) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. (d) 25% of the Allowance no earlier than one hundred and twenty (120) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. Each Disbursement Request this Lease resulting from a Default by Tenant under this Lease shall be signed by Subtenantpaid to Landlord in a lump sum at the expiration or earlier termination of this Lease. Sublandlord TI Rent payable pursuant to this Section 4(b), if any, shall have in no obligation event be subject to disburse annual adjustments pursuant to Section 4(a). In lieu of electing any use any portion of the Allowance if there is a monetary Event for Excess TI Costs (as defined in the Work Letter), Tenant may elect by delivery of Default or a materialwritten notice to Landlord prior to April 1, non2021, to reduce the amount of abated Base Rent available to Tenant with respect to ▇▇▇▇▇ ▇, ▇▇▇▇▇ ▇ and/or Suites 2-monetary Event of Default outstanding 4 (“Abatement Reduction”) and apply an amount equal to such Abatement Reduction to pay for Excess TI Costs incurred under the Sublease until such Event Lease. The total amount of Default abated Base Rent contemplated in Section 2 above (i) with respect to Suite 1 during the Suite 1 Abatement Period is curedequal to $133,705.00 (“Suite 1 Abatement Amount”), (ii) with respect to Suite 5 during the Suite 5 Abatement Period is equal to $103,628.00 (“Suite 5 Abatement Amount”), and (ii) with respect to Suites 2-4 during the Suites 2-4 Abatement Period is equal to $424,256.25 (“Suites 2-4 Abatement Amount”). Each Disbursement Request pursuant to this Section 7 must be accompanied by copies of paid invoices as evidenced by unconditional progress waivers from contractors and subcontractors. Notwithstanding To the foregoing, the final disbursement of the remaining 15% of the Allowance shall be disbursed within thirty (30) days after Subtenant’s written request therefor once Subtenant has substantially completed all of the Sublease Alterations in accordance with the approved plans and specifications, all building permits issued extent that Tenant 739800997.11739800997.11 timely elects an Abatement Reduction in connection with Excess TI Costs, the Sublease Alterationsamount of the Abatement Reduction shall first be applied against the Suite 1 Abatement Amount. To the extent that the Abatement Reduction exceeds the Suite 1 Abatement Amount, all applicable laws such additional amount of the Abatement Reduction shall be applied against the Suite 5 Abatement Amount and to the extent that the Abatement Reduction exceeds both the Suite 1 Abatement Amount and the terms and provisions Suite 5 Abatement Amount then, such additional amount of this Section 7. Such final Disbursement Request the Abatement Reduction shall be accompanied by: (i) thirdapplied against the Suites 2-party invoices for costs incurred by Subtenant in constructing the Sublease Alterations; (ii) evidence that Subtenant has paid the invoices for 5 Abatement Amount until such costs; (iii) final, unconditional lien waivers Suites 2-4 Abatement Amount is exhausted and mechanics’ lien releases from any contractor or subcontractor who has constructed any portion of Sublease Alterations or any materialman who has supplied materials used or incorporated into any portion of the Sublease Alterations (if applicable), all such waivers and releases to be in the forms prescribed by California Civil Code Section 3262; and (iv) a copy of the certificate of occupancy for the Subleased Premises. All bills for the Sublease Alterations must be submitted to Sublandlord within six (6) months after the Sublease Rent Commencement Date, and Sublandlord will make no further payments related to the Sublease Alterations after such six (6)-month period. Any unfunded portion of the Allowance Tenant shall be deemed forfeitedrequired to pay for any additional Excess TI Costs.

Allowance. Upon and subject (a) Provided this Lease has been executed by each of the parties, Landlord agrees to provide Tenant with the terms and conditions following leasehold improvement allowance (plus applicable taxes), as follows: i. in connection with the Ground Floor Premises, an amount equal to Fifteen Dollars ($15.00) per square foot of this Section 7, Sublandlord shall reimburse Subtenant for the costs Gross Rentable Area of completing the laboratory build out in the current warm shell laboratory space in the Subleased Ground Floor Premises (the “Sublease Alterations‘Ground Floor Premises Allowance”); providedand ii. in connection with the 18th Floor Premises, however, Sublandlord’s obligation an amount equal to reimburse Subtenant for the Sublease Alterations shall be limited to the lesser of Five Dollars (A$5.00) actual construction costs incurred by third parties on behalf of Subtenant in its construction per square foot of the Sublease AlterationsGross Rentable Area of the 18th Floor Premises (“18th Floor Premises Allowance”); (the Ground Floor Premises Allowance and (B) an amount up to, but not exceeding, $250,000.00 (the 18th Floor Premises Allowance being hereinafter collectively referred to as the “Allowance”). Sublandlord shall pay the Allowance to Subtenant within thirty (30) days after Sublandlord’s receipt of Subtenant’s written request (the “Disbursement Request”) therefor accompanied by partial, conditional lien waivers and copies of invoices from third parties providing services as part of the Sublease Alterations using AIA G701/702/703 documents, disbursed in the following increments:. (ab) 20% of the The Allowance no earlier than as set out above shall be paid by Landlord to Tenant thirty (30) days following the Sublease Rent Commencement Date later of: i. execution of this Lease; and ii. Tenant providing Landlord with both: 1. receipted invoices for the performance of all of Tenant’s Work; 2. certification by Tenant or a senior officer of Tenant and by each of Tenant’s contractors or a senior officer thereof that Tenant’s Work has been completed, the date of such completion and that all accounts relating to the extent of Tenant’s Work have been paid invoices submitted. (b) 20% of the Allowance in full and that no earlier than sixty (60) days following the Sublease Rent Commencement Date to the extent of paid invoices submittedlien has or may be claimed with respect thereto and that all construction lien periods have expired. (c) 20% Provided Tenant is not in default, Landlord shall pay to Tenant from the Allowance the amount required to reimburse Tenant for the amounts paid as evidenced by the invoices provided in subsection 18.11(b)(ii)(2) above. Further, Landlord agrees that if the amount of the Allowance no earlier than ninety (90) days following exceeds the Sublease Rent Commencement Date amount so paid by Landlord to Tenant, any unused amounts shall be credited to the extent account of paid invoices submittedTenant and applied toward the first Rent due under this Lease. (d) 25% of the Allowance no earlier than one hundred and twenty (120) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. Each Disbursement Request shall be signed by Subtenant. Sublandlord shall have no obligation to disburse any portion of the Allowance if there is a monetary Event of Default or a material, non-monetary Event of Default outstanding under the Sublease until such Event of Default is cured. Each Disbursement Request pursuant to this Section 7 must be accompanied by copies of paid invoices as evidenced by unconditional progress waivers from contractors and subcontractors. Notwithstanding the foregoing, the final disbursement of the remaining 15% of the Allowance shall be disbursed within thirty (30) days after Subtenant’s written request therefor once Subtenant has substantially completed all of the Sublease Alterations in accordance with the approved plans and specifications, all building permits issued in connection with the Sublease Alterations, all applicable laws and the terms and provisions of this Section 7. Such final Disbursement Request shall be accompanied by: (i) third-party invoices for costs incurred by Subtenant in constructing the Sublease Alterations; (ii) evidence that Subtenant has paid the invoices for such costs; (iii) final, unconditional lien waivers and mechanics’ lien releases from any contractor or subcontractor who has constructed any portion of Sublease Alterations or any materialman who has supplied materials used or incorporated into any portion of the Sublease Alterations (if applicable), all such waivers and releases to be in the forms prescribed by California Civil Code Section 3262; and (iv) a copy of the certificate of occupancy for the Subleased Premises. All bills for the Sublease Alterations must be submitted to Sublandlord within six (6) months after the Sublease Rent Commencement Date, and Sublandlord will make no further payments related to the Sublease Alterations after such six (6)-month period. Any unfunded portion of the Allowance shall be deemed forfeited.

Allowance. Upon and subject to the terms and conditions of this Section 7, Sublandlord Landlord shall reimburse Subtenant for the costs of completing the laboratory build out in the current warm shell laboratory space in the Subleased Premises (the “Sublease Alterations”); provided, however, Sublandlord’s obligation to reimburse Subtenant for the Sublease Alterations shall be limited to the lesser of (A) actual construction costs incurred by third parties on behalf of Subtenant in its construction of the Sublease Alterations; and (B) an amount up to, but not exceeding, $250,000.00 make a contribution (the “Allowance”). Sublandlord shall pay ) towards the Allowance to Subtenant within thirty cost of Tenant’s Work (30including, without limitation, the costs of construction, permits and inspections, design drawings, architectural drawings, mechanical, electrical and plumbing drawings and other miscellaneous items including cabling, telephone, furnishings and signage) days after Sublandlordand toward moving costs and any other architectural and engineering fees and any other project management fees and fees of other related project consultants, all in connection with such Tenant’s receipt Work, in the amount of Subtenant’s written request $2,499,716.00 (the “Disbursement Request”) therefor accompanied by partiali.e., conditional lien waivers and copies being $38.00 per square foot of invoices from third parties providing services as part rentable area of the Sublease Alterations using AIA G701/702/703 documentsDemised Premises), disbursed in on the following incrementsterms and conditions hereinafter set forth: (a) 20% of Landlord shall disburse the Allowance proceeds from time to time, upon Tenant’s request for payment from time to time (which first request shall be made no earlier than thirty (30) days following the Sublease Rent Commencement Turnover Date and which requests shall be made no more than once in any calendar month) and certification that the Tenant’s Work for which payment is requested, has been performed and that the amounts for which payment is requested are due and owing, which disbursement shall be made (i) to Tenant (or, at Landlord’s option, by check payable jointly to Tenant and to Tenant’s materialmen and contractors) within thirty (30) days after presentation by Tenant to Landlord of request for payment and appropriate and complete owner’s sworn statements, contractor’s affidavits and waivers of lien showing that the work covered thereby has been performed in the Demised Premises and (ii) to Tenant (or, at Landlord’s option, by check payable jointly to Tenant and to Tenant’s other suppliers) for such other items which are the basis of such request within thirty (30) days after receiving bills of such suppliers and, to the extent their work is lienable, upon presentation of paid invoices submittedstatements, affidavits and waivers as described in (i) above. (b) 20% of the Allowance no earlier than sixty (60) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. (c) 20% of the Allowance no earlier than ninety (90) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. (d) 25% of the Allowance no earlier than one hundred and twenty (120) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. Each Disbursement Request shall be signed by Subtenant. Sublandlord shall have Landlord has no obligation to disburse any portion of the Allowance if there Tenant is a monetary Event in default under this Lease (provided that if Tenant cures such default within applicable cure periods, then Tenant shall again be entitled to such disbursement). Disbursement of Default or a material, non-monetary Event of Default outstanding under the Sublease until such Event of Default is cured. Each Disbursement Request pursuant to this Section 7 must be accompanied by copies of paid invoices as evidenced by unconditional progress waivers from contractors and subcontractors. Notwithstanding the foregoing, the final disbursement of the remaining 15% any portion of the Allowance shall not be disbursed deemed a waiver of Tenant’s obligation to comply with such provisions. Tenant shall be responsible for the appropriateness and completeness of the contractors’ affidavits and waivers of lien and approval of any of such work; Landlord shall have no responsibility for any of the foregoing. (c) In the event that the cost of Tenant’s Work and such other items for which the Allowance may be applied should for any reason be less than the full amount of the Allowance, Tenant shall be entitled to receive such difference either in cash (within thirty (30) days after Subtenantnotice from Tenant) or as a credit against Fixed Rent for the Demised Premises next coming due under this Lease (with such choice being made at Landlord’s written request therefor once Subtenant has substantially completed all of the Sublease Alterations in accordance with the approved plans and specifications, all building permits issued in connection with the Sublease Alterations, all applicable laws and the terms and provisions of this Section 7. Such final Disbursement Request sole election); provided that Tenant shall not be accompanied by: (i) third-party invoices for costs incurred by Subtenant in constructing the Sublease Alterations; (ii) evidence that Subtenant has paid the invoices for such costs; (iii) final, unconditional lien waivers and mechanics’ lien releases from any contractor or subcontractor who has constructed so entitled to any portion of Sublease Alterations or such difference exceeding twenty percent (20%) of the stated amount of the Allowance hereunder. In the event Landlord reasonably determines, at any materialman who has supplied materials used or incorporated into any time, that the cost of Tenant’s Work and such other items for which the Allowance may be applied will be in excess of the amount of the then undisbursed portion of the Sublease Alterations (if applicable)Allowance, then Tenant shall be solely responsible for payment of such excess, and Tenant, at Landlord’s option, shall pay all such waivers and releases excess amounts before Landlord is obligated to be in the forms prescribed by California Civil Code Section 3262; and (iv) a copy of the certificate of occupancy for the Subleased Premises. All bills for the Sublease Alterations must be submitted to Sublandlord within six (6) months after the Sublease Rent Commencement Date, and Sublandlord will make no disburse any further payments related to the Sublease Alterations after such six (6)-month period. Any unfunded portion of the Allowance, and such requirement of Tenant shall be an express condition for Landlord’s obligation to disburse any further portion of the Allowance. For purpose of the foregoing, the estimated cost of Tenant’s Work and other items for which the Allowance may be applied shall be determined by Landlord based on certified cost statements delivered by Tenant to Landlord from time to time, and, in any event, delivered by Tenant to Landlord promptly upon Landlord’s request therefor. (d) Tenant shall be required to apply at least $1,249,858.00 of the overall Allowance (i.e., being $19.00 per square foot of rentable area of the Demised Premises) toward so-called “hard construction costs” relative to the Tenant’s Work (the “Hard Cost Allocation”), and as a consequence, in no event shall Tenant be entitled to apply more than $1,249,858.00 of the overall Allowance (i.e., being $19.00 per square foot of rentable area of the Demised Premises) (the “Soft Cost Allocation”) towards the cost of telephone and data cabling, moving expenses, signage, furniture, fees of architects, engineers, project managers and other project consultants, and other so-called “soft” costs, as well as towards any credit against Fixed Rent as provided in Section 25.2(c) above (which credit against Fixed Rent shall be subject to such further limitations, in addition to being required to be taken from the Soft Cost Allocation, as set forth in said Section 25.2(c) above). Without limitation of the foregoing, it is hereby confirmed that the direct costs payable to Tenant’s contractor(s) associated with the acquisition/installation of affixed fire suppression systems and/or raised flooring within the data center portion of the Demised Premises shall be deemed forfeited“hard construction costs” for purposes hereof.

Allowance. Upon The U.S. Debtors and subject to the terms ULC1 Indenture Trustee hereby acknowledge and conditions agree that: (i) as of this Section 7the Effective Date, Sublandlord the ULC1 Indenture Trustee, on behalf of the ULC1 Noteholders, shall reimburse Subtenant for the costs of completing the laboratory build out be afforded one allowed, general, unsecured Claim against CORPX’s estate in the current warm shell laboratory space in the Subleased Premises amount of US$3,505,187,751.63 (the “Sublease AlterationsULC1 Indenture Trustee Notes Guarantee Allowed Claim”); provided) based upon the ULC1 Notes, howeverwhich amount of the ULC1 Indenture Trustee Notes Guarantee Allowed Claim is equal to the product of 1.65 times the Filed Amount1; (ii) the ULC1 Indenture Trustee Notes Guarantee Allowed Claim shall include the following components, Sublandlord’s obligation to reimburse Subtenant for the Sublease Alterations each of which shall be limited to the lesser of deemed allowed: (A) actual construction costs incurred by third parties on behalf of Subtenant in its construction a claim for the outstanding principal balance of the Sublease Alterations; ULC1 Notes, together with accrued and unpaid interest thereon, as of the Petition Date, as set forth in the ULC1 Indenture Trustee Notes Guarantee Proof of Claim; (B) an amount a claim for the accrued and unpaid interest on the Filed Amount at the contract rate from the Petition Date up to, but not exceeding, $250,000.00 to and including the date on which the ULC1 Indenture Trustee Notes Guarantee Allowed Claim (the including interest compounded semi-annually) (“Allowance”). Sublandlord shall pay the Allowance to Subtenant within thirty (30) days after Sublandlord’s receipt of Subtenant’s written request (the “Disbursement RequestPostpetition Interest”) therefor accompanied by partialis satisfied in full, conditional lien waivers and copies of invoices from third parties providing services as part of the Sublease Alterations using AIA G701/702/703 documents, disbursed in the following increments: (a) 20% of the Allowance no earlier than thirty (30) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted.provided in Section 3.2(b)(ii); (bC) 20% a claim for the reasonable fees, costs and expenses of the Allowance no earlier than sixty (60) days following Ad Hoc ULC1 Noteholders Committee, including the Sublease Rent Commencement Date reasonable fees, costs and expenses of its U.S. and Canadian counsel and its financial adviser, incurred, and to be incurred, by the extent of paid invoices submitted. (c) 20% of the Allowance no earlier than ninety (90) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. (d) 25% of the Allowance no earlier than one hundred and twenty (120) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. Each Disbursement Request shall be signed by Subtenant. Sublandlord shall have no obligation to disburse any portion of the Allowance if there is a monetary Event of Default or a material, non-monetary Event of Default outstanding under the Sublease until such Event of Default is cured. Each Disbursement Request pursuant to this Section 7 must be accompanied by copies of paid invoices as evidenced by unconditional progress waivers from contractors and subcontractors. Notwithstanding the foregoing, the final disbursement of the remaining 15% of the Allowance shall be disbursed within thirty (30) days after Subtenant’s written request therefor once Subtenant has substantially completed all of the Sublease Alterations in accordance with the approved plans and specifications, all building permits issued Ad Hoc ULC1 Noteholders Committee in connection with the Sublease Alterations, all applicable laws U.S. Proceedings and the terms and provisions CCAA Proceedings through the date of this Section 7. Such final Disbursement Request shall be accompanied by: (i) third-party invoices for costs incurred by Subtenant distribution in constructing the Sublease Alterations; (ii) evidence that Subtenant has paid the invoices for such costs; (iii) final, unconditional lien waivers and mechanics’ lien releases from any contractor or subcontractor who has constructed any portion of Sublease Alterations or any materialman who has supplied materials used or incorporated into any portion respect of the Sublease Alterations ULC1 Indenture Trustee Notes Guarantee Allowed Claim (if applicableall such reasonable fees, costs and expenses, collectively, the “Ad Hoc Committee Fees”), in an amount not to exceed US$8 million; and (D) a claim for the reasonable fees, costs and expenses of the ULC1 Indenture Trustee, including the reasonable fees, costs and expenses of its U.S. and Canadian counsel, incurred, and to be incurred, by the ULC1 Indenture Trustee in connection with the U.S. Proceedings and the CCAA Proceedings through the date of final distribution in respect of the ULC1 Indenture Trustee Notes 1 Approximately $134 million of ULC1 Notes are held by CORPX and $10 million of ULC1 Notes are held by QCH, and CCRC holds the CCRC ULC1 Notes. For the avoidance of doubt, in addition to the ULC1 Notes held by parties other than the U.S. Debtors or the Canadian Debtors, the ULC1 Notes held by CORPX and QCH and the CCRC ULC1 Notes are also subject to the settlement embodied in this Agreement and shall have the same rights and benefits as other holders of ULC1 Notes under the Agreement. Guarantee Allowed Claim (all such waivers reasonable fees, costs and releases to be in expenses, collectively, the forms prescribed by California Civil Code Section 3262; and (iv) a copy of the certificate of occupancy for the Subleased Premises. All bills for the Sublease Alterations must be submitted to Sublandlord within six (6) months after the Sublease Rent Commencement Date, and Sublandlord will make no further payments related to the Sublease Alterations after such six (6)-month period. Any unfunded portion of the Allowance shall be deemed forfeited“ULC1 Indenture Trustee Fees”).

Allowance. Upon and subject Landlord hereby agrees to the terms and conditions of this Section 7, Sublandlord shall reimburse Subtenant for the costs of completing the laboratory build out provide to Tenant an Allowance in the current warm shell laboratory amount of $7.00 per rentable square foot of space in the Subleased Premises (the “Sublease Alterations”); provided, however, Sublandlord’s obligation to reimburse Subtenant for the Sublease Alterations shall be limited to the lesser of being $325,367.00) (A) actual construction costs incurred by third parties on behalf of Subtenant in its construction of the Sublease Alterations; and (B) an amount up to, but not exceeding, $250,000.00 (the “Allowance”). Sublandlord The Allowance shall pay be used and applied by Tenant as follows: (a) If Tenant so elects by written notice to Landlord, Landlord shall furnish and install approximately 99 parking stalls (“Parking Stalls”) in the Allowance area depicted on Exhibit A-1 (“Parking Election”). If Tenant exercises the Parking Election, subject to Subtenant city approval of the same, Landlord must complete (subject to delays due to permitting, governmental regulations and delays by Tenant in responding to requests for approval), installation of the Parking Stalls on or before six months following the later to occur of (i) Tenant’s notice to Landlord or (ii) the Execution Date. Within thirty (30) days following completion of the Parking Stalls, Landlord shall provide to Tenant evidence of the reasonable costs and expenses paid by Landlord to third parties for the design, permitting and/or installation of the Parking Stalls and a construction management fee equal to 2% of all hard and soft costs of the Work shall be payable to Landlord, and such amounts (if any) shall be credited against the Allowance. If Landlord fails to complete the Parking Stalls and render them useable on or before the date herein required, Tenant shall have the right to give Landlord notice of such failure and if Landlord fails to complete the Parking Stalls within thirty (30) days after Sublandlord’s receipt of Subtenant’s written request (the “Disbursement Request”) therefor accompanied by partialsuch notice from Tenant, conditional lien waivers and copies of invoices from third parties providing services as part then Tenant shall be entitled to day-for-day abatement of the Sublease Alterations using AIA G701/702/703 documents, disbursed in Base Rent payable under the following increments: (a) 20% terms of the Allowance no earlier than thirty (30) days following Lease as hereby amended, for each day that the Sublease Rent Commencement Date to completion of the extent of paid invoices submittedParking Stalls is delayed. (b) 20% of To the extent the Allowance no earlier than sixty (60) days following the Sublease Rent Commencement Date is not used for and applied to the extent of paid invoices submitted. (c) 20% of Parking Election, the Allowance no earlier than ninety (90) days following may be used and applied by the Sublease Rent Commencement Date Tenant toward payment for Tenant’s improvements to the extent Premises (“Tenant Improvements” and “Tenant Improvements Election”). The Construction Rider attached hereto as Exhibit A shall govern Tenant’s construction of paid invoices submitted. (d) 25% of the Allowance no earlier than one hundred and twenty (120) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. Each Disbursement Request shall be signed by Subtenant. Sublandlord shall have no obligation to disburse any portion of the Allowance if there is a monetary Event of Default or a material, non-monetary Event of Default outstanding under the Sublease until such Event of Default is cured. Each Disbursement Request pursuant to this Section 7 must be accompanied by copies of paid invoices as evidenced by unconditional progress waivers from contractors and subcontractors. Notwithstanding the foregoing, the final disbursement of the remaining 15% of the Allowance shall be disbursed within thirty (30) days after Subtenant’s written request therefor once Subtenant has substantially completed all of the Sublease Alterations in accordance with the approved plans and specifications, all building permits issued in connection with the Sublease Alterations, all applicable laws Tenant Improvements and the terms allocation and provisions payment of this Section 7. Such final Disbursement Request shall be accompanied by: (i) third-party invoices for costs incurred by Subtenant in constructing the Sublease Alterations; (ii) evidence that Subtenant has paid the invoices for such costs; (iii) final, unconditional lien waivers and mechanics’ lien releases from any contractor or subcontractor who has constructed any portion of Sublease Alterations or any materialman who has supplied materials used or incorporated into any portion of the Sublease Alterations (if applicable), all such waivers and releases to be in the forms prescribed by California Civil Code Section 3262; and (iv) a copy of the certificate of occupancy for the Subleased Premises. All bills for the Sublease Alterations must be submitted to Sublandlord within six (6) months after the Sublease Rent Commencement Date, and Sublandlord will make no further payments related to the Sublease Alterations after such six (6)-month period. Any unfunded portion of the Allowance shall be deemed forfeitedfunds therefor.

Allowance. Upon Landlord shall reimburse Tenant for all or some portion of the Project Costs through an allowance (the "ALLOWANCE") in the amount of $8.50 per rentable square foot of each of the two portions of the Expansion Space. The Allowance shall be payable separately with respect to Expansion Space #1 and subject to the terms and conditions of Expansion Space #2 in accordance with this Section 7, Sublandlord shall reimburse Subtenant for 3.d. Provided that no default then exists with respect to Tenant's obligation to pay Rent and Tenant is then lawfully in occupancy of the costs applicable portion of completing the laboratory build out Expansion Space in the current warm shell laboratory space routine conduct of its business, Landlord shall pay to Tenant a sum in the Subleased Premises (the “Sublease Alterations”); provided, however, Sublandlord’s obligation to reimburse Subtenant for the Sublease Alterations shall be limited to the lesser of (A) actual construction costs incurred by third parties on behalf of Subtenant in its construction amount of the Sublease Alterationslower of the $8.50 per rentable square foot of the applicable portion of the Expansion Space Allowance or the actual Project Costs for such portion of the Expansion Space within 10 business days after the last to occur of the following: (i) Landlord's receipt of the Substantial Completion Certificate for such portion of the Expansion Space; and (Bii) an amount up to, but not exceeding, $250,000.00 (the “Allowance”). Sublandlord shall pay the Allowance to Subtenant within thirty (30) days after Sublandlord’s Landlord's receipt of Subtenant’s written request (the “Disbursement Request”) therefor accompanied by partial, conditional full lien waivers and copies of invoices from third parties providing services as part for all of the Sublease Alterations using AIA G701/702/703 documents, disbursed in the following increments: (a) 20% Tenant Work for such portion of the Allowance no earlier than thirty (30) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. (b) 20% Expansion Space. Tenant shall be solely responsible for all Project Costs for such portion of the Allowance no earlier than sixty (60) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. (c) 20% Expansion Space in excess of the Allowance no earlier than ninety (90) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. (d) 25% of the Allowance no earlier than one hundred and twenty (120) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. Each Disbursement Request shall be signed by Subtenant. Sublandlord shall have no obligation to disburse any portion of the Allowance if there is a monetary Event of Default or a material, non-monetary Event of Default outstanding under the Sublease until payable with respect to such Event of Default is cured. Each Disbursement Request pursuant to this Section 7 must be accompanied by copies of paid invoices as evidenced by unconditional progress waivers from contractors and subcontractors. Notwithstanding the foregoing, the final disbursement portion of the remaining 15% Expansion Space. Project Costs shall not include, and the Allowance shall not be payable with respect to, any overhead or other "internal" costs or expenses of Tenant, any costs or expenses which are not actually paid to third parties unaffiliated with Tenant, or any costs of purchasing, leasing, and/or installing any equipment or other personal property which will not become part of the Premises and the property of Landlord upon installation in the Expansion Space. The $8.50 per rentable square foot maximum shall apply collectively to both of Expansion Space #1 and Expansion Space #2, so that if Project Costs for one portion of the Expansion Space do not equal $8.50 per rentable square foot, but Project Costs for the other portion exceed $8.50 per rentable square foot, Tenant shall be entitled to be reimbursed for more than $8.50 per rentable square foot of Project Costs for the second portion of the Expansion Space, provided that the maximum amount of the Allowance shall be disbursed within thirty (30) days after Subtenant’s written request therefor once Subtenant has substantially completed all remain the lesser of the Sublease Alterations in accordance with the approved plans and specifications, all building permits issued in connection with the Sublease Alterations, all applicable laws and the terms and provisions of this Section 7. Such final Disbursement Request shall be accompanied by: (i) third-party invoices for costs incurred by Subtenant in constructing the Sublease Alterations; (ii) evidence that Subtenant has paid the invoices for such costs; (iii) final, unconditional lien waivers and mechanics’ lien releases from any contractor $216,903 or subcontractor who has constructed any portion of Sublease Alterations or any materialman who has supplied materials used or incorporated into any portion of the Sublease Alterations (if applicable), all such waivers and releases to be in the forms prescribed by California Civil Code Section 3262; and (iv) a copy of the certificate of occupancy total actual Project Costs for the Subleased Premises. All bills for the Sublease Alterations must be submitted to Sublandlord within six (6) months after the Sublease Rent Commencement Date, and Sublandlord will make no further payments related to the Sublease Alterations after such six (6)-month period. Any unfunded portion of the Allowance shall be deemed forfeitedentire Expansion Space.

Allowance. Upon On the Effective Date, the RBL Claims shall be Allowed in their entirety for all purposes of the Plan in the aggregate principal amount of $188,500,000, plus any accrued and unpaid interest (accruing at the default rate to the extent provided under the RBL Credit Agreement), fees, costs, and other expenses arising under, and payable pursuant to, the RBL Credit Agreement on or before the Effective Date, which shall not be subject to any avoidance, reductions, setoff, offset, recharacterization, subordination, counterclaims, cross claims, defenses, disallowance, impairments, or any other challenges under applicable law or regulation by any entity. Treatment: On the Effective Date, each Holder of an Allowed RBL Claim will receive (a) its pro rata share (determined as a percentage of all Allowed RBL Claims) of the All Lender Portion and (b) (i) if such Holder elects to participate in the Exit Revolving Facility, (x) such Holder’s pro rata share (determined as a percentage of all Allowed RBL Claims owned by Holders electing to participate in the Exit Revolving Facility) of the Exit Facility Revolving Lender Cash Portion and (y) Exit Facility Revolving Loans with a principal amount equal to the amount of such Holder’s Allowed RBL Claim (after application of the All Lender Portion and the Exit Facility Revolving Lender Cash Portion to such Holder’s Allowed RBL Claim) and commitments under the Exit Revolving Facility, upon the terms and conditions of this Section 7, Sublandlord shall reimburse Subtenant for the costs of completing the laboratory build out set forth in the current warm shell laboratory space in the Subleased Premises (the “Sublease Alterations”); providedExit Facility Term Sheet, however, Sublandlord’s obligation to reimburse Subtenant for the Sublease Alterations shall be limited to the lesser of (A) actual construction costs incurred by third parties on behalf of Subtenant in its construction of the Sublease Alterations; and (B) an amount up to, but not exceeding, $250,000.00 (the “Allowance”). Sublandlord shall pay the Allowance to Subtenant within thirty (30) days after Sublandlord’s receipt of Subtenant’s written request (the “Disbursement Request”) therefor accompanied by partial, conditional lien waivers and copies of invoices from third parties providing services as part of the Sublease Alterations using AIA G701/702/703 documents, disbursed in the following increments: (a) 20% of the Allowance no earlier than thirty (30) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. (b) 20% of the Allowance no earlier than sixty (60) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. (c) 20% of the Allowance no earlier than ninety (90) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. (d) 25% of the Allowance no earlier than one hundred and twenty (120) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. Each Disbursement Request shall be signed by Subtenant. Sublandlord shall have no obligation to disburse any portion of the Allowance if there is a monetary Event of Default or a material, non-monetary Event of Default outstanding under the Sublease until such Event of Default is cured. Each Disbursement Request pursuant to this Section 7 must be accompanied by copies of paid invoices as evidenced by unconditional progress waivers from contractors and subcontractors. Notwithstanding the foregoing, the final disbursement of the remaining 15% of the Allowance shall be disbursed within thirty (30) days after Subtenant’s written request therefor once Subtenant has substantially completed all of the Sublease Alterations in accordance with the approved plans and specifications, all building permits issued in connection with the Sublease Alterations, all applicable laws and the terms and provisions of this Section 7. Such final Disbursement Request shall be accompanied by: (i) third-party invoices for costs incurred by Subtenant in constructing the Sublease Alterations; (ii) evidence that Subtenant has paid if such Holder does not elect to participate in the invoices for Exit Revolving Facility, Second Out Term Loans with a principal amount equal to the amount of such costs; Holder’s RBL Claim (iii) final, unconditional lien waivers and mechanics’ lien releases from any contractor or subcontractor who has constructed any portion of Sublease Alterations or any materialman who has supplied materials used or incorporated into any portion after application of the Sublease Alterations (if applicableAll Lender Portion to such Holder’s Allowed RBL Claim), all such waivers and releases to be in . The Liens securing the forms prescribed by California Civil Code Section 3262; and (iv) a copy of the certificate of occupancy for the Subleased Premises. All bills for the Sublease Alterations must be submitted to Sublandlord within six (6) months after the Sublease Rent Commencement Date, and Sublandlord will make no further payments related to the Sublease Alterations after such six (6)-month period. Any unfunded portion of the Allowance RBL Credit Facility shall be deemed forfeitedretained by the Exit Facility Agent to secure the Exit Facility upon the Effective Date.

Allowance. Upon and Landlord agrees to give Tenant credit, subject to the terms and conditions of this Section 7Section, Sublandlord shall reimburse Subtenant for the costs of completing the laboratory build out in the current warm shell laboratory space in the Subleased Premises an allowance (the “Sublease AlterationsAllowance”); provided) equal to (i) $25 per square foot of floor area in the Premises, howeveras the base allowance, Sublandlord’s obligation to reimburse Subtenant plus (ii) $150,000 for the Sublease Alterations shall be limited cost of Tenant’s Pylon Sign, plus (iii) an amount, which Landlord and Tenant will agree to in good faith, as a credit to Tenant, equal to Landlord’s cost savings for not performing the items of work listed in Exhibit E, but only to the lesser extent Landlord has not performed those items of work on the date of this Lease, plus (iv) $4 per square foot of floor area in the Premises, including the Connector, for electrical distribution. “Tenant Improvement Costs” means: (a) Landlord’s out-of-pocket costs for preparing the Approved Tenant Improvement Plans; (b) the cost of obtaining all permits and approvals for the Tenant Improvement Work; and (c) the cost of the Tenant Improvement Work, including all payments to the general contractor for the Tenant Improvement Work. If the Tenant Improvement Costs exceed the amount of the Allowance, Tenant is solely responsible for the excess cost, which it will pay to Landlord as follows: after Landlord has paid or incurred invoices equal to the amount of the Allowance, Landlord may submit any additional invoices it receives for Tenant Improvement Costs and Tenant will, within 25 days, either directly pay the person who issued the invoice, or, if Landlord has paid the invoice, reimburse Landlord. If the Tenant Improvement Costs are less than the total amount of the Allowance, Tenant is entitled, upon written request, to do one or both of the following: (A) actual construction use the unused Allowance for costs incurred by third parties on behalf of Subtenant in its construction of Tenant incurs for Alterations other than the Sublease AlterationsTenant Improvements that are constructed within 12 months after the Phase 2 Delivery Date; and (B) use the unused Allowance, in an amount up toto $5 per square foot of floor area in the Premises, but not exceeding, $250,000.00 (to purchase and install personal property and equipment in the “Allowance”). Sublandlord shall pay the Allowance to Subtenant Premises within thirty (30) 90 days after Sublandlord’s receipt all of Subtenant’s written request (the “Disbursement Request”) therefor accompanied by partial, conditional lien waivers Tenant Improvement Work is substantially complete and copies of invoices from third parties providing services as Tenant has occupied the Phase 2 Premises. If Tenant uses any part of the Sublease Alterations using AIA G701/702/703 documentsAllowance under the preceding sentence, disbursed in Tenant must request reimbursement within 15 months after the following increments: (a) 20% of Phase 2 Delivery Date for Alterations, and within 180 days after Tenant occupies the Allowance no earlier than thirty (30) days following the Sublease Rent Commencement Date to Phase 2 Premises, for personal property and equipment. To the extent of paid invoices submitted. (b) 20% of Tenant does not use the entire Allowance no earlier than sixty (60) days following for Tenant Improvement Costs and additional Alterations or personal property and equipment under the Sublease Rent Commencement Date to the extent of paid invoices submitted. (c) 20% of the Allowance no earlier than ninety (90) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. (d) 25% of the Allowance no earlier than one hundred and twenty (120) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. Each Disbursement Request shall be signed by Subtenant. Sublandlord shall have no obligation to disburse any preceding two sentences, Tenant forfeits that unused portion of the Allowance if there and is not entitled to receive it as a monetary Event of Default rent credit or a materialin any other form. Except for the Allowance, non-monetary Event of Default outstanding under the Sublease until such Event of Default is cured. Each Disbursement Request pursuant Landlord has no obligation to this Section 7 must be accompanied by copies of paid invoices as evidenced by unconditional progress waivers from contractors and subcontractors. Notwithstanding the foregoing, the final disbursement of the remaining 15% of the Allowance shall be disbursed within thirty (30) days after Subtenant’s written request therefor once Subtenant has substantially completed all of the Sublease Alterations in accordance with the approved plans and specifications, all building permits issued in connection with the Sublease Alterations, all applicable laws and the terms and provisions of this Section 7. Such final Disbursement Request shall be accompanied by: (i) third-party invoices give Tenant any allowance or otherwise pay or reimburse Tenant for any costs incurred by Subtenant in related to demolishing or constructing the Sublease Alterations; (ii) evidence that Subtenant has paid the invoices for such costs; (iii) final, unconditional lien waivers and mechanics’ lien releases from any contractor or subcontractor who has constructed any portion of Sublease Alterations or any materialman who has supplied materials used or incorporated into any portion of the Sublease Alterations (if applicable), all such waivers and releases to be improvements in the forms prescribed by California Civil Code Section 3262; Premises, moving, purchasing, or installing any fixtures, equipment, or inventory, or otherwise occupying and (iv) a copy of opening for business in the certificate of occupancy for the Subleased Premises. All bills for the Sublease Alterations must be submitted to Sublandlord within six (6) months after the Sublease Rent Commencement Date, and Sublandlord will make no further payments related to the Sublease Alterations after such six (6)-month period. Any unfunded portion of the Allowance shall be deemed forfeited.

Allowance. Upon and subject Landlord shall make available to the terms and conditions of this Section 7, Sublandlord shall reimburse Subtenant for the costs of completing the laboratory build out in the current warm shell laboratory space in the Subleased Premises (the “Sublease Alterations”); provided, however, Sublandlord’s obligation to reimburse Subtenant for the Sublease Alterations shall be limited to the lesser of (A) actual construction costs incurred by third parties on behalf of Subtenant in its construction of the Sublease Alterations; and (B) Tenant an amount up to, but not exceeding, $250,000.00 allowance (the “Allowance”) of up to One Hundred Twenty-Five Thousand and 00/100 Dollars ($125,000.00). Sublandlord , which shall pay be applied to the Allowance costs and expenses incurred by Tenant in performing any approved tenant improvements or renovations to Subtenant within thirty the Premises (30) days after Sublandlord’s receipt of Subtenant’s written request (such improvements being referred to as the “Disbursement Request”) therefor accompanied by partial, conditional lien waivers and copies of invoices from third parties providing services as part Renovation Improvements”T Tenant shall be responsible for completion of the Sublease Alterations using AIA G701/702/703 documents, disbursed Renovation Improvements and for obtaining all permits and other approvals required in connection with such Renovation Improvements. All Renovation Improvements shall: (i) consist of materials and finishes that are equal to or higher in quality and class than the materials and finishes currently existing in the following increments: Premises; (aii) 20% of be performed in accordance with working drawings, plans and specifications prepared by Tenant, at Tenant’s sole expense subject to offset by the Allowance no earlier than thirty (30) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. (b) 20% of the Allowance no earlier than sixty (60) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. (c) 20% of the Allowance no earlier than ninety (90) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. (d) 25% of the Allowance no earlier than one hundred Allowance, and twenty (120) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. Each Disbursement Request shall be signed previously approved in writing by Subtenant. Sublandlord shall have no obligation to disburse any portion of the Allowance if there is a monetary Event of Default or a material, non-monetary Event of Default outstanding under the Sublease until such Event of Default is cured. Each Disbursement Request pursuant to this Section 7 must be accompanied by copies of paid invoices as evidenced by unconditional progress waivers from contractors and subcontractors. Notwithstanding the foregoing, the final disbursement of the remaining 15% of the Allowance shall be disbursed within thirty (30) days after Subtenant’s written request therefor once Subtenant has substantially completed all of the Sublease Alterations Landlord in accordance with the approved plans terms of subsection b. below; and specifications(iii) be considered alterations to the Premises subject to the applicable provisions of the Lease, including but not limited to Section 4.2 of the Initial Lease. The costs that are eligible to be reimbursed to Tenant for the Renovation Improvements shall include (a) all building permits issued architectural fees and costs, construction management fees and costs, engineering fees and costs and any other fees, costs and expenses of any kind incurred or payable by Tenant in connection with the Sublease Alterationsperformance of the Renovation Improvements; (b) all fees and charges imposed by any governmental entity or authority in connection with the Renovation Improvements; (c) sales and use taxes; (d) insurance fees associated with the construction of the Renovation Improvements; (e) testing and inspecting costs; and (f) the costs and charges for materials and labor, all applicable laws contractor's profit and contractor's general overhead incurred by Tenant in having the terms and provisions Renovation Improvements completed. Notwithstanding anything to the contrary contained herein, it is agreed that costs of this Section 7. Such final Disbursement Request shall be accompanied bythe following Renovation Improvements are eligible for reimbursement to the Tenant from the Allowance: (i) third-party invoices for costs incurred by Subtenant in constructing the Sublease Alterations; Demising Wall, (ii) evidence that Subtenant has paid all electrical work required to demise the invoices for such costs; space and (iii) final, unconditional lien waivers and mechanics’ lien releases from any contractor or subcontractor who has constructed any portion of Sublease Alterations or any materialman who has supplied materials used or incorporated into any portion relocation of the Sublease Alterations (if applicable)battery charging station associated with demising the space. In addition, all such waivers and releases notwithstanding anything to be in the forms prescribed by California Civil Code Section 3262; contrary contained herein, Landlord acknowledges and (iv) a copy agrees that Tenant has commenced certain of the certificate of occupancy for the Subleased Premises. All bills for the Sublease Alterations must be submitted to Sublandlord within six (6) months after the Sublease Rent Commencement Date, and Sublandlord will make no further payments related Renovation Improvements prior to the Sublease Alterations after Amendment Effective Date and that the costs associated with such six (6)-month period. Any unfunded portion of the Allowance Renovation Improvements shall be deemed forfeitedeligible for reimbursement to the Tenant from the Allowance.

Allowance. Upon and subject Tenant shall be provided with an allowance (the "Tenant Improvement Allowance") of Forty-Six Thousand Four Hundred Thirty-One Dollars ($46,431) (equivalent to $5.50 per rentable square foot of the Third Floor Remainder Space). The Tenant Improvement Allowance shall be used by Tenant for Alterations to the terms Third Floor Remainder Space (including costs associated with space planning, construction drawings, construction management and conditions of this Section 7permit fees, Sublandlord shall reimburse Subtenant but expressly excluding costs for the costs of completing the laboratory build out in the current warm shell laboratory space in the Subleased Premises (the “Sublease Alterations”furniture, fixtures, equipment and other personal property); provided, however, Sublandlord’s obligation to reimburse Subtenant for the Sublease which Alterations shall be limited conducted in accordance with, and subject to, the provisions of Article 8 of the Original Lease, as modified by this Section 5.2; provided that Landlord shall respond to Tenant's submittals of plans and specifications for work in the lesser of Third Floor Remainder Space within five (A5) actual construction costs incurred by third parties on behalf of Subtenant business days after receipt thereof. All Alterations shall also be performed in its accordance with Landlord's Wilshire Courtyard Rules and Regulations Governing Construction. Landlord will allow Tenant to use a reputable general contractor, experienced in the construction of tenant improvements in Comparable Buildings, selected by Tenant for the Sublease Alterations; and (B) an amount up toimprovement of the Third Floor Remainder Space hereunder, but not exceeding, $250,000.00 (subject to Landlord's reasonable approval. All subcontractors used by Tenant for the “Allowance”)Alterations shall be from Landlord's approved vendor list. Sublandlord Landlord hereby pre-approves ▇▇▇▇▇▇▇ Architecture/Interiors as architect. Portions of the Tenant Improvement Allowance shall pay the Allowance be advanced to Subtenant Tenant within thirty (30) days after Sublandlord’s receipt Tenant has delivered to Landlord copies of Subtenant’s written request the original invoices for Tenant's work or labor performed and materials or supplies furnished in connection with such work; provided that in no event shall Landlord be obligated to disburse any of the Tenant Improvement Allowance after March 31, 2012, and Tenant shall not make more than three (the “Disbursement Request”3) therefor accompanied by partialseparate disbursement requests. Tenant shall obtain such verification, conditional reports and lien waivers and copies of invoices releases from third parties providing services contractors, subcontractors and materialmen and shall satisfy such other standard construction loan disbursement conditions as part of reasonably may be required by Landlord. Landlord shall not be required to pay more than the Sublease Alterations using AIA G701/702/703 documentsTenant Improvement Allowance toward all costs, disbursed in the following increments: (a) 20% of the Allowance no earlier than thirty (30) days following the Sublease Rent Commencement Date expenses and charges related to the extent of paid invoices submitted. (b) 20% of the Allowance no earlier than sixty (60) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. (c) 20% of the Allowance no earlier than ninety (90) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. (d) 25% of the Allowance no earlier than one hundred Tenant's Alterations, and twenty (120) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. Each Disbursement Request Tenant shall be signed by Subtenant. Sublandlord shall have no obligation to disburse any responsible for the remaining portion of the Allowance if there is a monetary Event of Default or a material, non-monetary Event of Default outstanding under the Sublease until such Event of Default is cured. Each Disbursement Request pursuant to this Section 7 must be accompanied by copies of paid invoices as evidenced by unconditional progress waivers from contractors and subcontractors. Notwithstanding the foregoing, the final disbursement of the remaining 15% of the Allowance shall be disbursed within thirty (30) days after Subtenant’s written request therefor once Subtenant has substantially completed all of the Sublease Alterations in accordance with the approved plans and specifications, all building permits issued in connection with the Sublease Alterations, all applicable laws and the terms and provisions of this Section 7. Such final Disbursement Request shall be accompanied by: (i) third-party invoices for costs incurred by Subtenant in constructing the Sublease Alterations; (ii) evidence that Subtenant has paid the invoices for such costs; (iii) final, unconditional lien waivers and mechanics’ lien releases from any contractor or subcontractor who has constructed any portion of Sublease Alterations or any materialman who has supplied materials used or incorporated into any portion of the Sublease Alterations (if applicable), all such waivers and releases to be in the forms prescribed by California Civil Code Section 3262; and (iv) a copy of the certificate of occupancy for the Subleased Premises. All bills for the Sublease Alterations must be submitted to Sublandlord within six (6) months after the Sublease Rent Commencement Date, and Sublandlord will make no further payments related to the Sublease Alterations after such six (6)-month period. Any unfunded portion of the Allowance shall be deemed forfeitedpayment required.

Allowance. Upon and subject to the terms and conditions of this Section 7, Sublandlord Landlord shall reimburse Subtenant for the costs of completing the laboratory build out provide Tenant with a tenant improvement allowance in the current warm shell laboratory space in the Subleased Premises (the “Sublease Alterations”); provided, however, Sublandlord’s obligation to reimburse Subtenant for the Sublease Alterations shall be limited to the lesser of (A) actual construction costs incurred by third parties on behalf of Subtenant in its construction of the Sublease Alterations; and (B) an amount up to, but not exceeding, greater than Nine Hundred Twenty-Two Thousand Two Hundred Twenty-Two and 00/100 Dollars ($250,000.00 922,222.00) (the “Allowance”)) to be applied to the cost to perform Landlord’s Work. Sublandlord A four percent (4%) construction project management fee based upon the total cost of Landlord’s Work shall be paid to Landlord out of the Allowance. Landlord shall pay the aggregate cost of Landlord’s Work up to an amount not to exceed the Allowance and Tenant shall pay the excess of the aggregate cost of the Landlord’s Work over the Allowance (the “Excess”). If Landlord estimates at any time or from time to Subtenant time that there will be an Excess, Landlord shall notify Tenant in writing of Landlord’s good faith estimate of the amount thereof, which estimate shall be itemized in reasonable detail. Tenant shall pay Landlord’s good faith estimate of the Excess billed by Landlord within thirty (30) days after Sublandlordit receives Landlord’s receipt of Subtenant’s written request (b▇▇▇ therefor. In the “Disbursement Request”) therefor accompanied by partial, conditional lien waivers and copies of invoices from third parties providing services as part event Tenant fails to timely pay any such good faith estimate of the Sublease Alterations using AIA G701/702/703 documentsExcess, disbursed in the following increments: (a) 20% of the Allowance no earlier than thirty (30) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. (b) 20% of the Allowance no earlier than sixty (60) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. (c) 20% of the Allowance no earlier than ninety (90) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. (d) 25% of the Allowance no earlier than one hundred and twenty (120) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. Each Disbursement Request such failure shall be signed deemed a Tenant Delay and Landlord shall be entitled to suspend the performance of Landlord’s Work until such time as such payment is received by SubtenantLandlord. Sublandlord shall have no obligation If the aggregate total cost of Landlord’s Work performed pursuant to disburse this Work Letter is less than the Allowance, then Tenant may use any unused portion of the Allowance if there is a monetary Event toward Tenant’s moving expenses from its existing location to the Premises and toward the cost of Default or a materialTenant’s furniture, non-monetary Event fixtures and equipment to be utilized by Tenant at the Premises and Tenant may use up to $40,448.33 of Default outstanding under the Sublease until such Event of Default is cured. Each Disbursement Request pursuant to this Section 7 must be accompanied by copies of paid invoices as evidenced by unconditional progress waivers from contractors and subcontractors. Notwithstanding the foregoing, the final disbursement of the remaining 15% any unused portion of the Allowance shall be disbursed within thirty (30) days after Subtenant’s written request therefor once Subtenant has substantially completed all toward the next installment of the Sublease Alterations in accordance with the approved plans and specifications, all building permits issued in connection with the Sublease Alterations, all applicable laws and the terms and provisions of this Section 7. Such final Disbursement Request shall be accompanied by: (i) third-party invoices for costs incurred by Subtenant in constructing the Sublease Alterations; (ii) evidence that Subtenant has paid the invoices for such costs; (iii) final, unconditional lien waivers and mechanics’ lien releases from any contractor or subcontractor who has constructed any portion of Sublease Alterations or any materialman who has supplied materials used or incorporated into any portion of the Sublease Alterations (if applicable), all such waivers and releases to be in the forms prescribed by California Civil Code Section 3262; and (iv) a copy of the certificate of occupancy for the Subleased Premises. All bills for the Sublease Alterations must be submitted to Sublandlord within six (6) months after the Sublease Base Rent Commencement Date, and Sublandlord will make no further payments related to the Sublease Alterations after such six (6)-month perioddue hereunder. Any unfunded other remaining portion of the Allowance shall be deemed forfeitedretained by Landlord.

Allowance. Upon The Allowance may be used only for the hard costs and subject Eligible Soft Costs (as hereinafter defined) of construction of Tenant’s Work pursuant to the terms approved plans and conditions specifications. “Eligible Soft Costs” shall be deemed to be costs and expenses incurred by Tenant which are directly and primarily related to Tenant’s Work and which related solely to the work of this Section 7any architect, Sublandlord shall reimburse Subtenant space planner, engineer, or similar construction professional or which are direct payments made to applicable authorities for the costs of completing the laboratory build out in the current warm shell laboratory space in the Subleased Premises (the “Sublease Alterations”)permitting and license fees; provided, however, Sublandlord’s obligation that in no event shall the Eligible Soft Costs exceed fifteen percent (15%) of the total Allowance or be used for services provided in connection with the negotiation of the Lease. For the avoidance of doubt, Eligible Soft Costs shall expressly exclude any financing costs, attorneys’ fees, or other costs and expenses not expressly permitted hereunder. In no event will the Allowance be used to reimburse Subtenant pay for the Sublease Alterations shall any costs that are not Eligible Soft Costs or hard costs of real property improvements or alterations, including, without limitation, moving or storage expenses or furniture, racking, equipment, cabling, telephone systems or any other item of personal property which is not intended to be limited permanently affixed to the lesser of (A) actual construction costs incurred by third parties on behalf of Subtenant in its construction of the Sublease Alterations; and (B) an amount up to, but not exceeding, $250,000.00 (the “Allowance”)Premises. Sublandlord shall pay the Allowance to Subtenant within thirty (30) days after Sublandlord’s receipt of Subtenant’s written request (the “Disbursement Request”) therefor accompanied by partial, conditional lien waivers and copies of invoices from third parties providing services as part of the Sublease Alterations using AIA G701/702/703 documents, disbursed in the following increments: (a) 20% Payment of the Allowance no earlier than shall be made by Landlord to Tenant within thirty (30) days following the Sublease Rent Commencement Date last to occur of: (i) completion of Tenant’s Work, (ii) Landlord’s receipt of Tenant’s invoice substantiating the extent costs related thereto, (iii) Landlord’s receipt of paid invoices submitted. final lien waivers from all contractors and subcontractors who performed Tenant’s Work, and (biv) 20% Landlord’s receipt of a copy of the Allowance no earlier than sixty (60) days following final permit approved by the Sublease Rent Commencement Date to applicable governing authority for any work which requires the extent of paid invoices submitted. (c) 20% of the Allowance no earlier than ninety (90) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. (d) 25% of the Allowance no earlier than one hundred and twenty (120) days following the Sublease Rent Commencement Date to the extent of paid invoices submittedsame. Each Disbursement Request Landlord shall be signed by Subtenant. Sublandlord shall have under no obligation to disburse pay for any portion of Tenant’s Work in excess of the Allowance if there is a monetary Event of Default or a materialAllowance. Further, non-monetary Event of Default outstanding under the Sublease until such Event of Default is cured. Each Disbursement Request pursuant to this Section 7 must be accompanied by copies of paid invoices as evidenced by unconditional progress waivers from contractors and subcontractors. Notwithstanding the foregoing, the final disbursement of the remaining 15% of the Allowance shall only be disbursed within thirty (30) days after Subtenantavailable for Tenant’s written request therefor once Subtenant has substantially completed all of the Sublease Alterations use for work performed and submitted to Landlord for reimbursement in accordance with the approved plans and specifications, all building permits issued in connection with the Sublease Alterations, all applicable laws and the terms and provisions of this Section 7. Such final Disbursement Request shall be accompanied by: subsection (ic) third-party invoices for costs incurred by Subtenant in constructing the Sublease Alterations; (ii) evidence that Subtenant has paid the invoices for such costs; (iii) finalon or before December 31, unconditional lien waivers 2014, at which time Tenant hereby waives any and mechanics’ lien releases from all rights to any contractor or subcontractor who has constructed any portion of Sublease Alterations or any materialman who has supplied materials used or incorporated into any unused portion of the Sublease Alterations (if applicable), all such waivers and releases to be in the forms prescribed by California Civil Code Section 3262; and (iv) a copy of the certificate of occupancy for the Subleased Premises. All bills for the Sublease Alterations must be submitted to Sublandlord within six (6) months after the Sublease Rent Commencement Date, and Sublandlord will make no further payments related to the Sublease Alterations after such six (6)-month period. Any unfunded portion of the Allowance shall be deemed forfeitedAllowance.

Allowance. Upon Landlord shall pay to Tenant an allowance of up to --------- $2,112,012.00 (the "Allowance") towards the cost of the Tenant's Work (including the design fees of Tenant's architects and subject engineers). Payments shall be made to Tenant no more frequently than monthly and when and as Landlord receives waivers of lien from all contractors and subcontractors to the terms extent required by Landlord's lender, invoices from contractors, subcontractors and conditions suppliers, and other reasonable documentation evidencing the costs, including fees of this Section 7architects and engineers, Sublandlord shall reimburse Subtenant incurred by Tenant for the costs Tenant's Work, to the reasonable satisfaction of completing Landlord. Landlord shall, within twenty (20) days of a requisition therefor, pay to Tenant the laboratory build out amount of each such requisition. Such payments, in the current warm shell laboratory space in aggregate, shall not exceed the Subleased Premises (the “Sublease Alterations”); provided, however, Sublandlord’s obligation Allowance. Landlord shall make final payment to reimburse Subtenant for the Sublease Alterations shall be limited to the lesser of (A) actual construction costs incurred by third parties on behalf of Subtenant in its construction of the Sublease Alterations; and (B) an amount up to, but not exceeding, $250,000.00 (the “Allowance”). Sublandlord shall pay the Allowance to Subtenant Tenant within thirty (30) days after Sublandlord’s receipt of Subtenant’s written request (the “Disbursement Request”) therefor accompanied by partial, conditional lien waivers and copies of invoices from third parties providing services as part of the Sublease Alterations using AIA G701/702/703 documents, disbursed in the following increments: (a) 20% of the Allowance no earlier than thirty (30) days following the Sublease Rent Commencement Date submission by Tenant of a written statement from Tenant's architect or engineer that the Tenant's Work has been completed in accordance with the approved plans, a final lien waiver executed by Tenant's general contractor and a final certificate of occupancy for the Premises. If Landlord fails to the extent of paid invoices submitted. (b) 20% of the Allowance no earlier than sixty (60) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. (c) 20% of the Allowance no earlier than ninety (90) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. (d) 25% of the Allowance no earlier than one hundred and twenty (120) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. Each Disbursement Request shall be signed by Subtenant. Sublandlord shall have no obligation to disburse pay Tenant any portion of the Allowance if there is a monetary Event of Default or a material, non-monetary Event of Default outstanding properly payable by Landlord to Tenant under the Sublease until such Event of Default is cured. Each Disbursement Request pursuant to this Section 7 must be accompanied by copies of paid invoices as evidenced by unconditional progress waivers from contractors 3.2 and subcontractors. Notwithstanding the foregoing, the final disbursement of the remaining 15% of the Allowance shall be disbursed within such failure continues for thirty (30) days after Subtenant’s written request therefor once Subtenant notice thereof from Tenant to Landlord and any holder of a mortgage of which Tenant has substantially completed all of been given notice, then Tenant shall have the Sublease Alterations right to set-off the amount thereof, together with interest at the Interest Rate (defined in accordance with the approved plans and specifications, all building permits issued in connection with the Sublease Alterations, all applicable laws and the terms and provisions of this Section 7. Such final Disbursement Request shall be accompanied by: (i) third-party invoices for costs incurred by Subtenant in constructing the Sublease Alterations; (ii) evidence that Subtenant has paid the invoices for such costs; (iii) final, unconditional lien waivers and mechanics’ lien releases from any contractor or subcontractor who has constructed any portion of Sublease Alterations or any materialman who has supplied materials used or incorporated into any portion of the Sublease Alterations (if applicable8.4 hereof), all such waivers and releases to be in against the forms prescribed rent next payable by California Civil Code Section 3262; and (iv) a copy of Tenant hereunder until the certificate of occupancy for aggregate amount so set-off by Tenant shall equal the Subleased Premises. All bills for the Sublease Alterations must be submitted to Sublandlord within six (6) months after the Sublease Rent Commencement Date, and Sublandlord will make no further payments related to the Sublease Alterations after such six (6)-month period. Any unfunded portion of the Allowance shall be deemed forfeitedamount due from Landlord.

Allowance. Upon and subject Landlord shall reimburse Tenant for the “hard costs” incurred related to the terms and conditions of this Section 7Tenant Improvements, Sublandlord shall reimburse Subtenant for the costs of completing the laboratory build out in the current warm shell laboratory space in the Subleased Premises (the “Sublease Alterations”); provided, however, Sublandlord’s obligation up to reimburse Subtenant for the Sublease Alterations shall be limited an amount equal to the lesser of Allowance (A) actual construction costs incurred by third parties on behalf of Subtenant as defined in its construction of the Sublease Alterations; and (B) an amount up to, but not exceeding, $250,000.00 (the “Allowance”Section 1.01). Sublandlord shall pay The agreements of Landlord and Tenant regarding the Allowance to Subtenant within thirty (30) days after Sublandlord’s receipt of Subtenant’s written request (the “Disbursement Request”) therefor accompanied by partial, conditional lien waivers and copies of invoices from third parties providing services are as part of the Sublease Alterations using AIA G701/702/703 documents, disbursed in the following incrementsfollows: (a) 20% In the event the costs and expenses associated with the Tenant Improvements exceed the Allowance, such excess costs shall be borne solely by Tenant and shall be paid in full by Tenant prior to delinquency. (b) Landlord shall make up to six (6) disbursements of the Allowance no earlier in accordance with the pay applications provided by Tenant’s General Contractor, certified by Tenant’s architect or its representative (or, if the cost is not related to the design or construction of the Tenant Improvements, by an authorized representative of Tenant) and approved by Landlord (such approval not to be unreasonably withheld, conditioned or delayed). All disbursements, except for the final disbursement shall be in amounts not less than $300,000. The first such disbursement shall be made upon Tenant’s completion of construction of fifty percent (50%) of the Tenant Improvements (based on projected costs). The final disbursement shall be paid upon completion of the Tenant Improvements and Landlord’s receipt of all Final Documents (as defined below). Provided, Landlord’s obligation to make such disbursements shall be subject to the following conditions: (i) Landlord shall not be obligated to make any disbursements of the Allowance prior to Tenant’s delivery to Landlord of (A) evidence of Tenant’s receipt of all necessary permits required to commence construction of the Tenant Improvements and (B) a final, complete copy of the CDs, as agreed to by Landlord and Tenant. (ii) Landlord shall not be obligated to make more than one (1) disbursement of the Allowance in any calendar month. (iii) Landlord shall not be obligated to make any disbursement of the Allowance until Landlord receives current Supporting Documents (as defined herein) or Final Documents, as applicable. Landlord shall pay applicable disbursements to Tenant on or before the date that is the later of: (A) thirty (30) days following the Sublease Rent Commencement Date to the extent Landlord’s receipt of paid invoices submitted. (b) 20% a valid request for disbursement of the Allowance and all appropriate Supporting Documents or Final Documents, as applicable, and (B) the date that is two (2) business days immediately following the day on which Landlord receives the corresponding loan disbursement from its mortgagee(s) for purposes of the Allowance (in no earlier than sixty event to exceed forty-five (6045) days following Landlord’s receipt of the Sublease Rent Commencement Date documentation referenced in the foregoing clause (A)). The obligation of Landlord to the extent of paid invoices submitted. (c) 20% make each such disbursement of the Allowance no earlier than ninety (90) days following the Sublease Rent Commencement Date is subject to the extent condition precedent that, on the date of paid invoices submitted. (d) 25% such disbursement, no event has occurred and is continuing which constitutes a Default of Tenant under the Lease. After disbursement of the Allowance no earlier than one hundred and twenty (120or any portion thereof) days following the Sublease Rent Commencement Date by Landlord to the extent of paid invoices submitted. Each Disbursement Request Tenant, Tenant shall be signed by Subtenantsolely responsible for disbursement to Tenant’s General Contractor, subcontractors, architect, engineers and material suppliers of payments for the cost of designing, planning and constructing the Tenant Improvements. Sublandlord As used herein, the term “Supporting Documents” shall have no obligation mean, with respect to disburse any portion each disbursement (excluding the final disbursement) of the Allowance if there is a monetary Event of Default or a material, non-monetary Event of Default outstanding under the Sublease until such Event of Default is cured. Each Disbursement Request pursuant to this Section 7 must be accompanied by copies of paid invoices as evidenced by unconditional progress waivers from contractors and subcontractors. Notwithstanding the foregoing, the final disbursement of the remaining 15% of the Allowance shall be disbursed within thirty (30) days after Subtenant’s written request therefor once Subtenant has substantially completed all of the Sublease Alterations in accordance with the approved plans and specifications, all building permits issued in connection with the Sublease Alterations, all applicable laws and the terms and provisions of this Section 7. Such final Disbursement Request shall be accompanied by: (i) third-party invoices for costs incurred by Subtenant in constructing the Sublease Alterations; (ii) evidence that Subtenant has paid the invoices for such costs; (iii) final, unconditional lien waivers and mechanics’ lien releases from any contractor or subcontractor who has constructed any portion of Sublease Alterations or any materialman who has supplied materials used or incorporated into any portion of the Sublease Alterations (if applicable), all such waivers and releases to be in the forms prescribed by California Civil Code Section 3262; and (iv) a copy of the certificate of occupancy for the Subleased Premises. All bills for the Sublease Alterations must be submitted to Sublandlord within six (6) months after the Sublease Rent Commencement Date, and Sublandlord will make no further payments related to the Sublease Alterations after such six (6)-month period. Any unfunded portion of the Allowance shall be deemed forfeited.hereunder:

Allowance. Upon (a) Tenant shall receive a total improvement and subject refurbishment allowance (the "Allowance") which shall be applied towards leasehold improvements and refurbishments as set forth in Section 2.2 (including signage, as set forth in Section 5.4 (c) hereof); the Allowance shall be in the total sum of Fifty-Two Thousand Dollars ($52,000.00). (b) The cost of the leasehold improvements and refurbishments shall be paid monthly by Landlord out of the Allowance based upon the draw schedule and work in place. Tenant and Tenant's construction coordinator shall receive a copy of each monthly requisition. It is hereby agreed that all permanently affixed leasehold improvements, if any, shall immediately become the property of Landlord upon completion unless otherwise agreed to in writing. (c) In the terms event the total cost of the leasehold improvements and conditions refurbishments is less than the Allowance, Landlord shall retain such amount as its property and there shall be no payment to Tenant or abatement of this Section 7, Sublandlord shall reimburse Subtenant for Rent with respect thereto. (d) In the costs event the total cost of completing the laboratory build out in improvements and refurbishments to the current warm shell laboratory space in Premises shall exceed the Subleased Premises Allowance (the “Sublease Alterations”"Excess Costs"); provided, however, Sublandlord’s obligation to reimburse Subtenant for the Sublease Alterations said Excess Costs shall be limited paid by Tenant to the lesser of (A) actual construction costs incurred by third parties on behalf of Subtenant Landlord in its construction of the Sublease Alterations; and (B) an amount up tocash, but not exceedingin full, $250,000.00 (the “Allowance”). Sublandlord shall pay the Allowance to Subtenant within thirty (30) days after Sublandlord’s receipt Landlord's demand therefor; provided, however, that at Tenant's election such Excess Costs (but not to exceed Two Dollars [$2.00] per square foot of Subtenant’s written request GRA in the Premises) may be amortized as additional Base Rent over the Main Term, calculated using an interest factor of twelve percent (12%). Attached hereto as Schedule I is a copy of bills received by Landlord with respect to the “Disbursement Request”) therefor accompanied by partial, conditional lien waivers and copies of invoices from third parties providing services as part performance of the Sublease Alterations using AIA G701/702/703 documents, disbursed in the following increments: (a) 20% of the Allowance no earlier than thirty (30) days following the Sublease Rent Commencement Date initial improvements to the extent of paid invoices submittedPremises. (be) 20% Landlord represents and warrants that, upon the Commencement Date and completion of the Allowance no earlier than sixty (60) days following the Sublease Rent Commencement Date improvements and refurbishments to the extent of paid invoices submitted. (c) 20% Premises to be performed by Landlord pursuant to Section 2.2 hereof, the Premises are and shall be in compliance with all requirements of the Allowance no earlier than ninety Americans with Disabilities Act of 1990 (90) days following the Sublease Rent Commencement Date "ADA"). Upon completion of the improvements and refurbishments, Landlord shall be responsible for ADA compliance issues with respect to the extent of paid invoices submitted. (d) 25% of the Allowance no earlier than one hundred Common Areas and twenty (120) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. Each Disbursement Request Tenant shall be signed by Subtenant. Sublandlord shall have no obligation to disburse any portion of responsible for all ADA compliance issues within the Allowance if there is a monetary Event of Default or a material, non-monetary Event of Default outstanding under the Sublease until such Event of Default is cured. Each Disbursement Request pursuant to this Section 7 must be accompanied by copies of paid invoices as evidenced by unconditional progress waivers from contractors and subcontractors. Notwithstanding the foregoing, the final disbursement of the remaining 15% of the Allowance shall be disbursed within thirty (30) days after Subtenant’s written request therefor once Subtenant has substantially completed all of the Sublease Alterations in accordance with the approved plans and specifications, all building permits issued in connection with the Sublease Alterations, all applicable laws and the terms and provisions of this Section 7. Such final Disbursement Request shall be accompanied by: (i) third-party invoices for costs incurred by Subtenant in constructing the Sublease Alterations; (ii) evidence that Subtenant has paid the invoices for such costs; (iii) final, unconditional lien waivers and mechanics’ lien releases from any contractor or subcontractor who has constructed any portion of Sublease Alterations or any materialman who has supplied materials used or incorporated into any portion of the Sublease Alterations (if applicable), all such waivers and releases to be in the forms prescribed by California Civil Code Section 3262; and (iv) a copy of the certificate of occupancy for the Subleased Premises. All bills for the Sublease Alterations must be submitted to Sublandlord within six (6) months after the Sublease Rent Commencement Date, and Sublandlord will make no further payments related to the Sublease Alterations after such six (6)-month period. Any unfunded portion of the Allowance shall be deemed forfeited.

Allowance. Upon and subject Landlord agrees to provide Tenant a tenant improvement allowance in the terms and conditions amount of this Section 7, Sublandlord shall reimburse Subtenant Seven Hundred Ninety-three Thousand Five Hundred Twenty Dollars ($793,520) (the "Allowance") for the costs of completing the laboratory build out in the current warm shell laboratory space in the Subleased Premises (the “Sublease Alterations”); provided, however, Sublandlord’s obligation to reimburse Subtenant for the Sublease Alterations shall be limited to the lesser of (A) actual construction costs incurred by third parties on behalf of Subtenant in its construction of the Sublease Alterations; and (B) an amount up to, but not exceeding, $250,000.00 (Tenant Improvements. The Allowance shall be applied by Tenant against the “Allowance”). Sublandlord shall pay Tenant Improvements Costs incurred in the Allowance to Subtenant within thirty (30) days after Sublandlord’s receipt of Subtenant’s written request (the “Disbursement Request”) therefor accompanied by partial, conditional lien waivers and copies of invoices from third parties providing services as part construction of the Sublease Alterations using AIA G701/702/703 documents, disbursed Tenant Improvements which have been approved by the Landlord in the following increments: (a) 20% of the Allowance no earlier than thirty (30) days following the Sublease Rent Commencement Date Tenant's proposed budget pursuant to the extent of paid invoices submitted. subparagraph (b) 20% of above, and the Allowance provisions for disbursement set forth below. In no earlier than sixty (60) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. (c) 20% of the Allowance no earlier than ninety (90) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. (d) 25% of the Allowance no earlier than one hundred and twenty (120) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. Each Disbursement Request event shall be signed by Subtenant. Sublandlord shall have no obligation to disburse any portion of the Allowance if there is a monetary Event be used for any purpose other than the approved costs in the budget for the Tenant Improvements Costs. Any and all costs in excess of Default the Allowance required to complete the construction of the Tenant Improvements in accordance with subparagraph (b) above shall be the sole and exclusive obligation and responsibility of Tenant. On or a materialbefore the fifth (5th) calendar day of every month, non-monetary Event Tenant shall submit to Landlord for its review and approval AIA Form No. G702 and No. G703 invoices (or comparable invoices acceptable to Landlord) for work performed and materials furnished to the Premises in connection with the construction of Default outstanding under the Sublease until such Event of Default is curedTenant Improvements ("Payment Request"). Each Disbursement Payment Request pursuant to this Section 7 must shall be accompanied by copies of paid invoices as evidenced a certification signed by unconditional progress waivers from contractors the Tenant's general contractor and subcontractors. Notwithstanding the foregoing, Tenant's architect showing that the final disbursement of the remaining 15% of the Allowance shall be disbursed within thirty (30) days after Subtenant’s written request therefor once Subtenant has substantially completed all of the Sublease Alterations work reflected in such Payment Request was performed in accordance with the approved plans Working Plans and specificationsthe terms of all approved construction contracts; and the total costs to construct the Tenant Improvements, including change orders, and the amount expended for such items to date and the estimated costs to complete the Tenant Improvements. In addition, each Payment Request shall be accompanied by lien release waivers from all contractors, subcontractors and materialmen to be paid through such Payment Request and, with respect to completed work, final lien release waivers, all building permits issued in form and content acceptable to Landlord. Within ten (10) business days after Landlord's approval of each such Payment Request, Landlord shall cause to be disbursed to Tenant's general contractor an amount equal to ninety percent (90%) of such approved Payment Request times the ratio which the total Allowance bears to the total construction cost set forth in the certifications by Tenant's general contractor and architects. Landlord shall cause to be disbursed the ten percent (10%) retention amount, up to the limit of the Allowance, upon the issuance of an unqualified Certificate of Occupancy for the Premises and the expiration of the period in which liens may be filed against the Premises by any contractor, subcontractor or materialmen furnishing goods or services thereto in connection with the Sublease Alterations, all applicable laws and the terms and provisions of this Section 7. Such final Disbursement Request shall be accompanied by: (i) third-party invoices for costs incurred by Subtenant in constructing the Sublease Alterations; (ii) evidence that Subtenant has paid the invoices for such costs; (iii) final, unconditional lien waivers and mechanics’ lien releases from any contractor or subcontractor who has constructed any portion of Sublease Alterations or any materialman who has supplied materials used or incorporated into any portion of the Sublease Alterations (if applicable), all such waivers and releases to be in the forms prescribed by California Civil Code Section 3262; and (iv) a copy of the certificate of occupancy for the Subleased Premises. All bills for the Sublease Alterations must be submitted to Sublandlord within six (6) months after the Sublease Rent Commencement Date, and Sublandlord will make no further payments related to the Sublease Alterations after such six (6)-month period. Any unfunded portion of the Allowance shall be deemed forfeitedTenant Improvements.

Allowance. Upon and subject Subject to the terms and conditions of this Section 7Section, Sublandlord Landlord shall reimburse Subtenant for the costs provide Tenant with an allowance of completing the laboratory build out in the current warm shell laboratory space in the Subleased Premises up to One Million Dollars (the “Sublease Alterations”); provided, however, Sublandlord’s obligation to reimburse Subtenant for the Sublease Alterations shall be limited to the lesser of (A$1,000,000.00) actual construction costs incurred by third parties on behalf of Subtenant in its construction of the Sublease Alterations; and (B) an amount up to, but not exceeding, $250,000.00 (the “Allowance”). Sublandlord The Allowance may be used for Tenant’s Work, which may include, but not be limited to, hard and soft costs associated with Tenant’s Work to build the Building, and may include furniture, fixtures, equipment in the Premises. Tenant shall pay be responsible for all costs of Tenant’s Work in excess of the Allowance. Subject to the terms and conditions of this Section, and so long as there is no default ongoing beyond any notice and/or cure period, partial payments of the Allowance provided by Landlord shall be made to Subtenant Tenant within thirty (30) days after Sublandlordof Tenant submitting to Landlord evidence of each payment made to Tenant’s receipt of Subtenant’s written request (the “Disbursement Request”) therefor accompanied by partial, conditional lien waivers and copies of invoices from third parties providing services as part of the Sublease Alterations using AIA G701/702/703 documents, disbursed in the following increments: (a) 20% of the Allowance no earlier than thirty (30) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. (b) 20% of the Allowance no earlier than sixty (60) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. (c) 20% of the Allowance no earlier than ninety (90) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. (d) 25% of the Allowance no earlier than one hundred and twenty (120) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. Each Disbursement Request shall be signed by Subtenant. Sublandlord shall have no obligation to disburse any portion of the Allowance if there is a monetary Event of Default or a material, non-monetary Event of Default outstanding under the Sublease until such Event of Default is cured. Each Disbursement Request pursuant to this Section 7 must be accompanied by copies of paid invoices as evidenced by unconditional progress waivers from contractors and subcontractors. Notwithstanding the foregoing, the final disbursement of the remaining 15% of the Allowance shall be disbursed within thirty (30) days after Subtenant’s written request therefor once Subtenant has substantially completed all of the Sublease Alterations in accordance with the approved plans and specifications, all building permits issued in connection with the Sublease Alterations, all applicable laws and the terms and provisions of this Section 7. Such final Disbursement Request shall be accompanied bygeneral contractor with: (i) third-party invoices a commercially reasonable breakdown of the Tenant’s Work included in the payment and (ii) a Form W-9, Request for costs incurred Taxpayer Identification Number and Certification, executed by Subtenant Tenant. The first twenty seven percent (27%) of the Allowance owed to Tenant shall be withheld by Landlord until completion of the building improvements on the Property, and Landlord’s obligation to disburse the first twenty seven percent (27%) of the Allowance is expressly conditioned upon receipt of the following “Allowance Deliverables”: (i) Tenant has furnished to Landlord a copy of a commercially reasonably detailed final cost breakdown for Tenant’s Work and Landlord has inspected the Premises to confirm that ▇▇▇▇▇▇’s Work has been completed in constructing a good and workmanlike manner according to the Sublease AlterationsTenant’s Approved Plans; (ii) evidence that Subtenant Tenant has paid the invoices for such costs; (iii) final, unconditional lien waivers furnished to Landlord commercially reasonable final affidavits and mechanics’ final lien releases from any contractor or subcontractor who has constructed any portion of Sublease Alterations or any materialman who has supplied materials used or incorporated into any portion of the Sublease Alterations (▇▇▇▇▇▇’s general contractor, if applicable)any, all such waivers subcontractors and releases to be in all material suppliers for all labor and materials performed or supplied as part of Tenant’s Work (whether or not the forms prescribed by California Civil Code Section 3262Allowance is applicable thereto); and (iviii) a copy of the certificate of occupancy for from the Subleased Premises. All bills for the Sublease Alterations must be submitted governmental authority having jurisdiction has been delivered to Sublandlord within six (6) months after the Sublease Rent Commencement Date, and Sublandlord will make no further payments related to the Sublease Alterations after such six (6)-month period. Any unfunded portion of the Allowance shall be deemed forfeitedLandlord.

Allowance. Upon and subject Tenant acknowledges that Landlord is not obligated to make any improvements to the terms and conditions of this Section 7Premises. During the calendar year 2013, Sublandlord Tenant, at Tenant’s request, shall reimburse Subtenant for have the costs of completing the laboratory build out in the current warm shell laboratory space in the Subleased Premises (the “Sublease Alterations”); provided, however, Sublandlord’s obligation right to reimburse Subtenant for the Sublease Alterations shall be limited make such improvements to the lesser of Premises as are mutually agreed upon by the parties. Landlord hereby grants Tenant an allowance equal to Six Hundred Ninety Nine Thousand One Hundred Fifty One and 25/100 Dollars (A$699,151.25) actual construction costs incurred by third parties on behalf of Subtenant in its construction of the Sublease Alterations; and (B) an amount up to, but not exceeding, $250,000.00 (the “Allowance”)) towards the costs of such improvements. Sublandlord Tenant shall pay be responsible for preparing all construction documents, subject to Landlord’s prior consent, which consent shall not be unreasonably withheld, conditioned or delayed. Tenant’s improvements shall be referred to as the “Tenant’s Work.” Tenant shall apply for and obtain all required permits and deliver copies thereof to Landlord prior to commencing Tenant’s Work. In such event, Landlord shall disburse the Allowance to Subtenant within thirty (30) days after Sublandlord’s receipt of Subtenant’s written request (the “Disbursement Request”) therefor accompanied by partial, conditional lien waivers and copies of invoices from third parties providing services as part of the Sublease Alterations using AIA G701/702/703 documents, disbursed in accordance with the following incrementsprovisions: (a) 20% 3.1 Commencing as of the Allowance no earlier than thirty (30) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. (b) 20% of the Allowance no earlier than sixty (60) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. (c) 20% of the Allowance no earlier than ninety (90) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. (d) 25% of the Allowance no earlier than one hundred and twenty (120) days following the Sublease Rent Commencement Date to the extent of paid invoices submitted. Each Disbursement Request shall be signed by Subtenant. Sublandlord shall have no obligation to disburse any portion of the Allowance if there is a monetary Event of Default or a materialJanuary 1, non-monetary Event of Default outstanding under the Sublease until such Event of Default is cured. Each Disbursement Request pursuant to this Section 7 must be accompanied by copies of paid invoices as evidenced by unconditional progress waivers from contractors and subcontractors. Notwithstanding the foregoing2013, the final disbursement of the remaining 15% of the Allowance shall be disbursed within thirty (30) days after Subtenant’s written request therefor once Subtenant has substantially completed all to Tenant on a progress payment basis. Proper draw requests submitted by the 20th day of any calendar month shall be paid by the 15th day of the Sublease Alterations following calendar month. Each of Landlord’s progress payments shall be limited to an amount equal to the aggregate amounts theretofore paid by Tenant (as certified by Tenant’s architect) to Tenant’s contractors, subcontractors, material suppliers, and vendors, and which have not been subject to previous disbursements from the Allowance. Tenant shall withhold from its general contractor, and shall require its general contractor to withhold from each subcontractor, a retainage equal to ten percent (10%) of each progress payment made until the Tenant’s Work is fifty percent (50%) complete, and thereafter no further incremental retainage shall be required if the work is being satisfactorily prosecuted. Tenant shall, upon Landlord’s request, provide adequate evidence of such retainage, and in the event that Tenant fails to provide such evidence, then Landlord may withhold an amount equal to the retainage described above. All requests for disbursement of the Allowance, if any, shall be accompanied by (i) certificate signed by Tenant or Tenant’s architect (a) that the sum then requested was paid by Tenant to contractors, subcontractors, materialmen, engineers and other persons who have rendered services or furnished materials in connection with work on the Tenant Work, (b) a complete description of such services and materials and the amounts paid or to be paid to each of such persons in respect thereof, and (c) that the work described in the certificate has been completed substantially in accordance with the approved plans and specificationsspecifications and (ii) paid receipts or such other proof of payment as Landlord shall reasonably require for all such work completed. 3.2 If any of the Allowance is not paid pursuant to subsection 3.1 above, it shall be paid by Landlord to Tenant upon completion of the Tenant's Work, to reimburse Tenant for amounts actually paid by Tenant in connection therewith to Tenant's vendors, suppliers or contractors, provided that Landlord shall have received (i) a certificate in accordance with the requirements of subsection 3.1 above, accompanied by lien waivers satisfactory to Landlord executed by any contractors or subcontractors for whose labor or material Tenant has previously been reimbursed pursuant to subsection 3.1 above, (ii) paid receipts or such other proof of payment as Landlord shall reasonably require evidencing that final payment has been made for all building permits issued materials and labor furnished in connection with the Sublease AlterationsTenant Work, all applicable laws and the terms and provisions of this Section 7. Such final Disbursement Request shall be accompanied by: (i) third-party invoices for costs incurred by Subtenant in constructing the Sublease Alterations; (ii) evidence that Subtenant has paid the invoices for such costs; (iii) final, unconditional lien waivers and mechanics’ lien releases from any contractor or subcontractor who has constructed any portion of Sublease Alterations or any materialman who has supplied materials used or incorporated into any portion of the Sublease Alterations (if applicable), all such waivers and releases to be in the forms prescribed by California Civil Code Section 3262; and (iv) a copy of the a final unconditional certificate of occupancy evidencing that Tenant may commence occupancy of the Premises for the Subleased Premises. All bills all purposes set forth in this Lease if one is required for the Sublease Alterations must be submitted to Sublandlord within six (6) months after the Sublease Rent Commencement Date, and Sublandlord will make no further payments related to the Sublease Alterations after such six (6)-month periodTenant’s occupancy. Any unfunded portion of the Allowance remaining as of December 31, 2013 shall be deemed forfeitedforfeited by Tenant and shall not be applied to future alterations or Rent due under the Lease. Such improvements shall be subject to the provisions of Section 10 of the Lease.