Common use of Expansion Space Improvement Allowance Clause in Contracts

Expansion Space Improvement Allowance. Lessor shall provide to Lessee, to be used for the costs to design and construct the Expansion Space Improvements, an “Expansion Space Improvement Allowance” of $20.00 per RSF of the 11th and 13th Floor Expansion Space (“Expansion Spaces”); provided that, if the actual 11th Floor Expansion Space Commencement Date occurs on or after January 1, 2018, then the Expansion Space Improvement Allowance allocable to the 11th Floor Expansion Space only shall be reduced to be equal to $2.00 per RSF of the 11th Floor Expansion Space for each year of the then-remaining Term of the Lease between such actual 11th Floor Expansion Space Commencement Date and December 31, 2027, prorated for partial years. The aforementioned Expansion Space Improvement Allowance shall be spent only on permanent improvements including architectural and engineering fees related to the Expansion Spaces based upon mutually approved plans and specifications as described in Section 6 above. In the event, the total Expansion Space Improvement Allowance is not spent on the Expansion Spaces, Lessee shall have the option of applying any balance towards improvements desired by it and approved by Lessor as and to the extent required by the Lease on other portions of the Leased Premises in the Building. Payment of the Expansion Space Improvement Allowance shall be requested by Lessee promptly following completion of the Expansion Space Improvements, and payment shall be made within thirty (30) days after the request of Lessee, provided that Lessee is not then in default under the Lease. Lessor shall pay the Expansion Space Improvement Allowance when all of the following additional criteria have been satisfied: (i) Lessee has performed all the Expansion Space Improvements in accordance with the approved plans and specifications and in accordance with all other applicable provisions of the Lease and this Amendment, including, but not limited to, the completion of all punchlist items; (ii) Lessee has furnished Lessor (A) an affidavit from Lessee listing all contractors and suppliers whom Lessee has contracted with in connection with the Expansion Space Improvements, together with the cost of each contract, and (B) an affidavit from Lessee’s general contractor listing all subcontractors and suppliers whom the general contractor has contracted with in connection with the Expansion Space Improvements, together with the cost of each contract; (iii) Lessee has obtained a certificate of occupancy, permit signoff, or other applicable government approval permitting the respective Expansion Space to be legally occupied; (iv) Lessee has fully paid for all of the Expansion Space Improvements and has furnished to Lessor a certificate from an officer of Lessee stating that all of the Expansion Space Improvements have been paid for and setting forth the total amount that was spent on the Expansion Space Improvements; (v) Lessee has furnished Lessor original, valid, unconditional mechanic’s lien releases from the general and all other contractors and suppliers who performed the Expansion Space Improvements or furnished supplies for or in connection with Expansion Space Improvements (including all parties listed in the affidavits referenced above) covering all of the Expansion Space Improvements and such other evidence as Lessor may reasonably request to evidence that no liens can arise from the Expansion Space Improvements; HomeStreet Bank / USLLC Twenty-Third Amendment to Lease (vi) Lessee has provided a receipt of an Air Balance Report if reasonably required by Lessor due to the scope of work performed; (vii) Lessee has provided to Lessor an updated diskette of Lessee’s as-built drawings for the Expansion Space Improvements; (viii) Lessee shall not be in default under the Lease beyond any applicable cure period; and (ix) Lessee shall have executed and delivered to Lessor an estoppel certificate stating, in part, that Lessee reserves no rights for claims, offsets, or back-charges.

Expansion Space Improvement Allowance. Lessor Landlord shall provide ------------------------------------- to Lessee, to be used Tenant a leasehold improvement allowance for each of the costs to design and construct the First Expansion Space Improvements, an “and the Second Expansion Space Improvement Allowance” of $20.00 per RSF of the 11th and 13th Floor Expansion Space (“Expansion Spaces”); provided that, if the actual 11th Floor Expansion Space Commencement Date occurs on or after January 1, 2018, then the Expansion Space Improvement Allowance allocable to the 11th Floor Expansion Space only shall be reduced to be equal to $2.00 3.50 per RSF rentable square foot for each Lease Year remaining in the initial term of this Lease as of the 11th Floor Expansion Space for each year of the then-remaining Term of the Lease between such actual 11th Floor Expansion Space Commencement Date and December 31, 2027, prorated for partial years. The aforementioned Expansion Space Improvement Allowance shall be spent only on permanent improvements including architectural and engineering fees related expected commencement date with respect to the Expansion Spaces based upon mutually approved plans and specifications as described lease of such additional space in Section 6 above. In the event, the total Expansion Space Improvement Allowance is respect of which Tenant does not spent on the Expansion Spaces, Lessee shall have the option to terminate this Lease pursuant to Section 3.8 hereof, subject to Tenant's right to waive the provisions of applying any balance towards improvements desired by it and approved by Lessor as and Section 3.8 hereof described below in this section. By way of example only, if Tenant elects to lease an additional 6,000 rentable square feet on the extent required second floor of the west wing following the second Lease Year, then Landlord shall provide a leasehold improvement allowance of $3.50 multiplied by the number of years remaining in the term of this Lease on other portions in respect of which Tenant does not have an option to terminate this Lease pursuant to Section 3.8 hereof; provided, however, that if Tenant waives the provisions of Section 3.8 hereof, then Landlord shall provide a leasehold improvement allowance of $3.50 multiplied by the number of years remaining in the initial term of this Lease (exclusive of renewal terms). Notwithstanding the foregoing, Landlord shall not be obligated to provide a leasehold improvement allowance in respect of any portion of the Leased Premises in the Building. Payment of the First Expansion Space Improvement Allowance shall be requested by Lessee promptly following completion of the or Second Expansion Space Improvements, and payment shall be made within thirty in which leasehold improvements (30) days after the request of Lessee, provided that Lessee is not then in default under the Lease. Lessor shall pay the Expansion Space Improvement Allowance when all of the following additional criteria have been satisfied: (i) Lessee has performed all the Expansion Space Improvements in accordance consistent with the approved plans and specifications and in accordance with all other applicable provisions of the Lease and this Amendment, including, but not limited to, the completion of all punchlist items; (ii) Lessee has furnished Lessor (A) an affidavit from Lessee listing all contractors and suppliers whom Lessee has contracted with in connection with the Expansion Space Improvements, together with the cost of each contract, and (B) an affidavit from Lessee’s general contractor listing all subcontractors and suppliers whom the general contractor has contracted with in connection with the Expansion Space Improvements, together with the cost of each contract; (iii) Lessee has obtained a certificate of occupancy, permit signoff, or other applicable government approval permitting the respective Expansion Space to be legally occupied; (iv) Lessee has fully paid for all of the Expansion Space Improvements and has furnished to Lessor a certificate from an officer of Lessee stating that all of the Expansion Space Improvements have been paid for and setting forth the total amount that was spent on the Expansion Space Improvements; (v) Lessee has furnished Lessor original, valid, unconditional mechanic’s lien releases from the general and all other contractors and suppliers who performed the Expansion Space Improvements or furnished supplies for or in connection with Expansion Space Improvements (including all parties listed in the affidavits referenced above) covering all of the Expansion Space Improvements and such other evidence as Lessor may reasonably request to evidence that no liens can arise from the Expansion Space Improvements; HomeStreet Bank / USLLC Twenty-Third Amendment to Lease (vi) Lessee has provided a receipt of an Air Balance Report if reasonably required by Lessor due to the scope of work performed; (viithe leasehold improvements made at the beginning of the term of this Lease) Lessee has provided have been made prior to Lessor an updated diskette the date on which such portion becomes a portion of Lessee’s as-built drawings for the Expansion Space Improvements; (viii) Lessee shall not be in default under the Lease beyond any applicable cure period; and (ix) Lessee shall have executed and delivered to Lessor an estoppel certificate stating, in part, that Lessee reserves no rights for claims, offsets, or back-chargesPremises.