Common use of Base Building Work Clause in Contracts

Base Building Work. 3.01. Landlord shall be responsible for constructing, performing and installing, at its sole cost and expense, (a) all of the work and furnishing all of the items and materials identified on the attached Exhibit A; (b) the new Building curtain wall system in accordance with the specifications set forth on the attached Exhibit A; (c) certain upgrades, supplements, and additions to the HVAC system in the Building described in the proposal from Hollister Construction Services set forth in the attached Exhibit A (collectively the “Supplemental HVAC Work”); and (d) certain parking lot and other base building improvements more fully described on attached Exhibit A (collectively such improvements referenced in clauses (a) - (d) are referred to as the “Base Building Work”). All Base Building Work shall be performed on an “open shop” basis. The Base Building Work shall be completed in a workmanlike manner, consistent with the attached Exhibit A, and will be Substantially Completed on or before the Required Delivery Date, it being agreed that Tenant shall have no right to require any changes to the Base Building Work after the execution and delivery of this Lease by Tenant and Landlord, except for insubstantial changes to the Supplemental HVAC Work and any associated or related changes to any Building systems made on or before April 28, 2016 as a result of the refining of the existing plans and specifications for the Supplemental HVAC Work. Without limitation, the Base Building Work shall include Landlord delivering the Building and Premises compliant with all applicable local and federal laws, ordinances and governmental regulations, including without limitation the Americans with Disabilities Act and all other local access ordinances, use and occupancy ordinances, environmental regulations and fire codes. Notwithstanding any of the foregoing to the contrary, it is the intent of Landlord and Tenant that, other than typical, routine, or usual demolition costs, no unusual or extraordinary costs will need to be incurred by Tenant in order to prepare the Premises prior to construction of the Tenant Improvements, such as by example, and not limitation: asbestos or hazardous substance abatement or removal, cabling removal and the like (collectively “Extraordinary Prep Costs”). Landlord shall be responsible for all Extraordinary Prep Costs, and for promptly and in a workmanlike manner performing any work in connection therewith, all of which shall thereafter be considered part of the Base Building Work. 3.02. The Base Building Work includes the restrooms within the Demised Premises in accordance with the standards set forth in the plans for the Base Building Work. Tenant has requested, and Landlord has agreed, to use certain dividers in the restrooms (the “Upgraded Partitions”) which constitute an upgrade over the metal partitions otherwise contemplated in the plans for the Base Building Work (the “Standard Partitions”). Tenant shall be obligated to pay the difference in cost between the Standard Partitions and the Upgraded Partitions (the “Partition Upgrade Costs”). Tenant shall pay the Partition Upgrade Costs within ten (10) business days after its receipt of an invoice therefor from Landlord together with documentation or other evidence of the Partition Upgrade Costs reasonably acceptable to Tenant. If Tenant fails to pay the Partition Upgrade Costs in full, then the Tenant Improvement Allowance shall be reduced by the amount of the Partition Upgrade Costs that Tenant fails to pay. 3.03. The Base Building Work includes upgrades, supplements, and additions to the Building’s HVAC system and other related systems with the Building in accordance with the proposal set forth in the plans for the Base Building Work. Tenant has requested that Landlord certify that certain U-values will be met by the Building when the Base Building Work and all other related construction activities have concluded in order to insure that the Building’s HVAC system will properly and efficiently function as intended in the Demised Premises. As such, Landlord hereby covenants and promises that at the completion of the Base Building Work and all other related construction activities, the Building will have the following U-values: Curtain Wall Glass U-value: summertime – .26; wintertime – .28 Curtain Wall Glass Solar Heat Gain: .27 Wall U-value: 0.051 Roof U-value: 0.045 3.04. All Base Building work shall be done in a good and workmanlike manner and shall comply at the time of completion with all applicable laws and requirements of the governmental authorities having jurisdiction. 3.05. Notwithstanding anything in this Lease to the contrary, Tenant hereby agrees to pay for two-thirds (2/3) of the total cost of the Supplemental HVAC Work (“Tenant’s Supplemental HVAC Contribution”). Landlord and Tenant acknowledge that, as of the date of this Lease, the Supplemental HVAC Work is anticipated to cost approximately One Hundred Fifty-Seven Thousand Dollars ($157,000). Tenant’s Supplemental HVAC Contribution shall be paid for by reducing the amount of the Tenant Improvement Allowance by an amount equal to Tenant’s Supplemental HVAC Contribution. Promptly following the completion of the Supplemental HVAC Work, Landlord and Tenant shall enter into an agreement (or an amendment to this Lease), in form and substance reasonably satisfactory to both parties, memorializing the total cost of the Supplemental HVAC Work and the resulting reduction in the amount of the Tenant Improvement Allowance; provided, however, the failure to execute and deliver such agreement or amendment shall not impair Landlord’s ability to reduce the Tenant Improvement Allowance by an amount equal to Tenant’s Supplemental HVAC Contribution.

Base Building Work. 3.01. Landlord shall be responsible for constructing, performing and installing, at its sole cost and expense, (a) all perform certain base building modifications to accommodate the demising of the Premises, as further described below, in a good and workmanlike manner, using new materials of first quality, and shall comply with applicable laws and all applicable ordinances, orders and regulations of governmental authorities. The work and furnishing described in the immediately preceding sentence shall be performed in all of the items and materials identified on the attached Exhibit A; (b) the new Building curtain wall system material respects in accordance with the specifications set forth on the scope of work and schematic plan attached as Exhibit A; 7.01 (c) certain upgrades, supplements, and additions to the HVAC system in the Building described in the proposal from Hollister Construction Services set forth in the attached Exhibit A (collectively the “Supplemental HVAC Work”); and (d) certain parking lot and other base building improvements more fully described on attached Exhibit A (collectively such improvements referenced in clauses (a) - (d) are referred to as the “Base Building Work”), provided that Landlord may modify the design of the Base Building Work from time to time (subject to the provisions of the immediately following paragraph) so long as the modification (i) does not affect the utility, quality, or appearance of the Base Building Work in any material respect, (ii) does not materially increase the cost of the Finish Work (except as provided below), (iii) will not materially interfere with Tenant’s use of the Premises, (iv) does not involve a material reduction in the quality of materials to be incorporated in the Base Building Work, (v) will not result in any material diminution of the rentable area of the Premises, and (vi) will not materially and adversely affect the building service systems and equipment serving the Premises (collectively, the “Tenant Approval Not Required Standards”). All In addition to the requirements described in Exhibit 7.01, Landlord’s Base Building Work shall be performed on an “open shop” basis. The Base Building Work further described in final construction documents that shall be completed in a workmanlike manner, consistent with the attached Exhibit A, and will be Substantially Completed on or before the Required Delivery Date, it being agreed that Tenant shall have no right to require any changes to the Base Building Work after the execution and delivery of this Lease by Tenant and Landlord, except for insubstantial changes to the Supplemental HVAC Work and any associated or related changes to any Building systems made on or before April 28, 2016 as a result of the refining of the existing plans and specifications for the Supplemental HVAC Work. Without limitation, the Base Building Work shall include Landlord delivering the Building and Premises compliant with all applicable local and federal laws, ordinances and governmental regulations, including without limitation the Americans with Disabilities Act and all other local access ordinances, use and occupancy ordinances, environmental regulations and fire codes. Notwithstanding any of the foregoing to the contrary, it is the intent of Landlord and Tenant that, other than typical, routine, or usual demolition costs, no unusual or extraordinary costs will need to be incurred by Tenant in order to prepare the Premises prior to construction of the Tenant Improvements, such as by example, and not limitation: asbestos or hazardous substance abatement or removal, cabling removal first class suburban office building and the like (collectively “Extraordinary Prep Costs”). Landlord shall be responsible for all Extraordinary Prep Costs, initial scope of work and for promptly and in a workmanlike manner performing any work in connection therewith, all of which shall thereafter be considered part of the Base Building Work. 3.02. The Base Building Work includes the restrooms within the Demised Premises in accordance with the standards set forth in the plans for the Base Building Work. Tenant has requested, and Landlord has agreed, to use certain dividers in the restrooms (the “Upgraded Partitions”) which constitute an upgrade over the metal partitions otherwise contemplated in the plans schematic plan for the Base Building Work (pursuant to the “Standard Partitions”)schedule for Landlord’s Deadlines set forth on Schedule 2 to Exhibit 7.02, attached. Landlord shall provide Tenant with copies of the construction documents for ▇▇▇▇▇▇’s review and comment. Tenant shall be obligated to pay the difference in cost between the Standard Partitions review and the Upgraded Partitions comment on such plans within five (the “Partition Upgrade Costs”). Tenant shall pay the Partition Upgrade Costs within ten (105) business days after its receipt following the delivery of an invoice therefor from Landlord together with documentation or other evidence of the Partition Upgrade Costs reasonably acceptable such plans to Tenant. If Tenant fails to pay the Partition Upgrade Costs in fullreview and comment on such plans within such five (5) business day period, then the Tenant Improvement Allowance shall be reduced by deemed to have waived its right to comment. From time to time during the amount construction of the Partition Upgrade Costs that Tenant fails to pay. 3.03. The Base Building Work includes upgradesdirectly affecting the Building and the Finish Work, supplements, Landlord shall allow Tenant’s authorized representatives to review and additions make copies of plans and specifications including all changes thereto and generally to review the progress of Landlord Work. Such reviews shall be scheduled so as not to interfere with the conduct of Landlord Work. Tenant shall be provided with copies of all changes or supplements to the Building’s HVAC system and other related systems with the Building in accordance with the proposal set forth in the construction plans for the Base Building Work. Tenant has requested that Landlord certify that certain U-values will be met by the Building Work when the Base Building Work and all other related construction activities have concluded in order same are given to insure that the Building’s HVAC system will properly and efficiently function as intended in the Demised Premises. As such, Landlord hereby covenants and promises that at the completion of the Base Building Work and all other related construction activities, the Building will have the following U-values: Curtain Wall Glass U-value: summertime – .26; wintertime – .28 Curtain Wall Glass Solar Heat Gain: .27 Wall U-value: 0.051 Roof U-value: 0.045 3.04. All Base Building work shall be done in a good and workmanlike manner and shall comply at the time of completion with all applicable laws and requirements of the governmental authorities having jurisdiction. 3.05. Notwithstanding anything in this Lease to the contrary, Tenant hereby agrees to pay for two-thirds (2/3) of the total cost of the Supplemental HVAC Work (“Tenant’s Supplemental HVAC Contribution”). Landlord and Tenant acknowledge that, as of the date of this Lease, the Supplemental HVAC Work is anticipated to cost approximately One Hundred Fifty-Seven Thousand Dollars ($157,000). Tenant’s Supplemental HVAC Contribution shall be paid for by reducing the amount of the Tenant Improvement Allowance by an amount equal to Tenant’s Supplemental HVAC Contribution. Promptly following the completion of the Supplemental HVAC Work, Landlord and Tenant shall enter into an agreement (or an amendment to this Lease), in form and substance reasonably satisfactory to both parties, memorializing the total cost of the Supplemental HVAC Work and the resulting reduction in the amount of the Tenant Improvement Allowance; provided, however, the failure to execute and deliver such agreement or amendment shall not impair Landlord’s ability to reduce the Tenant Improvement Allowance by an amount equal to Tenant’s Supplemental HVAC Contributioncontractor.

Base Building Work. 3.01. Landlord shall be responsible for constructing, performing and installing, at its sole cost and expense, (a) all perform certain base building modifications to accommodate the demising of the Premises, as further described below, in a good and workmanlike manner, using new materials of first quality, and shall comply with applicable laws and all applicable ordinances, orders and regulations of governmental authorities. The work and furnishing described in the immediately preceding sentence shall be performed in all of the items and materials identified on the attached Exhibit A; (b) the new Building curtain wall system material respects in accordance with the specifications set forth on the scope of work and schematic plan attached as Exhibit A; 7.01 (c) certain upgrades, supplements, and additions to the HVAC system in the Building described in the proposal from Hollister Construction Services set forth in the attached Exhibit A (collectively the “Supplemental HVAC Work”); and (d) certain parking lot and other base building improvements more fully described on attached Exhibit A (collectively such improvements referenced in clauses (a) - (d) are referred to as the “Base Building Work”), provided that Landlord may modify the design of the Base Building Work from time to time (subject to the provisions of the immediately following paragraph) so long as the modification (i) does not affect the utility, quality, or appearance of the Base Building Work in any material respect, (ii) does not materially increase the cost of the Finish Work (except as provided below), (iii) will not materially interfere with Tenant’s use of the Premises, (iv) does not involve a material reduction in the quality of materials to be incorporated in the Base Building Work, (v) will not result in any material diminution of the rentable area of the Premises, and (vi) will not materially and adversely affect the building service systems and equipment serving the Premises (collectively, the “Tenant Approval Not Required Standards”). All In addition to the requirements described in Exhibit 7.01, Landlord’s Base Building Work shall be performed on an “open shop” basis. The Base Building Work further described in final construction documents that shall be completed in a workmanlike manner, consistent with the attached Exhibit A, and will be Substantially Completed on or before the Required Delivery Date, it being agreed that Tenant shall have no right to require any changes to the Base Building Work after the execution and delivery of this Lease by Tenant and Landlord, except for insubstantial changes to the Supplemental HVAC Work and any associated or related changes to any Building systems made on or before April 28, 2016 as a result of the refining of the existing plans and specifications for the Supplemental HVAC Work. Without limitation, the Base Building Work shall include Landlord delivering the Building and Premises compliant with all applicable local and federal laws, ordinances and governmental regulations, including without limitation the Americans with Disabilities Act and all other local access ordinances, use and occupancy ordinances, environmental regulations and fire codes. Notwithstanding any of the foregoing to the contrary, it is the intent of Landlord and Tenant that, other than typical, routine, or usual demolition costs, no unusual or extraordinary costs will need to be incurred by Tenant in order to prepare the Premises prior to construction of the Tenant Improvements, such as by example, and not limitation: asbestos or hazardous substance abatement or removal, cabling removal first class suburban office building and the like (collectively “Extraordinary Prep Costs”). Landlord shall be responsible for all Extraordinary Prep Costs, initial scope of work and for promptly and in a workmanlike manner performing any work in connection therewith, all of which shall thereafter be considered part of the Base Building Work. 3.02. The Base Building Work includes the restrooms within the Demised Premises in accordance with the standards set forth in the plans for the Base Building Work. Tenant has requested, and Landlord has agreed, to use certain dividers in the restrooms (the “Upgraded Partitions”) which constitute an upgrade over the metal partitions otherwise contemplated in the plans schematic plan for the Base Building Work (pursuant to the “Standard Partitions”)schedule for Landlord’s Deadlines set forth on Schedule 2 to Exhibit 7.02, attached. Landlord shall provide Tenant with copies of the construction documents for Tenant’s review and comment. Tenant shall be obligated to pay the difference in cost between the Standard Partitions review and the Upgraded Partitions comment on such plans within five (the “Partition Upgrade Costs”). Tenant shall pay the Partition Upgrade Costs within ten (105) business days after its receipt following the delivery of an invoice therefor from Landlord together with documentation or other evidence of the Partition Upgrade Costs reasonably acceptable such plans to Tenant. If Tenant fails to pay the Partition Upgrade Costs in fullreview and comment on such plans within such five (5) business day period, then the Tenant Improvement Allowance shall be reduced by deemed to have waived its right to comment. From time to time during the amount construction of the Partition Upgrade Costs that Tenant fails to pay. 3.03. The Base Building Work includes upgradesdirectly affecting the Building and the Finish Work, supplements, Landlord shall allow Tenant’s authorized representatives to review and additions make copies of plans and specifications including all changes thereto and generally to review the progress of Landlord Work. Such reviews shall be scheduled so as not to interfere with the conduct of Landlord Work. Tenant shall be provided with copies of all changes or supplements to the Building’s HVAC system and other related systems with the Building in accordance with the proposal set forth in the construction plans for the Base Building Work. Tenant has requested that Landlord certify that certain U-values will be met by the Building Work when the Base Building Work and all other related construction activities have concluded in order same are given to insure that the Building’s HVAC system will properly and efficiently function as intended in the Demised Premises. As such, Landlord hereby covenants and promises that at the completion of the Base Building Work and all other related construction activities, the Building will have the following U-values: Curtain Wall Glass U-value: summertime – .26; wintertime – .28 Curtain Wall Glass Solar Heat Gain: .27 Wall U-value: 0.051 Roof U-value: 0.045 3.04. All Base Building work shall be done in a good and workmanlike manner and shall comply at the time of completion with all applicable laws and requirements of the governmental authorities having jurisdiction. 3.05. Notwithstanding anything in this Lease to the contrary, Tenant hereby agrees to pay for two-thirds (2/3) of the total cost of the Supplemental HVAC Work (“Tenant’s Supplemental HVAC Contribution”). Landlord and Tenant acknowledge that, as of the date of this Lease, the Supplemental HVAC Work is anticipated to cost approximately One Hundred Fifty-Seven Thousand Dollars ($157,000). Tenant’s Supplemental HVAC Contribution shall be paid for by reducing the amount of the Tenant Improvement Allowance by an amount equal to Tenant’s Supplemental HVAC Contribution. Promptly following the completion of the Supplemental HVAC Work, Landlord and Tenant shall enter into an agreement (or an amendment to this Lease), in form and substance reasonably satisfactory to both parties, memorializing the total cost of the Supplemental HVAC Work and the resulting reduction in the amount of the Tenant Improvement Allowance; provided, however, the failure to execute and deliver such agreement or amendment shall not impair Landlord’s ability to reduce the Tenant Improvement Allowance by an amount equal to Tenant’s Supplemental HVAC Contributioncontractor.

Base Building Work. 3.01. Landlord shall be responsible for constructing, performing and installing, at its sole cost and expense, (a) Landlord shall perform the Base Building Work in a good and workmanlike manner using new, first class materials, in accordance with all of the work Legal Requirements, and furnishing all of the items and materials identified on the attached Exhibit A; (b) the new Building curtain wall system substantially in accordance with the specifications set forth on Base Building Plans. Landlord reserves the attached Exhibit A; (c) certain upgrades, supplements, and additions right to the HVAC system make changes in the Base Building described Work from time to time as Landlord deems necessary and/or appropriate in order to complete the proposal from Hollister Construction Services set forth in performance of the attached Exhibit A (collectively the “Supplemental HVAC Work”); and (d) certain parking lot and other base building improvements more fully described on attached Exhibit A (collectively such improvements referenced in clauses (a) - (d) are referred to as the “Base Building Work”). All Base Building Work shall be performed on an “open shop” basis. The Base Building Work shall be completed in a workmanlike mannerWithout limiting the generality of the foregoing, consistent with the attached Exhibit A, Landlord may substitute materials to minimize delays and will be Substantially Completed on or before the Required Delivery Date, it being agreed that Tenant shall have no right to require any Landlord may make such changes to the Base Building Work after Plans as Landlord deems necessary or appropriate in light of actual conditions, provided that no such changes or substitutions of materials shall decrease the execution and delivery of this Lease by Tenant and Landlord, except for insubstantial changes to the Supplemental HVAC Work and any associated or related changes to any Building systems made on or before April 28, 2016 as a result quality of the refining of the existing plans materials, fixtures and specifications for the Supplemental HVAC Work. Without limitation, the Base Building Work shall include Landlord delivering the Building and Premises compliant with all applicable local and federal laws, ordinances and governmental regulations, including without limitation the Americans with Disabilities Act and all other local access ordinances, use and occupancy ordinances, environmental regulations and fire codes. Notwithstanding any of the foregoing to the contrary, it is the intent of Landlord and Tenant that, other than typical, routine, or usual demolition costs, no unusual or extraordinary costs will need to be incurred by Tenant devices used in order to prepare the Premises prior to construction of the Tenant Improvements, such as by example, and not limitation: asbestos or hazardous substance abatement or removal, cabling removal and the like (collectively “Extraordinary Prep Costs”). Landlord shall be responsible for all Extraordinary Prep Costs, and for promptly and in a workmanlike manner performing any work in connection therewith, all of which shall thereafter be considered part of the Base Building Work. 3.02. The Base Building Work includes (b) Landlord shall achieve Partial Completion (with respect to both the restrooms within the Demised Original Premises in accordance with the standards set forth in the plans for the Base Building Work. Tenant has requested, and Landlord has agreed, to use certain dividers in the restrooms (the “Upgraded Partitions”) which constitute an upgrade over the metal partitions otherwise contemplated in the plans for the Base Building Work (the “Standard Partitions”). Tenant shall be obligated to pay the difference in cost between the Standard Partitions and the Upgraded Partitions (First Additional Premises) not later than January 10, 2003, subject to extension for delays beyond the “Partition Upgrade Costs”)reasonable control of Landlord. Tenant shall pay the Partition Upgrade Costs within ten (10) business days after its receipt of an invoice therefor from After Landlord together with documentation or other evidence of the Partition Upgrade Costs reasonably acceptable to Tenant. If Tenant fails to pay the Partition Upgrade Costs in full, then the Tenant Improvement Allowance shall be reduced by the amount of the Partition Upgrade Costs that Tenant fails to pay. 3.03. The Base Building Work includes upgrades, supplements, and additions to the Building’s HVAC system and other related systems with the Building in accordance with the proposal set forth in the plans for the Base Building Work. Tenant has requested that Landlord certify that certain U-values will be met by the Building when the Base Building Work and all other related construction activities have concluded in order to insure that the Building’s HVAC system will properly and efficiently function as intended in the Demised Premises. As such, Landlord hereby covenants and promises that at the completion achieves Partial Completion of the Base Building Work and all other related construction activitiesTenant commences Tenant's Work, Landlord will cause its contractor to coordinate the Building will have continuing performance of the following U-values: Curtain Wall Glass U-value: summertime – .26; wintertime – .28 Curtain Wall Glass Solar Heat Gain: .27 Wall U-value: 0.051 Roof U-value: 0.045 3.04. All Base Building work Work with the performance of Tenant's Work in order that Tenant's Work may proceed continuously and without material interference. (c) Landlord shall achieve Substantial Completion not later than the Commencement Date. Tenant's taking possession of the Premises for purposes of conducting Tenant's business shall be done conclusive evidence, as against Tenant, that Landlord has achieved Substantial Completion, in substantial accordance with the Base Building Plans when Tenant took possession, except for punch list items on a good and workmanlike manner and shall comply at the time of completion with all applicable laws and requirements of the governmental authorities having jurisdiction. 3.05. Notwithstanding anything in this Lease to the contrary, Tenant hereby agrees to pay for two-thirds list signed by both parties within thirty (2/330) of the total cost of the Supplemental HVAC Work (“Tenant’s Supplemental HVAC Contribution”)days after Substantial Completion. Landlord and Tenant acknowledge that, as of shall complete all punch list items within thirty (30) days after the date of this Lease, the Supplemental HVAC punch list. Landlord warrants to Tenant that the Base Building Work is anticipated to cost approximately One Hundred Fifty-Seven Thousand Dollars ($157,000). Tenant’s Supplemental HVAC Contribution shall be paid free from defects in workmanship and materials. Tenant shall deemed to have waived any claim under such warranty except for by reducing such matters of which Tenant advises Landlord in writing on or before the amount first anniversary of the Commencement Date. Except for the warranty specifically set forth above in this Section 3.1(c), Landlord disclaims any and all warranties with respect to the Base Building Work. Landlord shall assign to Tenant Improvement Allowance any warranties made by an amount equal contractors or material suppliers to Tenant’s Supplemental HVAC Contribution. Promptly following or for the completion benefit of Landlord with respect to the Base Building Work, including but not limited to any warranty made to or for the benefit of Landlord with respect to the roof of the Supplemental HVAC Work, Landlord and Tenant shall enter into an agreement (or an amendment to this Lease), in form and substance reasonably satisfactory to both parties, memorializing the total cost of the Supplemental HVAC Work and the resulting reduction in the amount of the Tenant Improvement Allowance; provided, however, the failure to execute and deliver such agreement or amendment shall not impair Landlord’s ability to reduce the Tenant Improvement Allowance by an amount equal to Tenant’s Supplemental HVAC ContributionBuilding.

Base Building Work. 3.01. Landlord and Tenant understand and acknowledge that the attached description and plan (“Landlord’s Work”) represent the complete agreement of Landlord’s obligation to Tenant in terms of Tenant Improvements to the Premises. (a) Prior to the Commencement Date, Landlord at Landlord’s expense, shall supply, construct and install all of the improvements to the Leased Premises as specified and in accordance with Schedule 1, attached hereto and made a part hereof (“Landlord’s Work”), provided however that Landlord shall not be responsible for constructingthe cost of Landlord’s Work which exceeds $200,000(collectively, performing and installing, at its sole cost and expense, (a) all of the work and furnishing all of the items and materials identified on the attached Exhibit A; “Leasehold Improvement Allowance”). (b) In the new Building curtain wall system in accordance with event that Landlord’s Work will reasonably exceed the specifications set forth on the attached Exhibit A; (cLeasehold Improvement Allowance, Landlord shall present Tenant, for Landlord’s approval, a cost estimate for Landlord’s Work as well as all bid(s) certain upgrades, supplements, and additions submitted to the HVAC system in the Building described in the proposal from Hollister Construction Services set forth in the attached Exhibit A (collectively the “Supplemental HVAC Landlord for Landlord’s Work”); and (d) certain parking lot and other base building improvements more fully described on attached Exhibit A (collectively such improvements referenced in clauses (a) - (d) are referred to as the “Base Building Work”). All Base Building Work shall be performed on an “open shop” basis. The Base Building Work shall be completed in a workmanlike manner, consistent with the attached Exhibit A, and will be Substantially Completed on or before the Required Delivery Date, it being agreed that Tenant shall have no right the right, subject to require any changes Landlord’s consent, which shall not be unreasonably withheld, to the Base Building Work after the execution and delivery have a contractor of this Lease its choice bid on Landlord’s Work. That amount so approved by Tenant and spent by Landlord on Landlord, except for insubstantial changes to the Supplemental HVAC ’s Work and any associated or related changes to any Building systems made on or before April 28, 2016 as a result which is in excess of the refining Leasehold Improvement Allowance, up to a maximum of $20,000 shall constitute the existing plans and specifications for the Supplemental HVAC Work“Additional Improvement Allowance”. Without limitation, the Base Building Work shall include If Tenant approves Landlord delivering the Building and Premises compliant with all applicable local and federal laws, ordinances and governmental regulations, including without limitation the Americans with Disabilities Act and all other local access ordinances, use and occupancy ordinances, environmental regulations and fire codes. Notwithstanding to spend any of the foregoing Additional Improvement Allowance, Tenant will reimburse Landlord the amount spent up to the contrary, it is the intent of Landlord and Tenant that, other than typical, routine, or usual demolition costs, no unusual or extraordinary costs will need to be incurred by Tenant in order to prepare the Premises prior to construction maximum within thirty (30) days of the Tenant Improvements, receipt of documentation of the expenditure by Landlord of such as by example, and not limitation: asbestos or hazardous substance abatement or removal, cabling removal excess cost. In the event Landlord’s Work exceeds an amount in excess of Leasehold Improvement Allowance and the like (collectively “Extraordinary Prep Costs”). Landlord shall Additional Improvement Allowance, Tenant will be solely responsible for all Extraordinary Prep Costs, the expenditure and for promptly and in a workmanlike manner performing any work in connection therewith, all payment of which shall thereafter be considered part of the Base Building Worksuch excess cost. 3.02. The Base Building Work includes the restrooms within the Demised Premises in accordance with the standards set forth in the plans for the Base Building Work. Tenant has requested, and Landlord has agreed, to use certain dividers in the restrooms (the “Upgraded Partitions”) which constitute an upgrade over the metal partitions otherwise contemplated in the plans for the Base Building Work (the “Standard Partitions”). Tenant shall be obligated to pay the difference in cost between the Standard Partitions and the Upgraded Partitions (the “Partition Upgrade Costs”). Tenant shall pay the Partition Upgrade Costs within ten (10) business days after its receipt of an invoice therefor from Landlord together with documentation or other evidence of the Partition Upgrade Costs reasonably acceptable to Tenant. If Tenant fails to pay the Partition Upgrade Costs in full, then the Tenant Improvement Allowance shall be reduced by the amount of the Partition Upgrade Costs that Tenant fails to pay. 3.03. The Base Building Work includes upgrades, supplements, and additions to the Building’s HVAC system and other related systems with the Building in accordance with the proposal set forth in the plans for the Base Building Work. Tenant has requested that Landlord certify that certain U-values will be met by the Building when the Base Building Work and all other related construction activities have concluded in order to insure that the Building’s HVAC system will properly and efficiently function as intended in the Demised Premises. As such, Landlord hereby covenants and promises that at the completion of the Base Building Work and all other related construction activities, the Building will have the following U-values: Curtain Wall Glass U-value: summertime – .26; wintertime – .28 Curtain Wall Glass Solar Heat Gain: .27 Wall U-value: 0.051 Roof U-value: 0.045 3.04. All Base Building work shall be done in a good and workmanlike manner and shall comply at the time of completion with all applicable laws and requirements of the governmental authorities having jurisdiction. 3.05. Notwithstanding anything in this Lease to the contrary, Tenant hereby agrees to pay for two-thirds (2/3) of the total cost of the Supplemental HVAC Work (“Tenant’s Supplemental HVAC Contribution”). Landlord and Tenant acknowledge that, as of the date of this Lease, the Supplemental HVAC Work is anticipated to cost approximately One Hundred Fifty-Seven Thousand Dollars ($157,000). Tenant’s Supplemental HVAC Contribution shall be paid for by reducing the amount of the Tenant Improvement Allowance by an amount equal to Tenant’s Supplemental HVAC Contribution. Promptly following the completion of the Supplemental HVAC Work, Landlord and Tenant shall enter into an agreement (or an amendment to this Lease), in form and substance reasonably satisfactory to both parties, memorializing the total cost of the Supplemental HVAC Work and the resulting reduction in the amount of the Tenant Improvement Allowance; provided, however, the failure to execute and deliver such agreement or amendment shall not impair Landlord’s ability to reduce the Tenant Improvement Allowance by an amount equal to Tenant’s Supplemental HVAC Contribution.

Base Building Work. 3.01. Landlord shall Attached to the Lease as Exhibit B-2 are a space plan and detailed scope showing certain base building work to be responsible for constructing, performing and installingperformed by Landlord, at its sole Landlord’s cost and expense, (a) expense and subject to Landlord first obtaining all of the work and furnishing all of the items and materials identified on the attached Exhibit A; (b) the new Building curtain wall system in accordance with the specifications set forth on the attached Exhibit A; (c) certain upgrades, supplements, and additions to the HVAC system in the Building described in the proposal from Hollister Construction Services set forth in the attached Exhibit A (collectively the “Supplemental HVAC Work”); and (d) certain parking lot necessary building and other base building improvements more fully described on attached Exhibit A permits and governmental approvals required to perform such work, in order to prepare the Premises for Tenant’s occupancy (collectively such improvements referenced in clauses (a) - (d) are work being hereinafter referred to as the “Base Building Work”). All For the purposes of the Lease, the term “Base Building Work” shall mean all labor, materials and other work necessary for the construction of the improvements described in Exhibit B-2; provided, however, that Landlord shall have no responsibility as part of the Base Building Work shall be performed on an “open shop” basisfor the installation or connection of Tenant’s computer, telephone, other communication equipment, systems or wiring. The Base Building Work together with the Tenant Improvement Work (as defined below in Section 1.1(B)(1) of this Exhibit B-1) shall be completed collectively referred to herein as “Landlord’s Work.” Landlord shall use commercially reasonable efforts to obtain all necessary building and other permits and governmental approvals required in a workmanlike manner, consistent connection with the attached Exhibit A, and will be Substantially Completed on or before the Required Delivery Date, it being agreed that Tenant shall have no right to require any changes to the Base Building Work after the execution and delivery of this Lease by Tenant and Landlord, except for insubstantial changes to the Supplemental HVAC Work and any associated or related changes to any Building systems made on or before April 28, 2016 as a result of the refining of the existing plans and specifications for the Supplemental HVAC Work. Without limitationHowever, the Base Building Work shall include if for any reason whatsoever outside of Landlord’s reasonable control, Landlord delivering the Building and Premises compliant with all applicable local and federal laws, ordinances and is unable to obtain any permit or governmental regulations, including without limitation the Americans with Disabilities Act and all other local access ordinances, use and occupancy ordinances, environmental regulations and fire codes. Notwithstanding approval required to construct any of the foregoing to the contrary, it is the intent of Landlord and Tenant that, other than typical, routine, or usual demolition costs, no unusual or extraordinary costs will need to be incurred by Tenant in order to prepare the Premises prior to construction of the Tenant Improvements, such as by example, and not limitation: asbestos or hazardous substance abatement or removal, cabling removal and the like (collectively “Extraordinary Prep Costs”). Landlord shall be responsible for all Extraordinary Prep Costs, and for promptly and in a workmanlike manner performing any work in connection therewith, all of which shall thereafter be considered part component of the Base Building Work. 3.02. The , then (i) Landlord shall be released from the obligation to construct and finish such component of the Base Building Work includes pursuant to this Section 1.1(A)(1); (ii) Landlord and Tenant shall identify additional improvements or incentives of equivalent value to replace the restrooms within the Demised Premises in accordance with the standards set forth in the plans for the Base Building Work. Tenant has requested, and Landlord has agreed, to use certain dividers in the restrooms (the “Upgraded Partitions”eliminated component(s) which constitute an upgrade over the metal partitions otherwise contemplated in the plans for of the Base Building Work (the “Standard PartitionsAlternate Base Building Work”). Tenant shall be obligated to pay the difference in cost between the Standard Partitions and the Upgraded Partitions (the “Partition Upgrade Costs”). Tenant shall pay the Partition Upgrade Costs within ten (10) business days after its receipt of an invoice therefor from Landlord together with documentation or other evidence of the Partition Upgrade Costs reasonably acceptable to Tenant. If Tenant fails to pay the Partition Upgrade Costs in full, then the Tenant Improvement Allowance shall be reduced by the amount of the Partition Upgrade Costs that Tenant fails to pay. 3.03. The which Alternate Base Building Work includes upgrades, supplements, and additions to the Building’s HVAC system and other related systems with the Building (if any) shall be completed in accordance with the proposal set forth in the plans for the Base Building Work. a schedule mutually agreed upon by Tenant has requested that and Landlord certify that certain U-values will and may be met by the Building when the Base Building Work and all other related construction activities have concluded in order to insure that the Building’s HVAC system will properly and efficiently function as intended in the Demised Premises. As such, Landlord hereby covenants and promises that at the completed after substantial completion of the Base Building Work and all other related construction activities, the Building will have the following U-values: Curtain Wall Glass U-value: summertime – .26; wintertime – .28 Curtain Wall Glass Solar Heat Gain: .27 Wall U-value: 0.051 Roof U-value: 0.045 3.04. All Base Building work shall be done in a good and workmanlike manner and shall comply at the time remainder of completion with all applicable laws and requirements of the governmental authorities having jurisdiction. 3.05. Notwithstanding anything in this Lease to the contrary, Tenant hereby agrees to pay for two-thirds (2/3) of the total cost of the Supplemental HVAC Work (“Tenant’s Supplemental HVAC Contribution”). Landlord and Tenant acknowledge that, as of the date of this Lease, the Supplemental HVAC Work is anticipated to cost approximately One Hundred Fifty-Seven Thousand Dollars ($157,000). Tenant’s Supplemental HVAC Contribution shall be paid for by reducing the amount of the Tenant Improvement Allowance by an amount equal to Tenant’s Supplemental HVAC Contribution. Promptly following the completion of the Supplemental HVAC Work, Landlord and Tenant shall enter into an agreement (or an amendment to this Lease), in form and substance reasonably satisfactory to both parties, memorializing the total cost of the Supplemental HVAC Work and the resulting reduction in the amount of the Tenant Improvement Allowance; provided, however, the failure to execute and deliver such agreement or amendment shall not impair Landlord’s ability to reduce Work; and (iii) the Tenant Improvement Allowance by an amount equal to Tenant’s Supplemental HVAC ContributionLease shall otherwise continue in full force and effect for the Premises.

Base Building Work. 3.01. Landlord shall be responsible has delivered to Tenant the existing construction drawings and specifications ("Landlord's Preliminary Plans") for constructing(i) the shell, performing elevators and installingstairwells of the Building, at its sole cost including a stairway and expensemezzanine railing within Tenant's main public entranceway in the Building, (aii) all of the work primary plumbing (with a two inch (2") water line), sprinklers and furnishing all of the items and materials identified on the attached Exhibit A; electric power facilities, (biii) the new parking areas, loading docks and truck courts, and (iv) any other items necessary to construct the Building, other than Tenant's Leasehold Improvements and Reserved Work (if any). Landlord's Preliminary Plans shall also include plans for the installation of insulation in the roof deck to provide insulation over the entire roof area within the Building curtain wall system shell in accordance with the specifications set forth on in EXHIBIT "F" attached hereto (which will eliminate the attached Exhibit A; (c) certain upgrades, supplements, and additions need to insulate the HVAC system perimeter walls in the Building described in required to be insulated by the proposal from Hollister Construction Services set forth in current City of Austin Energy Code if the attached Exhibit A (collectively interior space is air conditioned), construction of interior stairwells to connect the “Supplemental HVAC Work”); mezzanine to the ground floor as required by law and (d) certain parking lot Tenant's reasonable requirements, and other base building improvements more fully described one elevator to provide passenger service between the ground floor and the mezzanine level. The work required to be accomplished as shown on attached Exhibit A (collectively such improvements referenced in clauses (a) - (d) are Landlord's Preliminary Plans is herein referred to as the “"Base Building Work”). All " and the improvements to be constructed pursuant thereto are herein referred to as the "Base Building." Landlord shall, at its expense, promptly proceed with due diligence to erect and construct the Building Work shall be performed on an “open shop” basis. The Base Building Work shall be completed in a workmanlike manner, consistent with and the attached Exhibit A, parking areas and will be Substantially Completed on or before the Required Delivery Date, it being agreed that Tenant shall have no right to require any changes to perform the Base Building Work after the execution and delivery of this Lease by Tenant and Landlord, except for insubstantial changes to the Supplemental HVAC Work and any associated or related changes to any Building systems made on or before April 28, 2016 as a result of the refining of the existing plans and specifications for the Supplemental HVAC Work. Without limitation, the Base Building Work shall include Landlord delivering the Building and Premises compliant with all applicable local and federal laws, ordinances and governmental regulations, including without limitation the Americans with Disabilities Act and all other local access ordinances, use and occupancy ordinances, environmental regulations and fire codes. Notwithstanding any of the foregoing to the contrary, it is the intent of Landlord and Tenant that, other than typical, routine, or usual demolition costs, no unusual or extraordinary costs will need to be incurred by Tenant in order to prepare the Premises prior to construction of the Tenant Improvements, such as by example, and not limitation: asbestos or hazardous substance abatement or removal, cabling removal and the like (collectively “Extraordinary Prep Costs”). Landlord shall be responsible for all Extraordinary Prep Costs, and for promptly and in a workmanlike manner performing any work in connection therewith, all of which shall thereafter be considered part of the Base Building Work. 3.02. The Base Building Work includes the restrooms within the Demised Premises substantially in accordance with the standards set forth in the plans for the Base Building Work. Tenant has requested, and Landlord has agreed, to use certain dividers in the restrooms Landlord's Final Plans (the “Upgraded Partitions”) which constitute an upgrade over the metal partitions otherwise contemplated in the plans for the Base Building Work (the “Standard Partitions”as defined below). Tenant shall be obligated to pay the difference in cost between the Standard Partitions and the Upgraded Partitions (the “Partition Upgrade Costs”). Tenant shall pay the Partition Upgrade Costs within ten (10) business days after its receipt of an invoice therefor from Landlord together with documentation or other evidence of the Partition Upgrade Costs reasonably acceptable to Tenant. If Tenant fails to pay the Partition Upgrade Costs in full, then the Tenant Improvement Allowance shall be reduced by the amount of the Partition Upgrade Costs that Tenant fails to pay. 3.03. The Base Building Work includes upgrades, supplements, and additions to the Building’s HVAC system and other related systems with the Building in accordance with the proposal set forth in the plans for the Base Building Work. Tenant has requested that Landlord certify that certain U-values will be met by the Building when the Base Building Work and all other related construction activities have concluded in order to insure that the Building’s HVAC system will properly and efficiently function as intended in the Demised Premises. As such, Landlord hereby covenants and promises that at the completion of the Base Building Work and all other related construction activities, the Building will have the following U-values: Curtain Wall Glass U-value: summertime – .26; wintertime – .28 Curtain Wall Glass Solar Heat Gain: .27 Wall U-value: 0.051 Roof U-value: 0.045 3.04. All Base Building work shall be done in a good and workmanlike manner and shall comply at the time of completion with all applicable laws and requirements of the governmental authorities having jurisdiction. 3.05. Notwithstanding anything in this Lease to the contrary, Tenant hereby agrees to pay for two-thirds (2/3) of the total cost of the Supplemental HVAC Work (“Tenant’s Supplemental HVAC Contribution”). Landlord and Tenant acknowledge that, as of the date of this Lease, the Supplemental HVAC Work is anticipated to cost approximately One Hundred Fifty-Seven Thousand Dollars ($157,000). Tenant’s Supplemental HVAC Contribution shall be paid for by reducing the amount of the Tenant Improvement Allowance by an amount equal to Tenant’s Supplemental HVAC Contribution. Promptly following the completion of the Supplemental HVAC Work, Landlord and Tenant shall enter into an agreement (or an amendment to this Lease), in form and substance reasonably satisfactory to both parties, memorializing the total cost of the Supplemental HVAC Work and the resulting reduction in the amount of the Tenant Improvement Allowance; provided, however, Tenant shall be liable for the failure costs of installing electric power facilities to execute the Building which exceed $47,780.00. All such work shall be performed by Landlord in a first-class, workmanlike manner, and deliver such agreement or amendment shall not impair Landlord’s ability to reduce in compliance with all applicable laws, ordinances, rules and regulations (including, without limitation, the Tenant Improvement Allowance by an amount equal to Americans with Disabilities Act) of any authority having jurisdiction over the Building, the Premises, the Project, Landlord and/or Tenant’s Supplemental HVAC Contribution.