Common use of Final Retention Clause in Contracts

Final Retention. Subject to the terms hereof, Landlord shall deliver to Tenant a check for the Final Retention, together with any other undisbursed portion of the Allowance required to pay for the Allowance Items, within 30 days after the latest of (a) the completion of the Tenant Improvement Work in accordance with the approved plans and specifications; (b) Landlord’s receipt of (i) copies of all Tenant Improvement Contracts; (ii) copies of invoices for all labor and materials provided to the Premises; (iii) executed unconditional mechanic’s lien releases satisfying California Civil Code §8134 for all prior payments made pursuant to Section 1.2.2.1 above (to the extent not previously provided to Landlord), together with executed unconditional final mechanic’s lien releases satisfying California Civil Code § 8138 for all labor and materials provided to the Premises subject to the Final Retention; (iv) a certificate from Tenant’s architect, in a form reasonably acceptable to Landlord, certifying that the Tenant Improvement Work has been substantially completed; (v) evidence that all governmental approvals required for Tenant to legally occupy the Premises have been obtained; and (vi) any other information reasonably requested by Landlord; (c) Tenant’s delivery to Landlord of “as built” drawings (in CAD format, if requested by Landlord); or (d) Tenant’s compliance with Landlord’s standard “close-out” requirements regarding city approvals, closeout tasks. Tenant’s contractor, financial close-out matters, and Tenant’s vendors. Landlord’s payment of the Final Retention shall not be deemed Landlord’s approval or acceptance of the Tenant Improvement Work.

Final Retention. Subject to the terms hereof, Landlord shall deliver to Tenant a check for the Final Retention, together with any other undisbursed portion of the Allowance required to pay for the Allowance Items, within 30 days after the latest of (a) the completion of the Tenant Improvement Work in accordance with the approved plans and specifications; (b) Landlord’s receipt of (i) copies of all Tenant Improvement Contracts; (ii) copies of invoices for all labor and materials provided to the Premises; (iii) executed unconditional mechanic’s lien releases satisfying California Civil Code §§ 8134 for all prior payments made pursuant to Section 1.2.2.1 above (to the extent not previously provided to Landlord), together with executed unconditional final mechanic’s lien releases satisfying California Civil Code § 8138 for all labor and materials provided to the Premises subject to the Final Retention; (iv) a certificate from Tenant’s architect, in a form reasonably acceptable to Landlord, certifying that the Tenant Improvement Work has been substantially completed; (v) evidence that all governmental approvals required for Tenant to legally occupy the Premises have been obtained; and (vi) any other information reasonably requested by Landlord; (c) Tenant’s delivery to Landlord of “as built” drawings (in CAD format, if it’ requested by Landlord); or (d) Tenant’s compliance with Landlord’s standard “close-out” requirements regarding city approvals, closeout tasks. , Tenant’s contractor, financial close-out matters, and Tenant’s vendors. Landlord’s payment of the Final Retention shall not be deemed Landlord’s approval or acceptance of the Tenant Improvement Work.

Final Retention. Subject to the terms hereofprovisions of this Work Letter, Landlord shall deliver to Tenant a check for the Final RetentionRetention payable jointly to Tenant and Contractor, together with any other undisbursed portion or directly to Contractor at Landlord’s sole discretion, shall be delivered by Landlord to Tenant within thirty (30) days following the completion of construction of the Allowance required Improvements, provided that (i) Tenant delivers to pay for the Allowance Items, within 30 days after the latest of Landlord (a) paid invoices for all Improvements and related costs for which the completion of the Tenant Improvement Work in accordance with the approved plans and specifications; Allowance is to be dispersed, (b) Landlordsigned permits for all Improvements completed within the Premises, (c) properly executed unconditional mechanics lien releases in compliance with both California Civil Code Section 8134 and either Section 8136 or Section 8138 from Tenant’s receipt contractor, subcontractors and material suppliers and any other party which has lien rights in connection with the construction of (i) copies of all Tenant Improvement Contracts; the Improvements, (ii) copies Landlord has determined that no substandard work exists which adversely affects the mechanical, electrical, plumbing, heating, ventilating and air conditioning, life-safety or other systems of invoices for all labor and materials provided to the Premises; Building, the curtain wall of the Building, the structure or exterior appearance of the Building, or any other tenant’s use of such other tenant’s leased premises in the Building, (iii) executed unconditional mechanic’s lien releases satisfying California Civil Code §8134 for all prior payments made pursuant Architect delivers to Section 1.2.2.1 above (to the extent not previously provided to Landlord), together with executed unconditional final mechanic’s lien releases satisfying California Civil Code § 8138 for all labor and materials provided to the Premises subject to the Final Retention; (iv) Landlord a certificate from Tenant’s architect“Certificate of Substantial Completion”, in a form reasonably acceptable to Landlord, certifying that the Tenant Improvement Work construction of the Improvements in the Premises has been substantially completed, (iv) Tenant delivers to Landlord a “close-out package” in both paper and electronic forms (including, as-built drawings, and final record CADD files for the associated plans, warranties and guarantees from all contractors, subcontractors and material suppliers, and an independent air balance report); and (v) evidence that all governmental approvals required a certificate of occupancy, a temporary certificate of occupancy or its equivalent is issued to Tenant for Tenant to legally occupy the Premises have been obtained; and (vi) any other information reasonably requested by Landlord; (c) Tenant’s delivery to Landlord of “as built” drawings (in CAD format, if requested by Landlord); or (d) Tenant’s compliance with Landlord’s standard “close-out” requirements regarding city approvals, closeout tasks. Tenant’s contractor, financial close-out matters, and Tenant’s vendors. Landlord’s payment of the Final Retention shall not be deemed Landlord’s approval or acceptance of the Tenant Improvement WorkPremises.

Final Retention. Subject to the terms hereof, Landlord shall deliver to Tenant a check for the Final Retention, together with any other undisbursed portion of the Allowance required to pay for the Allowance Items, within 30 days after the latest of (a) the completion of the Tenant Improvement Work in accordance with the approved plans and specifications; (b) Landlord’s receipt of (i) copies of all Tenant Improvement Contracts; (ii) copies of invoices for all labor and materials provided to the Premises; (iii) executed unconditional mechanic’s lien releases satisfying California Civil Code §§ 8134 for all prior payments made pursuant to Section 1.2.2.1 above (to the extent not previously provided to Landlord), together with executed unconditional final mechanic’s lien releases satisfying California Civil Code § 8138 for all labor and materials provided to the Premises subject to the Final Retention; (iv) a certificate from Tenant’s architect, in a form reasonably acceptable to Landlord, certifying that the Tenant Improvement Work has been substantially completed; (v) evidence that all governmental approvals required for Tenant to legally occupy the Premises have been obtained; and (vi) any other information reasonably requested by Landlord; (c) Tenant’s delivery to Landlord of “as built” drawings (in CAD format, if requested by Landlord); or (d) Tenant’s compliance with Landlord’s standard “close-out” requirements regarding city approvals, closeout tasks. , Tenant’s contractor, financial close-out matters, and Tenant’s vendors. Landlord’s payment of the Final Retention shall not be deemed Landlord’s approval or acceptance of the Tenant Improvement Workwork or materials described in Tenant’s payment requests.

Final Retention. Subject to the terms hereofprovisions of this Work Letter, Landlord shall deliver to Tenant a check for the Final Retention, together with any other undisbursed portion Retention payable jointly to Tenant and Contractor shall be delivered by Landlord to Tenant following the substantial completion of construction of the Allowance required to pay for the Allowance ItemsImprovements, within 30 days after the latest of (a) the completion of the Tenant Improvement Work in accordance with the approved plans and specifications; (b) Landlord’s receipt of provided that (i) copies of all Tenant Improvement Contracts; (ii) copies of invoices for all labor and materials provided delivers to the Premises; (iii) Landlord properly executed unconditional mechanic’s lien releases satisfying in compliance with both California Civil Code §8134 for Section 3262(d)(2) and either Section 3262(d)(3) or Section 3262(d)(4) from all prior payments made pursuant to Section 1.2.2.1 above (to the extent not previously provided to Landlord), together with executed unconditional final mechanic’s lien releases satisfying California Civil Code § 8138 for all labor and materials provided to the Premises subject to the Final Retention; (iv) a certificate from of Tenant’s architectAgents, (ii) Landlord has determined that no substandard work exists which adversely affects the mechanical, electrical, plumbing, heating, ventilating and air conditioning, life-safety or other systems of the Building, the curtain wall of the Building, the structure or exterior appearance of the Building, (iii) Architect delivers to Landlord a certificate, in a form reasonably acceptable to Landlord, certifying that the Tenant Improvement Work construction of the Improvements in the Premises has been substantially completed; , (iv) Tenant records a valid Notice of Completion in accordance with the requirements of Section 4.3 of this Work Letter, and (v) evidence that all governmental approvals required a certificate of occupancy (or its equivalent) has been issued for Tenant to legally occupy the Premises have been obtained; and (vi) any other information reasonably requested by Landlord; (c) Tenant’s delivery to Landlord Premises. Upon substantial completion of “as built” drawings (in CAD format, if requested by Landlord); or (d) Tenant’s compliance with Landlord’s standard “close-out” requirements regarding city approvals, closeout tasks. Tenant’s contractor, financial close-out mattersthe Improvements, and Tenant’s vendors. Landlord’s payment of in conjunction with the Final Retention and disbursement thereof, as set forth in this Section 2.2.2.2, above, Tenant shall not be deemed perform a final costs analysis to determine the actual “Final Costs” of the Improvements so constructed. Thereafter, Tenant shall submit such analysis to Landlord for Landlord’s approval or acceptance review. In the event it is determined that there remains any unpaid portion of the Improvement Allowance (in addition to the Final Retention), Tenant shall submit to Landlord an invoice for such amount (which excess shall in no event exceed the amount paid by Tenant as an Over-Allowance Amount or supplement thereto) and Landlord shall promptly pay such unpaid portion of the Improvement WorkAllowance to Tenant (but only to the extent otherwise reimbursable hereunder for Improvement Allowance Items).

Final Retention. Subject to the terms hereof, Landlord shall deliver to Tenant a check for the Final Retention, together with any other undisbursed portion of the Allowance required to pay for the Allowance Items, Retention within 30 days after the latest of (a) the substantial completion of the Tenant Improvement Work in accordance with the approved plans and specifications; (b) Landlord’s receipt of (i) copies of paid invoices from all Tenant Improvement Contracts; (ii) copies of invoices for all parties providing labor and or materials provided to the Premises; (iiiii) executed unconditional mechanic’s lien releases satisfying California Civil Code §8134 for all prior payments made pursuant to Section 1.2.2.1 above (to the extent not previously provided to Landlord§ 3262(d) and 3262(d)(4), together with executed unconditional final mechanic’s lien releases satisfying California Civil Code § 8138 for all labor and materials provided to the Premises subject to the Final Retention; (iviii) a certificate from Tenant’s architect, in a form reasonably acceptable to Landlord, certifying that the Tenant Improvement Work has been substantially completed; (viv) evidence that all governmental approvals required for Tenant to legally occupy the Premises have been obtained; and (viv) any other information reasonably requested by Landlord; (c) Tenant’s delivery to Landlord of “as built” drawings (in CAD format, if requested by Landlord); or (d) Tenant’s compliance with Landlord’s standard “close-out” requirements regarding city approvals, closeout tasks. , Tenant’s contractor, financial close-out matters, and Tenant’s vendors, which requirements shall be provided to Tenant promptly following commencement of the Tenant Improvement Work. Landlord’s payment of the Final Retention shall not be deemed Landlord’s approval or acceptance of the Tenant Improvement Workwork or materials described in Tenant’s payment requests.

Final Retention. Subject to the terms hereofprovisions of this Exhibit, Landlord shall deliver to Tenant a check for the Final Retention, together with any other undisbursed portion of the Allowance required Retention payable to pay for the Allowance Items, Lessee shall be delivered by Lessor to Lessee within 30 thirty (30) days after the latest of following (aA) the completion of construction of the Tenant Improvement Work in accordance with the approved plans and specifications; Lessee Improvements, (bB) Landlord’s receipt Lessee's delivery to Lessor of (i) copies of all Tenant Improvement Contracts; (ii) copies of invoices for all labor and materials provided to the Premises; (iii) properly executed unconditional mechanic’s conditional final mechanics' lien releases satisfying in compliance with California Civil Code §8134 Section 3262(d)(3) and invoices from all of Lessee's Agents for all prior payments made pursuant to Section 1.2.2.1 above (to the extent not previously provided to Landlord), together with executed unconditional final mechanic’s lien releases satisfying California Civil Code § 8138 for all labor rendered and materials provided delivered to the Premises subject to evidencing costs not previously paid from the Final RetentionLessee Improvement Allowance for Lessee Improvement Allowance Items at least in the amount requested; (ivC) Lessee's delivery to Lessor of copies of signed-off permits and stamped set of Approved Working Drawings evidencing governmental approval of the completion of the Lessee Improvements; and (D) Architect's delivery to Lessor of a certificate from Tenant’s architectcertificate, in a form reasonably acceptable to LandlordLessor, certifying that the Tenant Improvement Work construction of the Lessee Improvements has been substantially completed; (v) evidence provided that all governmental approvals required for Tenant to legally occupy Lessor has determined that no substandard work exists which adversely affects the Premises have been obtained; mechanical, electrical, plumbing, heating, ventilating and (vi) air conditioning, life-safety or other systems of the Building, the curtain wall of the Building, the structur of exterior appearance of the Building, or any other information reasonably requested by Landlord; (c) Tenant’s delivery to Landlord tenant's use of “as built” drawings (such other tenant's leased premises in CAD format, if requested by Landlord); or (d) Tenant’s compliance the Building. Concurrently with Landlord’s standard “close-out” requirements regarding city approvals, closeout tasks. Tenant’s contractor, financial close-out matters, and Tenant’s vendors. Landlord’s Lessor's payment of the Final Retention Retention, Lessee shall not be deemed Landlord’s approval or acceptance deliver to Lessor properly executed unconditional final mechanics lien releases in compliance with both California Civil Code Section 3262(d)(4) from all of Lessee's Agents for labor rendered and materials delivered to the Tenant Improvement WorkPremises in connection with the Lessee Improvements.

Final Retention. Subject to the terms hereof, Landlord shall deliver to Tenant a check for the Final Retention, together with any other undisbursed portion of the Allowance required to pay for the Allowance Items, within 30 days after the latest of (a) the completion of the Tenant Improvement Work in accordance with the approved plans and specifications; (b) Landlord’s 's receipt of (i) copies of all Tenant Improvement Contracts; (ii) copies of invoices for all labor and materials provided to the Premises; (iii) executed unconditional mechanic’s 's lien releases satisfying California Civil Code §§ 8134 for all prior payments made pursuant to Section 1.2.2.1 above (to the extent not previously provided to Landlord), together with executed unconditional final mechanic’s 's lien releases satisfying California Civil Code § 8138 for all labor and materials provided to the Premises subject to the Final Retention; (iv) a certificate from Tenant’s 's architect, in a form reasonably acceptable to Landlord, certifying that the Tenant Improvement Work has been substantially completed; (v) evidence that all governmental approvals required for Tenant to legally occupy the Premises have been obtained; and (vi) any other information reasonably requested by Landlord; (c) Tenant’s 's delivery to Landlord of “"as built” " drawings (in CAD format, if requested by Landlord); or (d) Tenant’s 's compliance with Landlord’s 's standard “close-out” "close‑out" requirements regarding city approvals, closeout tasks. , Tenant’s 's contractor, financial close-out matters, and Tenant’s 's vendors. Landlord’s 's payment of the Final Retention shall not be deemed Landlord’s 's approval or acceptance of the Tenant Improvement Workwork or materials described in Tenant's payment requests.

Final Retention. Subject to the terms hereof, Landlord shall deliver to Tenant a check for the Final Retention, together with any other undisbursed portion of the Allowance required to pay for the Allowance Items, Retention within 30 days after the latest of (a) the completion of the Tenant Improvement Work in accordance with the approved plans and specifications; (b) Landlord’s receipt of (i) copies of paid invoices from all Tenant Improvement Contracts; (ii) copies of invoices for all parties providing labor and or materials provided to the Premises; (iiiii) executed unconditional mechanic’s lien releases satisfying California Civil Code §8134 for all prior payments made pursuant to Section 1.2.2.1 above (to the extent not previously provided to Landlord§ 3262(d) and 3262(d)(4), together with executed unconditional final mechanic’s lien releases satisfying California Civil Code § 8138 for all labor and materials provided to the Premises subject to the Final Retention; (iviii) a certificate Exhibit B from Tenant’s architect, in a form reasonably acceptable to Landlord, certifying that the Tenant Improvement Work has been substantially completed; (viv) evidence that all governmental approvals required for Tenant to legally occupy the Premises have been obtained; and (viv) any other information reasonably requested by Landlord; (c) Tenant’s delivery to Landlord of “as built” drawings (in CAD format, if requested by Landlord); or (d) Tenant’s compliance with Landlord’s standard “close-out” requirements regarding city approvals, closeout tasks. , Tenant’s contractor, financial close-out matters, and Tenant’s vendors. Landlord’s payment of the Final Retention shall not be deemed Landlord’s approval or acceptance of the Tenant Improvement Workwork or materials described in Tenant’s payment requests.

Final Retention. Subject to the terms hereofprovisions of this Work Letter Agreement, Landlord shall deliver to Tenant a check for the Final Retention, together with any other undisbursed portion of the Allowance required Retention payable jointly to pay for the Allowance Items, Tenant and Contractor shall be delivered by Landlord to Tenant within 30 twenty (20) days after the latest following notice to Landlord of (a1) the completion of construction of the Tenant Improvement Work Premises, and (2) Tenant’s delivery of a satisfactory request for payment, provided that in accordance connection with the approved plans and specifications; (b) Landlord’s receipt of such request (i) copies of all Tenant Improvement Contracts; (ii) copies of invoices for all labor and materials provided delivers to the Premises; (iii) Landlord properly executed unconditional mechanic’s lien releases satisfying in compliance with both California Civil Code §8134 for all prior payments made pursuant to Section 1.2.2.1 above (to the extent not previously provided to Landlord3262(d)(2) and either Section 3262(d)(3) or Section 3262(d)(4), together with executed unconditional final mechanic(ii) Landlord has determined that no substandard work exists which adversely affects the mechanical, electrical, plumbing, heating, ventilating and air conditioning, life-safety or other systems of the Building, the curtain wall of the Building, the structure or exterior appearance of the Building, or any other tenant’s lien releases satisfying California Civil Code § 8138 for all labor use of such other tenant’s leased premises in the Building, and materials provided (iii) Architect delivers to the Premises subject to the Final Retention; (iv) Landlord a certificate from Tenant’s architectcertificate, in a form reasonably acceptable to Landlord, certifying that the Tenant Improvement Work construction of the Improvements in the Premises has been substantially completed; . Notwithstanding any provision to the contrary contained in this Lease, to the extent (vA) evidence Landlord does not timely disburse the Final Retention pursuant to the terms of this Section 2.2.2.2, (B) Landlord has received an additional written notice from Tenant stating that all governmental approvals required for Tenant to legally occupy the Premises have been obtained; Final Retention was not timely disbursed, and (viC) any other information reasonably requested by Landlord; (c) Tenant’s delivery Landlord fails to Landlord of “as built” drawings (in CAD format, if requested by Landlord); or (d) Tenant’s compliance with Landlord’s standard “closecure such non-out” requirements regarding city approvals, closeout tasks. Tenant’s contractor, financial close-out matters, and Tenant’s vendors. Landlord’s payment of the Final Retention within five (5) business days following its receipt of such additional notice, then the Coordination Fee to be calculated on such Final Retention shall not be deemed reduced by fifty percent (50%). The foregoing reduction in the Coordination Fee shall be in addition to any remedy Tenant may have pursuant to the terms of Section 19.6 of the Lease or otherwise for Landlord’s approval or acceptance of failure to timely disburse any the Tenant Improvement WorkFinal Retention.

Final Retention. Subject to the terms hereof, Landlord shall deliver to Tenant a check for the Final Retention, together with any other undisbursed portion of the Allowance required to pay for the Allowance Items, within 30 days after the latest of (a) the completion of the Tenant Improvement Work in accordance with the approved plans and specifications; (b) Landlord’s 's receipt of (i) copies of all Tenant Improvement Contracts; (ii) copies of invoices for all labor and materials provided to the Premises; (iii) executed unconditional mechanic’s 's lien releases satisfying California Civil Code §§ 8134 for all prior payments made pursuant to Section 1.2.2.1 above (to the extent not previously provided to Landlord), together with executed unconditional final mechanic’s 's lien releases satisfying California Civil Code § 8138 for all labor and materials provided to the Premises subject to the Final Retention; (iv) a certificate from Tenant’s 's architect, in a form reasonably acceptable to Landlord, certifying that the Tenant Improvement Work has been substantially completed; (v) evidence that all governmental approvals required for Tenant to legally occupy the Premises have been obtained; and (vi) any other information reasonably requested by Landlord; (c) Tenant’s ▇▇▇▇▇▇'s delivery to Landlord of “"as built” " drawings (in CAD format, if requested by Landlord); or (d) Tenant’s 's compliance with Landlord’s 's standard “"close-out” " requirements regarding city approvals, closeout tasks. Tenant’s , ▇▇▇▇▇▇'s contractor, financial close-out matters, and Tenant’s ▇▇▇▇▇▇'s vendors. Landlord’s ▇▇▇▇▇▇▇▇'s payment of the Final Retention shall not be deemed Landlord’s 's approval or acceptance of the Tenant Improvement Workwork or materials described in Tenant's payment requests.

Final Retention. Subject to the terms hereofprovisions of this Fifth Amendment, Landlord shall deliver to Tenant a check for the Final Retention, together with any other undisbursed portion Retention payable jointly to Tenant and Contractor shall be delivered by Landlord to Tenant following the completion of construction of the Allowance required Parking Structure, provided that (i) Tenant delivers to pay for the Allowance Items, within 30 days after the latest of Landlord (a) properly executed mechanics lien releases from all of Tenant’s Agents in compliance with both California Civil Code Section 3262(d)(2) and either Section 3262(d)(3) or Section 3262(d)(4), which lien releases shall be conditional with respect to the completion of the Tenant Improvement Work in accordance then-requested payment amounts and unconditional with the approved plans and specifications; respect to payment amounts previously disbursed by Landlord, (b) Landlord’s receipt of an application and certificate for payment (iAIA form G702-1992 or equivalent) signed by the Architect/Engineer, (c) a breakdown sheet (AIA form G703-1992 or equivalent), (d) copies of all Tenant Improvement Contracts; the stamped building permit plans, (iie) copy of the building permit, (f) copies of invoices for the stamped building permit inspection card with all labor and materials provided to the Premises; final sign-offs, (iii) executed unconditional mechanic’s lien releases satisfying California Civil Code §8134 for all prior payments made pursuant to Section 1.2.2.1 above (to the extent not previously provided to Landlord), together with executed unconditional final mechanic’s lien releases satisfying California Civil Code § 8138 for all labor and materials provided to the Premises subject to the Final Retention; (ivg) a certificate from Tenant’s architect, reproducible copy (in a form reasonably acceptable to Landlord, certifying that the Tenant Improvement Work has been substantially completed; (v) evidence that all governmental approvals required for Tenant to legally occupy the Premises have been obtained; and (vi) any other information reasonably requested as approved by Landlord; (c) Tenant’s delivery to Landlord of the “as built” drawings of the Parking Structure, (in CAD format, if requested by Landlord); or (dh) one year warranty letters from Tenant’s compliance with Landlord’s standard “close-out” requirements regarding city approvalsGeneral Contractor, closeout tasks. Tenant’s contractor, financial close-out matters(i) final punchlist completed and signed off by Tenant and the Architect/Engineer, and Tenant’s vendors. Landlord’s payment of the Final Retention shall not be deemed Landlord’s approval or (j) an acceptance of the Tenant Improvement WorkParking Structure signed by Landlord (collectively, the “Final Closing Package”), and (ii) Landlord has determined that no substandard work exists which adversely affects the mechanical, electrical, plumbing, heating, ventilating and air conditioning, life-safety or other systems of the Parking Structure, the structure or exterior appearance of the Parking Structure, as applicable. Landlord shall have ten (10) business days from receipt of a conformed copy of the Notice of Completion to conduct its final inspection.

Final Retention. Subject to the terms hereofprovisions of this Work Letter, Landlord shall deliver to Tenant a check for the Final RetentionRetention payable to Tenant shall be delivered by Landlord to Tenant within thirty (30) days following the completion of construction of the Tenant Improvements, together provided that (i) Tenant delivers to Landlord (a) paid invoices for all Tenant Improvements and related costs for which the Landlord Contribution is to be disbursed, (b) signed permits for all Tenant Improvements completed within the Premises, (c) final unconditional mechanics lien releases, properly executed, acknowledged and in recordable form and in compliance with both California Civil Code Section 8134 and either Section 8136 or Section 8138, from Tenant’s Contractor, subcontractors and material suppliers and any other undisbursed portion party which has lien rights in connection with the construction of the Allowance required Tenant Improvements, (ii) Landlord has determined that no substandard work exists which adversely affects the mechanical, electrical, plumbing, heating, ventilating and air conditioning, life-safety or other systems of the Building, the curtain wall of the Building, the structure or exterior appearance of the Building (Landlord to pay for the Allowance Items, within 30 provide written notice of such determination to Tenant not later than 45 days after the latest completion of (a) the completion construction of the Tenant Improvement Work in accordance with the approved plans and specifications; (b) Landlord’s receipt of (i) copies of all Tenant Improvement Contracts; (ii) copies of invoices for all labor and materials provided to the Premises; Improvements), (iii) executed unconditional mechanic’s lien releases satisfying California Civil Code §8134 for all prior payments made pursuant Architect delivers to Section 1.2.2.1 above (to the extent not previously provided to Landlord), together with executed unconditional final mechanic’s lien releases satisfying California Civil Code § 8138 for all labor and materials provided to the Premises subject to the Final Retention; (iv) Landlord a certificate from Tenant’s architect“Certificate of Substantial Completion”, in a form reasonably acceptable to Landlord, certifying that the construction of the Tenant Improvement Work Improvements in the Premises has been substantially completed, (iv) Tenant delivers to Landlord a “close-out package” in both paper and electronic forms (including, as-built drawings, and final record CADD files for the associated plans, warranties and guarantees from all contractors, subcontractors and material suppliers, and an independent air balance report); and (v) evidence that all governmental approvals required a CofO is issued to Tenant for Tenant to legally occupy the Premises have been obtained; and (vi) any other information reasonably requested by Landlord; (c) Tenant’s delivery to Landlord of “as built” drawings (in CAD format, if requested by Landlord); or (d) Tenant’s compliance with Landlord’s standard “close-out” requirements regarding city approvals, closeout tasks. Tenant’s contractor, financial close-out matters, and Tenant’s vendors. Landlord’s payment of the Final Retention shall not be deemed Landlord’s approval or acceptance of the Tenant Improvement WorkPremises.

Final Retention. Subject to the terms hereof, Landlord shall deliver to Tenant a check for the Final Retention, together with any other undisbursed portion of the Allowance required to pay for the Allowance Items, Retention within 30 days after the latest of (a) the completion of the Tenant Improvement Work in accordance with the approved plans and specifications; (b) Landlord’s receipt of (i) copies of all third-party contracts (including change orders) to which Tenant is a party and pursuant to which the Tenant Improvement Contracts; (ii) copies of Work has been performed, including paid invoices for from all parties providing labor and or materials provided to the Premises; (iiiii) executed unconditional mechanic’s lien releases satisfying California Civil Code §8134 for all prior payments made pursuant to Section 1.2.2.1 above (to the extent not previously provided to Landlord§ 3262(d) and 3262(d)(4), together with executed unconditional final mechanic’s lien releases satisfying California Civil Code § 8138 for all labor and materials provided to the Premises subject to the Final Retention; (iviii) a certificate from Tenant’s architect, in a form reasonably acceptable to Landlord, certifying that the Tenant Improvement Work has been substantially completed; (viv) evidence that all governmental approvals required for Tenant to legally occupy the Premises have been obtained; and (viv) any other information reasonably requested by Landlord; (c) Tenant’s delivery to Landlord of “as built” drawings (in CAD format, if requested by Landlord); or (d) Tenant’s compliance with Landlord’s standard “close-out” requirements regarding city approvals, closeout tasks. , Tenant’s contractor, financial close-out matters, and Tenant’s vendors. Landlord’s payment of the Final Retention shall not be deemed Landlord’s approval or acceptance of the Tenant Improvement Workwork or materials described in Tenant’s payment requests.

Final Retention. Subject to the terms hereofprovisions of this Tenant Work Letter, Landlord shall deliver to Tenant a check for the Final Retention, together with any other undisbursed portion of the Allowance required Retention payable to pay for the Allowance Items, within 30 days after the latest of (a) Contractor shall be delivered by Landlord to Tenant following the completion of construction of the Tenant Improvement Work Improvements in accordance with the approved plans and specifications; (b) Landlord’s receipt of Premises, provided that (i) copies of Tenant delivers to Landlord properly executed final sworn statements and mechanics lien waiver or releases in compliance with any applicable laws from all Tenant Improvement Contracts; Agents, (ii) copies Landlord has determined that no substandard work exists in violation of invoices for all labor the terms of this Tenant Work Letter which adversely affects the mechanical, electrical, plumbing, heating, ventilating and materials provided to air conditioning, life-safety or other systems of the Premises; Building, the curtain wall of the Building, the structure or exterior appearance of the Building, or any other tenant’s use of such other tenant’s leased premises in the Building, (iii) executed unconditional mechanic’s lien releases satisfying California Civil Code §8134 for all prior payments made pursuant Architect delivers to Section 1.2.2.1 above (to the extent not previously provided to Landlord), together with executed unconditional final mechanic’s lien releases satisfying California Civil Code § 8138 for all labor and materials provided to the Premises subject to the Final Retention; (iv) Landlord a certificate from Tenant’s architectcertificate, in a form reasonably acceptable to Landlord, certifying that the construction of the Tenant Improvement Work Improvements in the Premises has been substantially completed; , (viv) Tenant supplies Landlord with evidence that all required governmental approvals required for Tenant to legally occupy the Premises have been obtained; , and (viv) any other information reasonably requested by Landlord; (cTenant has fulfilled its obligations pursuant to the terms of Section 4.3(i) Tenant’s delivery to Landlord of “as built” drawings (in CAD format, if requested by Landlord); or (d) Tenant’s compliance this Tenant Work Letter and has otherwise complied with Landlord’s standard “close-close out” requirements regarding city approvals, closeout tasks. Tenant’s , closeout documentation regarding the general contractor, financial close-out matters, and Tenant’s tenant vendors. Landlord’s payment of the Final Retention shall not be deemed Landlord’s approval or acceptance of the Tenant Improvement Work.

Final Retention. Subject to the terms hereof, Landlord shall deliver to Tenant a check for the Final Retention, together with any other undisbursed portion of the Allowance required to pay for the TI Allowance Items, within 30 days after the latest of (a) the completion of the Tenant Improvement Work in accordance with the approved plans and specifications; (b) Landlord’s receipt of (i) copies of all Tenant Improvement Construction Contracts; (ii) copies of invoices for all labor and materials provided to the Premises; (iii) executed unconditional mechanic’s lien releases satisfying California Civil Code §8134 for all prior payments made pursuant to Section 1.2.2.1 above (to the extent not previously provided to any applicable requirements of Law, as reasonably determined by Landlord), together with executed unconditional final mechanic’s lien releases satisfying California Civil Code § 8138 for all labor and materials provided to the Premises subject to the Final Retention; (iviii) a certificate from Tenant’s architect, in a form reasonably acceptable to Landlord, certifying that the Tenant Improvement Work has been substantially completed; (viv) a certificate of occupancy or other evidence that all governmental approvals required for Tenant to legally occupy the Premises have been obtained; and (viv) any other information reasonably requested by Landlord; (c) Tenant’s delivery to Landlord of “as built” drawings (in CAD format, if requested by Landlord); or (d) Tenant’s compliance with Landlorddelivery to Landlord of (in each case to the extent applicable) contractor’s standard “close-out” requirements regarding city approvalsaffidavits, closeout tasks. Tenant’s contractorfinal permits and (in each case to the extent available) O&M manuals, financial close-out mattersair balance reports, warranties, and Tenant’s vendorsstructural reports from third-party consultants. Landlord’s payment of the Final Retention shall not be deemed Landlord’s approval or acceptance of the Tenant Improvement Workwork or materials described in Tenant’s payment requests.

Final Retention. Subject to the terms hereofprovisions of this Tenant Work Letter, Landlord shall deliver to Tenant a check for the Final Retention, together with any other undisbursed portion Retention payable to Tenant shall be delivered by Landlord to Tenant within thirty (30) days following the completion of construction of the Allowance required Tenant Improvements, provided that (i) Tenant delivers to pay for the Allowance Items, within 30 days after the latest of Landlord (a) paid invoices for all Tenant Improvements and related costs for which the completion Tenant Improvement Allowance is to be disbursed, (b) signed permits for all Tenant Improvements completed within the Premises, (c) properly executed unconditional mechanics lien releases in compliance with both California Civil Code Section 8134 and either Section 8136 or Section 8138 from Tenant's contractor, subcontractors and material suppliers and any other party which has lien rights in connection with the construction of the Tenant Improvement Work in accordance with the approved plans and specifications; (b) Landlord’s receipt of (i) copies of all Tenant Improvement Contracts; Improvements, (ii) copies Landlord has determined that no substandard work exists which adversely affects the mechanical, electrical, plumbing, heating, ventilating and air conditioning, life-safety or other systems of invoices for all labor and materials provided to the Premises; Building, the curtain wall of the Building, the structure or exterior appearance of the Building, or any other tenant's use of such other tenant's leased premises in the Building, (iii) executed unconditional mechanic’s lien releases satisfying California Civil Code §8134 for all prior payments made pursuant Architect delivers to Section 1.2.2.1 above (to the extent not previously provided to Landlord), together with executed unconditional final mechanic’s lien releases satisfying California Civil Code § 8138 for all labor and materials provided to the Premises subject to the Final Retention; (iv) Landlord a certificate from Tenant’s architect"Certificate of Substantial Completion", in a form reasonably acceptable to Landlord, certifying that the construction of the Tenant Improvement Work Improvements in the Premises has been substantially completed, (iv) Tenant delivers to Landlord a "close-out package" in both paper and electronic forms (including, two (2) copies of the "record-set" of as-built drawings prepare pursuant to Section 4.3, below, and final record CADD (computer-aided design and drafting) files), as well as a copy of all associated warranties and guarantees from all contractors, subcontractors and material suppliers, and an independent air balance report; and (v) evidence that all governmental approvals required a certificate of occupancy, a temporary certificate of occupancy or its equivalent is issued to Tenant for Tenant to legally occupy the Premises have been obtained; and (vi) any other information reasonably requested by Landlord; (c) Tenant’s delivery to Landlord of “as built” drawings (in CAD format, if requested by Landlord); or (d) Tenant’s compliance with Landlord’s standard “close-out” requirements regarding city approvals, closeout tasks. Tenant’s contractor, financial close-out matters, and Tenant’s vendors. Landlord’s payment of the Final Retention shall not be deemed Landlord’s approval or acceptance of the Tenant Improvement WorkPremises.

Final Retention. Subject to the terms hereofprovisions of this Work Letter, Landlord shall deliver with respect to Tenant payments due and owing to the Contractor, a check for the Final Retention, together with any other undisbursed portion Retention payable to Tenant shall be delivered by Landlord to Tenant within thirty (30) days following the completion of construction of the Allowance required Improvements, provided that (i) Tenant delivers to pay for the Allowance Items, within 30 days after the latest of Landlord (a) paid invoices for all Improvements and related costs for which the completion Improvement Allowance is to be disbursed, (b) signed permits for all Improvements completed within the Premises, (c) properly executed unconditional mechanics lien releases in compliance with both California Civil Code Section 8134 and either Section 8136 or Section 8138 from Tenant's contractor, subcontractors and material suppliers and any other party which has lien rights in connection with the construction of the Improvements, and (d) all of the Tenant Improvement Deliverables set forth in Section 4 of Schedule 1 attached to this Work in accordance with Letter (i.e., the approved plans “Prior to Release of Final Payment” category of Tenant Deliverables), and specifications; (b) Landlord’s receipt of (i) copies of all Tenant Improvement Contracts; (ii) copies Landlord has determined that no substandard work exists which adversely affects the mechanical, electrical, plumbing, heating, ventilating and air conditioning, life-safety or other systems of invoices for all labor and materials provided to the Premises; Building, the curtain wall of the Building, the structure or exterior appearance of the Building, or any other tenant's use of such other tenant's leased premises in the Building, (iii) executed unconditional mechanic’s lien releases satisfying California Civil Code §8134 for all prior payments made pursuant Architect delivers to Section 1.2.2.1 above (to the extent not previously provided to Landlord), together with executed unconditional final mechanic’s lien releases satisfying California Civil Code § 8138 for all labor and materials provided to the Premises subject to the Final Retention; (iv) Landlord a certificate from Tenant’s architect"Certificate of Substantial Completion", in a form reasonably acceptable to Landlord, certifying that the Tenant Improvement Work construction of the Improvements in the Premises has been substantially completed, (iv) Tenant delivers to Landlord a "close-out package" in both paper and electronic forms (including, as-built drawings, and final record CADD files for the associated plans, warranties and guarantees from all contractors, subcontractors and material suppliers, and an independent air balance report); and (v) evidence that all governmental approvals required a certificate of occupancy, a temporary certificate of occupancy or its equivalent is issued to Tenant for Tenant to legally occupy the Premises have been obtained; and (vi) any other information reasonably requested by Landlord; (c) Tenant’s delivery to Landlord of “as built” drawings (in CAD format, if requested by Landlord); or (d) Tenant’s compliance with Landlord’s standard “close-out” requirements regarding city approvals, closeout tasks. Tenant’s contractor, financial close-out matters, and Tenant’s vendors. Landlord’s payment of the Final Retention shall not be deemed Landlord’s approval or acceptance of the Tenant Improvement WorkPremises.

Final Retention. Subject to the terms hereofprovisions of this Work Letter, Landlord shall deliver to Tenant a check for the Final RetentionRetention payable jointly to Tenant and the applicable Contractor, together with any other undisbursed or directly to such Contractor at Landlord's reasonable discretion, shall be delivered by Landlord to Tenant within thirty (30) days following the completion of construction of the applicable Improvements, provided that (i) Tenant delivers to Landlord (a) paid invoices for all applicable Improvements and related costs for which the applicable portion of the Improvement Allowance required is to pay for the Allowance Itemsbe dispersed, within 30 days after the latest of (a) the completion of the Tenant Improvement Work in accordance with the approved plans and specifications; (b) Landlord’s receipt signed permits for all Improvements completed within the applicable portion of the Premises, and (ic) copies properly executed unconditional mechanics lien releases in compliance with both California Civil Code Section 8134 and either Section 8136 or Section 8138 from Tenant's contractor, subcontractors and material suppliers and any other party which has lien rights in connection with the construction of all Tenant Improvement Contracts; the applicable Improvements, (ii) copies Landlord has determined that no substandard work exists which adversely affects the mechanical, electrical, plumbing, heating, ventilating and air conditioning, life-safety or other systems of invoices for all labor and materials provided to the Premises; Building, the curtain wall of the Building, the structure or exterior appearance of the Building, or any other tenant's use of such other tenant's leased premises in the Building, (iii) executed unconditional mechanic’s lien releases satisfying California Civil Code §8134 for all prior payments made pursuant Architect delivers to Section 1.2.2.1 above (to the extent not previously provided to Landlord), together with executed unconditional final mechanic’s lien releases satisfying California Civil Code § 8138 for all labor and materials provided to the Premises subject to the Final Retention; (iv) Landlord a certificate from Tenant’s architect"Certificate of Substantial Completion", in a form reasonably acceptable to Landlord, certifying that the Tenant Improvement Work construction of the applicable Improvements has been substantially completedSubstantially Completed, (iv) Tenant delivers to Landlord a "close-out package" in both paper and electronic forms (including, as-built drawings, and final record CADD files for the associated plans, warranties and guarantees from all contractors, subcontractors and material suppliers, and an independent air balance report); (v) evidence that all governmental approvals required for Tenant causes a Notice of Completion to legally occupy be recorded in the Premises have been obtainedoffice of the Recorder of the county in which the Building is located pursuant to Section 4.3 below; and (vi) any other information reasonably requested by Landlord; (c) Tenant’s delivery a certificate of occupancy, a temporary certificate of occupancy or its equivalent is issued to Landlord of “as built” drawings (in CAD format, if requested by Landlord); or (d) Tenant’s compliance with Landlord’s standard “close-out” requirements regarding city approvals, closeout tasks. Tenant’s contractor, financial close-out matters, and Tenant’s vendors. Landlord’s payment Tenant for the applicable portion of the Final Retention shall not be deemed Landlord’s approval or acceptance of the Tenant Improvement Work.Premises. EXHIBIT B-6-

Final Retention. Subject to the terms hereof, Landlord shall deliver to Tenant a check for the Final Retention, together with any other undisbursed portion of the Allowance required to pay for the Allowance Items, within 30 days after the latest of (a) the completion of the Tenant Improvement Work in accordance with the approved plans and specifications; (b) Landlord’s receipt of (i) copies of all Tenant Improvement Construction Contracts; (ii) copies of invoices for all labor and materials provided to the Premises; (iii) executed unconditional mechanic’s lien releases satisfying California Civil Code §8134 for all prior payments made pursuant to Section 1.2.2.1 above (to the extent not previously provided to Landlord), together with executed unconditional final mechanic’s lien releases satisfying California Civil Code § 8138 for all labor and materials provided to the Premises subject to the Final Retention8138; (iv) a certificate from Tenant’s architect, in a form reasonably acceptable to Landlord, certifying that the Tenant Improvement Work has been substantially completed; (v) evidence that all governmental approvals required for Tenant to legally occupy the Premises have been obtained; and (vi) any other information reasonably requested by Landlord; (c) Tenant’s delivery to Landlord of “as built” drawings (in CAD format, if requested by Landlord); or (d) Tenant’s compliance with Landlord’s standard “close-outclose‑out” requirements regarding city approvals, closeout tasks. , Tenant’s contractor, financial close-out matters, and Tenant’s vendors. Landlord’s payment of the Final Retention shall not be deemed Landlord’s approval or acceptance of the Tenant Improvement Workwork or materials described in Tenant’s payment requests.

Final Retention. Subject to the terms hereof, Landlord shall deliver to Tenant a check for the Final Retention, together with any other undisbursed portion of the Allowance required to pay for the Allowance Items, within 30 days after the latest of (a) the completion of the Tenant Improvement Work in accordance with the approved plans and specifications; (b) Landlord’s receipt of (i) copies of all Tenant Improvement Contracts; (ii) copies of invoices for all labor and materials provided to the PremisesSuites 500 and 600; (iii) executed unconditional mechanic’s lien releases satisfying California Civil Code §§ 8134 for all prior payments made pursuant to Section 1.2.2.1 above (to the extent not previously provided to Landlord), together with executed unconditional final mechanic’s lien releases satisfying California Civil Code § 8138 for all labor and materials provided to the Premises Suites 500 and 600 subject to the Final Retention; (iv) a certificate from Tenant’s architect, in a form reasonably acceptable to Landlord, certifying that the Tenant Improvement Work has been substantially completed; (v) evidence that all governmental approvals required for Tenant to legally occupy the Premises Suites 500 and 600 have been obtained; and (vi) any other information reasonably requested by Landlord; (c) Tenant’s delivery to Landlord of “as built” drawings (in CAD format, if requested by Landlord); or (d) Tenant’s compliance with Landlord’s standard “close-outclose‑out” requirements regarding city approvals, closeout tasks. , Tenant’s contractor, financial close-out matters, and Tenant’s vendors. Landlord’s payment of the Final Retention shall not be deemed Landlord’s approval or acceptance of the Tenant Improvement Workwork or materials described in Tenant’s payment requests.

Final Retention. Subject to the terms hereofprovisions of this Tenant Work Letter, Landlord shall deliver a check payable to Tenant a check for the Final RetentionRetention with respect to the Tenant Improvements performed to each Tranche (or, together with any other undisbursed portion as to Tranche III, each of the Allowance required 2nd Floor Premises, the Suite 250 Premises or the Suite 255 Premises, respectively) shall be delivered by Landlord to pay for Tenant within forty-five (45) days following the Allowance Items, within 30 days after date upon which the latest of following have been satisfied (i) Tenant delivers to Landlord (a) the completion of paid invoices for all Tenant Improvements and related costs for which the Tenant Improvement Work in accordance with the approved plans and specifications; Allowance is to be dispersed, (b) Landlord’s receipt of (i) copies of signed permits for all Tenant Improvement Contracts; Improvements completed within such Tranche (ii) copies of invoices for all labor and materials provided or, as to Tranche III, within the 2nd Floor Premises; , the Suite 250 Premises or the Suite 255 Premises, respectively), (iiic) executed unconditional mechanic’s lien releases satisfying from all of Tenant’s Agents who are entitled to file mechanic’s liens which shall comply with the appropriate provisions of California Civil Code §8134 for all prior payments made pursuant to Section 1.2.2.1 above (Sections 8132, 8134, 8136 and 8138; which lien releases shall be conditional with respect to the extent not requested payment amounts and unconditional with respect to payment amounts previously provided disbursed by Landlord, (ii) the Architect delivers to Landlord)Landlord a “Certificate of Substantial Completion” for the applicable Tranche (or, together with executed unconditional final mechanic’s lien releases satisfying California Civil Code § 8138 as to Tranche III, for all labor and materials provided to the 2nd Floor Premises, the Suite 250 Premises subject to or the Final Retention; (ivSuite 255 Premises, respectively) a certificate from Tenant’s architect, in a form reasonably acceptable to Landlord, certifying that the construction of the Tenant Improvement Work Improvements in such Tranche (or, as to Tranche III, in the 2nd Floor Premises, the Suite 250 Premises or the Suite 255 Premises, respectively) has been substantially completed; , (viii) evidence that all governmental approvals required for Tenant to legally occupy the Premises have been obtained; and (vi) any other information reasonably requested by Landlord; (c) Tenant’s delivery delivers to Landlord of “as built” drawings (in CAD format, if requested by Landlord); or (d) Tenant’s compliance with Landlord’s standard “close-out” requirements regarding city approvals, closeout tasks. Tenant’s contractor, financial a close-out matterspackage for the applicable Tranche (or, as to Tranche III, for the 2nd Floor Premises, the Suite 250 Premises or the Suite 255 Premises, respectively) in both paper and electronic forms (including, as-built drawings, and Tenant’s vendors. Landlord’s payment final record CADD files for the associated plans, warranties and guarantees from all contractors, subcontractors and material suppliers, an independent air balance report, and O&M manuals) (the “Close Out Package”), and (iv) a certificate of occupancy, a temporary certificate of occupancy or its equivalent is issued to Tenant with respect to such Tranche (or, as to Tranche III, with respect to the Final Retention shall not be deemed Landlord’s approval 2nd Floor Premises, the Suite 250 Premises or acceptance of the Tenant Improvement WorkSuite 255 Premises, respectively).

Final Retention. Subject to the terms hereofprovisions of this Tenant Work Letter, Landlord shall deliver to Tenant a check for the Final RetentionRetention payable jointly to Tenant and Contractor, together with any other undisbursed portion or if Tenant elects, directly to Contractor, shall be delivered by Landlord to Tenant within thirty (30) days following the completion of construction of the Allowance required Tenant Improvements, provided that (i) Tenant delivers to pay for the Allowance Items, within 30 days after the latest of Landlord (a) paid invoices for all Tenant Improvements and related costs for which the completion Tenant Improvement Allowance is to be dispersed, (b) signed permits for all Tenant Improvements completed within the Premises, (c) final unconditional mechanics lien releases, properly executed, acknowledged and in recordable form and in compliance with both California Civil Code Section 8134 and either Section 8136 or Section 8138, from Tenant’s Contractor, subcontractors and material suppliers and any other party which has lien rights in connection with the construction of the Tenant Improvement Work in accordance with the approved plans and specifications; (b) Landlord’s receipt of (i) copies of all Tenant Improvement Contracts; Improvements, (ii) copies Landlord has reasonably determined that no substandard work exists which adversely affects the mechanical, electrical, plumbing, heating, ventilating and air conditioning, life-safety or other systems of invoices for all labor and materials provided to the Premises; Building, the curtain wall of the Building, the structure or exterior appearance of the Building, or any other tenant’s use of such other tenant’s leased premises in the Building, (iii) executed unconditional mechanic’s lien releases satisfying California Civil Code §8134 for all prior payments made pursuant Architect delivers to Section 1.2.2.1 above (to the extent not previously provided to Landlord), together with executed unconditional final mechanic’s lien releases satisfying California Civil Code § 8138 for all labor and materials provided to the Premises subject to the Final Retention; (iv) Landlord a certificate from Tenant’s architect“Certificate of Substantial Completion”, in a form reasonably acceptable to Landlordcommercially reasonable form, certifying that the construction of the Tenant Improvement Work Improvements in the Premises has been substantially completed, (iv) Tenant delivers to Landlord a “close-out package” in both paper and electronic forms (including, as-built drawings, and final record CADD files for the associated plans, warranties and guarantees from all contractors, subcontractors and material suppliers, and an independent air balance report); and (v) evidence that all governmental approvals required a certificate of occupancy, a temporary certificate of occupancy or its equivalent is issued to Tenant for Tenant to legally occupy the Premises have been obtained; and (vi) any other information reasonably requested by Landlord; (c) Tenant’s delivery to Landlord of “as built” drawings (in CAD format, if requested by Landlord); or (d) Tenant’s compliance with Landlord’s standard “close-out” requirements regarding city approvals, closeout tasks. Tenant’s contractor, financial close-out matters, and Tenant’s vendors. Landlord’s payment of the Final Retention shall not be deemed Landlord’s approval or acceptance of the Tenant Improvement WorkPremises.

Final Retention. Subject to the terms hereof, Landlord shall deliver to Tenant a check for the Final Retention, together with any other undisbursed portion of the Allowance required to pay for the Allowance Items, Retention within 30 days after the latest of (a) the completion of the Tenant Improvement Work in accordance with the approved plans and specifications; (b) Landlord’s receipt of (i) copies of all third-party contracts (including change orders) pursuant to which the Tenant Improvement ContractsWork has been performed, including paid invoices from all parties providing labor or materials to the Suite 2050 Expansion Space; (ii) copies of invoices for all labor and materials provided to the Premises; (iii) executed unconditional mechanic’s lien releases satisfying California Civil Code §8134 for all prior payments made pursuant to Section 1.2.2.1 above (to the extent not previously provided to Landlord§ 3262(d) and 3262(d)(4), together with executed unconditional final mechanic’s lien releases satisfying California Civil Code § 8138 for all labor and materials provided to the Premises subject to the Final Retention; (iviii) a certificate from Tenant’s architect, in a form reasonably acceptable to Landlord, certifying that the Tenant Improvement Work has been substantially completed; (viv) evidence that all governmental approvals required for Tenant to legally occupy the Premises Suite 2050 Expansion Space have been obtained; and (viv) any other information reasonably requested by Landlord; (c) Tenant’s delivery to Landlord of “as built” drawings (in CAD format, if requested by Landlord); or (d) Tenant’s compliance with Landlord’s standard “close-out” requirements regarding city approvals, closeout tasks. , Tenant’s contractor, financial close-out matters, and Tenant’s vendors. Landlord’s payment of the Final Retention shall not be deemed Landlord’s approval or acceptance of the Tenant Improvement Workwork or materials described in Tenant’s payment requests.

Final Retention. Subject to the terms hereof, Landlord shall deliver to Tenant a check for the Final Retention, together with any other undisbursed portion of the Allowance required to pay for the TI Allowance Items, within 30 days after the latest of (a) the completion of the Tenant Improvement Initial Alteration Work in accordance with the approved plans and specifications; (b) Landlord’s receipt of (i) copies of all Tenant Improvement Construction Contracts; (ii) copies of invoices for all labor and materials provided to the Premises; (iii) executed unconditional mechanic’s lien releases satisfying California Civil Code §8134 for all prior payments made pursuant to Section 1.2.2.1 above (to the extent not previously provided to Landlord), together with executed unconditional final mechanic’s lien releases satisfying California Civil Code § 8138 for all labor and materials provided to the Premises subject to the Final Retention8138; (iviii) a certificate from Tenant’s architect, in a form reasonably acceptable to Landlord, certifying that the Tenant Improvement Initial Alteration Work has been substantially completed; (viv) evidence that all governmental approvals required for Tenant to legally occupy the Premises have been obtained; , and (viv) any other information reasonably requested by Landlord; (c) Tenant’s delivery to Landlord of “as built” drawings (in CAD format, if requested by Landlord); or (d) Tenant’s compliance with Landlord’s standard “close-out” requirements regarding city approvals, closeout tasks. , Tenant’s contractor, financial close-out matters, and Tenant’s vendors. Landlord’s payment of the Final Retention shall not be deemed Landlord’s approval or of acceptance of the Tenant Improvement Workwork or materials described in Tenant’s payment requests.

Final Retention. Subject to the terms hereofprovisions of this Work Letter, Landlord shall deliver to Tenant a check for the Final RetentionRetention payable jointly to Tenant’s Designee and the Contractor shall be delivered by Landlord to Tenant within 3 days after all of the following have occurred: (i) Tenant has delivered to Landlord original, together properly executed mechanic’s lien releases in compliance with California Civil Code Section 3262(d)(3) from Tenant’s Contractor, and any Potential Lien Claimants; (ii) Landlord’s reasonable determination that no substandard work by Tenant’s Contractor or any other undisbursed portion agents of Tenant including the Allowance required to pay for subcontractors of Tenant’s Contractor exists; (iii) Landlord’s reasonable determination that the Allowance Items, within 30 days after the latest of (a) the completion construction of the Tenant Improvement Work Improvements in the Premises has been completed in accordance with the approved plans and specifications; (b) Landlord’s receipt of (i) copies of all Tenant Improvement Contracts; (ii) copies of invoices for all labor and materials provided to the Premises; (iii) executed unconditional mechanic’s lien releases satisfying California Civil Code §8134 for all prior payments made pursuant to Section 1.2.2.1 above (to the extent not previously provided to Landlord), together with executed unconditional final mechanic’s lien releases satisfying California Civil Code § 8138 for all labor and materials provided to the Premises subject to the Final RetentionApproved Plans; (iv) a certificate from Tenant’s architect, in a form reasonably acceptable to Landlord, certifying that the Tenant Improvement Work has been substantially completed; (v) evidence that all governmental approvals required for Tenant to legally occupy the Premises have been obtained; and (vi) any other information reasonably requested by Landlord; (c) Tenant’s delivery to Landlord of “as built” two blue line sets of drawings with notations indicating material deviations between the actual construction and the Approved Plans, prepared by Tenant’s Contractor; (in CAD format, if requested by Landlord)v) all items required pursuant to Section 5.6 of this Exhibit B; or and (dvi) Tenant’s compliance with written certification that it has accepted the work, subject to punch list items, warranty items and latent defects Notwithstanding the foregoing to the contrary, in the event that any Potential Lien Claimants file or threaten to file a mechanic’s lien against the Premises or do not submit requisite mechanic’s lien releases, Landlord shall withhold from the Final Retention an amount equal to 150% of the claimed amount or value of services and material until the requisite mechanic’s lien releases are delivered to Landlord’s standard “close-out” requirements regarding city approvals, closeout tasks. Tenant’s contractor, financial close-out matters, and Tenant’s vendors. Landlord’s payment the balance of the Final Retention shall not be deemed Landlord’s approval or acceptance of the Tenant Improvement Workreleased.

Final Retention. Subject to the terms hereof, Landlord shall deliver to Tenant a check for the Final Retention, together with any other undisbursed portion of the Allowance required to pay for the Allowance Items, Retention within 30 days after the latest of (a) the completion of the Tenant Improvement Work in accordance with the approved plans and specifications; (b) Landlord’s receipt of (i) copies of paid invoices from all Tenant Improvement Contracts; (ii) copies of invoices for all parties providing labor and or materials provided to the Premises; (iiiii) executed unconditional mechanic’s lien releases satisfying California Civil Code §8134 for all prior payments made pursuant to Section 1.2.2.1 above (to the extent not previously provided to Landlord§ 3262(d) and 3262(d)(4), together with executed unconditional final mechanic’s lien releases satisfying California Civil Code § 8138 for all labor and materials provided to the Premises subject to the Final Retention; (iviii) a certificate from Tenant’s architect, in a form reasonably acceptable to Landlord, certifying that the Tenant Improvement Work has been substantially completed; (viv) evidence that all governmental approvals required for Tenant to legally occupy the Premises have been obtained; and (viv) any other information reasonably requested by Landlord; (c) Tenant’s delivery to Landlord of “as built” drawings (in CAD format, if requested by Landlord); or (d) Tenant’s compliance with Landlord’s standard “close-out” requirements regarding city approvals, closeout tasks. , Tenant’s contractor, financial close-out matters, and Tenant’s vendors. Landlord’s payment of the Final Retention shall not be deemed Landlord’s approval or acceptance of the Tenant Improvement Workwork or materials described in Tenant’s payment requests.

Final Retention. Subject to the terms hereofprovisions of this Exhibit B, Landlord shall deliver to Tenant a check for the Final RetentionRetention payable to Tenant, together with any other undisbursed portion of the Allowance required or, at Tenant’s sole election, a check payable jointly to pay for the Allowance ItemsTenant and Contractor, within 30 days after the latest of (a) shall be delivered by Landlord to Tenant following the completion of construction of the Tenant Improvement Work in accordance with the approved plans and specifications; (b) Landlord’s receipt of Improvements, provided that (i) copies of all Tenant Improvement Contracts; delivers to Landlord properly executed mechanics lien releases in compliance with both California Civil Code Section 8138, (ii) copies of invoices for Landlord has reasonably determined that the Improvements were built out consistent with the Landlord-approved Plans and Specifications in all labor and materials provided to the Premises; material respects, (iii) executed unconditional mechanicTenant delivers to Landlord all other information reasonably requested by Landlord, including a “close-out” package, to be delivered at Tenant’s lien releases satisfying California Civil Code §8134 for sole cost and expense, without any requirement that Landlord execute any release forms or other documents as a condition to such delivery, and notwithstanding any intellectual property rights in such property claimed by Tenant, its architect, contractor or other third part, which close-out package shall include mechanical and electrical final CAD as-builts and architectural CAD as-built that includes mechanical and electrical final as-builts (as specified below in Section 10 d);; permit cards with all prior payments made pursuant to required signatures; air balance report (2 copies) (as specified below in Section 1.2.2.1 above (to the extent not previously provided to Landlord10 e) ii), together with executed unconditional final mechanic’s lien releases satisfying California Civil Code § 8138 for all labor ; and materials provided to the Premises subject to the Final Retention; (iv) Tenant delivers to Landlord a certificate from Tenant’s architectthe Architect or Contractor, in a form reasonably acceptable to Landlord, certifying that the Tenant Improvement Work construction of the Improvements in the Ninth Floor Expansion Premises has been substantially completed; (v) evidence that all governmental approvals required for Tenant to legally occupy the Premises have been obtained; and (vi) any other information reasonably requested by Landlord; (c) Tenant’s delivery to Landlord of “as built” drawings (in CAD format, if requested by Landlord); or (d) Tenant’s compliance with Landlord’s standard “close-out” requirements regarding city approvals, closeout tasks. Tenant’s contractor, financial close-out matters, and Tenant’s vendors. Landlord’s payment of the Final Retention shall not be deemed Landlord’s approval or acceptance of the Tenant Improvement Work.

Final Retention. Subject to the terms hereofprovisions of this Tenant Work Letter, Landlord shall deliver to Tenant a check for the Final Retention, together with any other undisbursed portion of the Allowance required Retention payable to pay for the Allowance Items, within 30 days after the latest of Tenant (aor at Tenant's option made payable jointly to Tenant and Contractor) shall be delivered by Landlord to Tenant following the completion of construction of the Improvements, provided that Tenant Improvement Work in accordance with the approved plans and specifications; (b) Landlord’s receipt of delivers to Landlord (i) copies a request for final payment of Contractor, approved by Tenant, showing that all Tenant Improvement Contractsof the Improvements have been completed; (ii) copies invoices from all of invoices Tenant's Agents and from the design consultants, project managers, the Architect and the Engineers, for all labor rendered with respect to, and materials provided to delivered to, the PremisesPremises not previously paid by Landlord; (iii) conditional progress lien waivers in recordable form executed unconditional mechanicby the Contractor and Tenant’s lien releases satisfying California Civil Code §8134 Agents whose work is the subject of such request for all prior payments made pursuant to Section 1.2.2.1 above payment (subject only to the extent not previously provided to Landlordreceipt of payment therefor), together with executed unconditional final mechanic’s lien releases satisfying California Civil Code § 8138 for all labor and materials provided to the Premises subject to the Final Retention; (iv) a certificate from unconditional progress lien waivers in recordable form executed by the Contractor and Tenant’s architect, Agents with respect to all amounts funded by Landlord prior to the date of the request for final payment; (v) reasonable supporting detail in a form AIA G702 format (or another format reasonably acceptable to Landlord) including, certifying that but not limited to, work orders, invoices, sales receipts, bills of lading, time sheets and material purchase orders for the costs incurred by Tenant Improvement Work has been substantially completed; (v) evidence that all governmental approvals required for Tenant reasonably acceptable to legally occupy the Premises have been obtainedLandlord; and (vi) a certificate executed and sealed by the Architect, certifying to Tenant, Landlord and Landlord’s mortgagee that all of the Improvements have been finally completed in accordance in all material respects with the Approved Working Drawings and all applicable laws, regulations, codes and ordinances (but subject to standard expectations with respect the Americans with Disabilities Act (ADA) and the Texas Accessibility Standard, as amended (TAS)). Tenant shall, within five (5) business days after any other information reasonably requested by Landlord; (c) Tenant’s delivery municipal authority issues a certificate of occupancy covering the Premises or any portion thereof, deliver to Landlord a copy of “as built” drawings such certificate. Within the four (in CAD format4) months following the Commencement Date, if requested Tenant shall submit to Landlord by Landlord); or (d) electronic mail, Tenant’s compliance with Landlord’s standard “close's "as-out” requirements regarding city approvals, closeout tasks. Tenant’s contractor, financial close-out matters, and Tenant’s vendors. Landlord’s payment built drawings" for all of the Final Retention shall not be deemed Landlord’s approval or acceptance of the Tenant Improvement WorkImprovements.

Final Retention. Subject to the terms hereofprovisions of this Work Letter, and provided Tenant delivers sufficient evidence to Landlord shall deliver to Tenant showing that the full amount of the Over-Allowance Amount has then been paid by Tenant, a check for the Final RetentionRetention payable to Contractor or Tenant, together with any other undisbursed portion as Tenant may request, shall be delivered by Landlord to Tenant within thirty (30) days following the completion of construction of the Allowance required Improvements, provided that (i) Tenant delivers to pay for the Allowance Items, within 30 days after the latest of Landlord (a) paid invoices for all Improvements and related costs for which the completion of the Tenant Improvement Work in accordance with the approved plans and specifications; Allowance is to be dispersed, (b) Landlord’s receipt of (i) copies of all Tenant Improvement Contracts; (ii) copies of invoices signed permits for all labor and materials provided to Improvements completed within the Premises; , (iiic) properly executed unconditional mechanic’s lien releases satisfying in compliance with both California Civil Code §8134 for Section 3262(d)(2) and either Section 3262(d)(3) or Section 3262(d)(4) from Tenant’s contractor, subcontractors and material suppliers and any other party which has lien rights in connection with the construction of the Improvements (provided that, if Tenant requests a check payable only to Tenant, then Landlord shall not be obligated to deliver such check unless and until Tenant has provided Landlord all prior payments made pursuant to Section 1.2.2.1 above (to the extent not previously provided to Landlord), together with executed unconditional final mechanic’s lien releases satisfying in accordance with California Civil Code § 8138 for all labor Section 3262(d)(4)), (ii) Landlord has determined that no substandard work exists which adversely affects the mechanical, electrical, plumbing, heating, ventilating and materials provided air conditioning, life-safety or other systems of the Building, the curtain wall of the Building, the structure or exterior appearance of the Building, or any other tenant’s use of such other tenant’s leased premises in the Building, (iii) Architect delivers to the Premises subject to the Final Retention; (iv) Landlord a certificate from Tenant’s architectcertificate, in a form reasonably acceptable to Landlord, certifying that the Tenant Improvement Work construction of the Improvements in the Premises has been substantially completed, (iv) Tenant EXHIBIT B -4- ▇▇▇▇▇▇ REALTY ▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇ [StumbleUpon, Inc.] delivers to Landlord a “close-out package” in both paper and electronic forms (including, as-built drawings, and CADD files for the associated plans, warranties and guarantees from all contractors, subcontractors and material suppliers, and an independent air balance report); and (v) evidence that all governmental approvals required a certificate of occupancy, a temporary certificate of occupancy or its equivalent is issued to Tenant for Tenant to legally occupy the Premises have been obtained; and (vi) any other information reasonably requested by Landlord; (c) Tenant’s delivery to Landlord of “as built” drawings (in CAD format, if requested by Landlord); or (d) Tenant’s compliance with Landlord’s standard “close-out” requirements regarding city approvals, closeout tasks. Tenant’s contractor, financial close-out matters, and Tenant’s vendors. Landlord’s payment of the Final Retention shall not be deemed Landlord’s approval or acceptance of the Tenant Improvement WorkPremises.

Final Retention. Subject to the terms hereofprovisions of this Work Letter, Landlord shall deliver to Tenant a check for the Final RetentionRetention payable jointly to Tenant and Contractor, together with any other undisbursed portion or directly to Contractor at Landlord's sole discretion, shall be delivered by Landlord to Tenant within thirty (30) days following the completion of construction of the Allowance required Tenant Improvements, provided that (i) Tenant delivers to pay for the Allowance Items, within 30 days after the latest of Landlord (a) paid invoices for all Tenant Improvements and related costs for which the completion Tenant Improvement Allowance is to be disbursed, (b) signed permits for all Tenant Improvements completed within the Premises, (c) properly executed unconditional mechanics lien releases in compliance with both California Civil Code Section 8134 and either Section 8136 or Section 8138 from Tenant's contractor, subcontractors and material suppliers and any other party which has lien rights in connection with the construction of the Tenant Improvement Work in accordance with the approved plans and specifications; (b) Landlord’s receipt of (i) copies of all Tenant Improvement Contracts; Improvements, (ii) copies Landlord has determined that no substandard work exists which adversely affects the mechanical, electrical, plumbing, heating, ventilating and air conditioning, life-safety or other systems of invoices for all labor and materials provided to the Premises; Building, the curtain wall of the Building, the structure or exterior appearance of the Building, or any other tenant's use of such other tenant's leased premises in the Building, (iii) executed unconditional mechanic’s lien releases satisfying California Civil Code §8134 for all prior payments made pursuant Architect delivers to Section 1.2.2.1 above (to the extent not previously provided to Landlord), together with executed unconditional final mechanic’s lien releases satisfying California Civil Code § 8138 for all labor and materials provided to the Premises subject to the Final Retention; (iv) Landlord a certificate from Tenant’s architect"Certificate of Substantial Completion", in a form reasonably acceptable to Landlord, certifying that the construction of the Tenant Improvement Work Improvements in the Premises has been substantially completed, (iv) Tenant delivers to Landlord a "close-out package" in both paper and electronic forms (including, as-built drawings, and final record CADD files for the associated plans, warranties and guarantees from all contractors, subcontractors and material suppliers, and an independent air balance report); and (v) evidence that all governmental approvals required a certificate of occupancy, a temporary certificate of occupancy or its equivalent is issued to Tenant for Tenant to legally occupy the Premises have been obtained; and (vi) any other information reasonably requested by Landlord; (c) Tenant’s delivery to Landlord of “as built” drawings (in CAD format, if requested by Landlord); or (d) Tenant’s compliance with Landlord’s standard “close-out” requirements regarding city approvals, closeout tasks. Tenant’s contractor, financial close-out matters, and Tenant’s vendors. Landlord’s payment of the Final Retention shall not be deemed Landlord’s approval or acceptance of the Tenant Improvement WorkPremises.

Final Retention. Subject to the terms hereof, Landlord shall deliver to Tenant a check for the Final Retention, together with any other undisbursed portion of the Allowance required to pay for the Allowance Items, within 30 days after the latest of (a) the completion of the Tenant Improvement Work in accordance with the approved plans and specifications; (b) Landlord’s receipt of (i) copies of all Tenant Improvement Contracts; (ii) copies of invoices for all labor and materials provided to the Premises; (iii) executed unconditional mechanic’s lien releases satisfying California Civil Code §§ 8134 for all prior payments made pursuant to Section 1.2.2.1 above (to the extent not previously provided to Landlord), together with executed unconditional final mechanic’s lien releases satisfying California Civil Code § 8138 for all labor and materials provided to the Premises subject to the Final Retention; (iv) a certificate from Tenant’s architect, in a form reasonably acceptable to Landlord, certifying that the Tenant Improvement Work has been substantially completed; (v) evidence that all governmental approvals required for Tenant to legally occupy the Premises have been obtained; and (vi) any other information reasonably requested by Landlord; (c) Tenant’s delivery to Landlord of “as built” drawings (in CAD format, if requested by Landlord); or (d) Tenant’s compliance with Landlord’s standard “close-out” requirements regarding city approvals, closeout tasks. , Tenant’s contractor, financial close-out matters, and Tenant’s vendors. Landlord’s payment of the Final Retention shall not be deemed Landlord’s approval or acceptance of the Tenant Improvement Workwork or materials described in Tenant’s payment requests.]

Final Retention. Subject to the terms hereof, Landlord shall deliver to Tenant a check for the Final Retention, together with any other undisbursed portion of the Allowance required to pay for the Allowance Items, within 30 days after the latest of (a) the completion of the Tenant Improvement Work in accordance with the approved plans and specifications; (b) Landlord’s receipt of (i) copies of all Tenant Improvement Contracts; (ii) copies of invoices for all labor and materials provided to the Premises; (iii) executed unconditional mechanic’s lien releases satisfying California Civil Code §§ 8134 for all prior payments made pursuant to Section 1.2.2.1 above (to the extent not previously provided to Landlord), together with executed unconditional final mechanic’s lien releases satisfying California Civil Code § 8138 for all labor and materials provided to the Premises subject to the Final Retention; (iv) a certificate from Tenant’s architect, in a form reasonably acceptable to Landlord, certifying that the Tenant Improvement Work has been substantially completed; (v) evidence that all governmental approvals required for Tenant to legally occupy the Premises have been obtained; and (vi) any other information reasonably requested by Landlord; (c) Tenant▇▇▇▇▇▇’s delivery to Landlord of “as built” drawings (in CAD format, if requested by Landlord); or (d) Tenant’s compliance with Landlord’s standard “close-outclose‑out” requirements regarding city approvals, closeout tasks. , Tenant’s contractor, financial close-out matters, and Tenant’s vendors. Landlord▇▇▇▇▇▇▇▇’s payment of the Final Retention shall not be deemed Landlord’s approval or acceptance of the Tenant Improvement Workwork or materials described in Tenant’s payment requests.

Final Retention. Subject to the terms hereofprovisions of this Agreement, Landlord shall deliver to Tenant a check for the Final Retention, together with any other undisbursed portion of the Allowance required Retention payable jointly to pay for the Allowance Items, Tenant and Contractor shall be delivered by Landlord to Tenant within 30 thirty (30) days after the latest of (a) following the completion of construction of the Tenant Improvement Work in accordance with Building and the approved plans and specifications; (b) Landlord’s receipt of Premises, provided that (i) copies of all Tenant Improvement Contractsdelivers to Landlord properly executed mechanics lien releases in compliance with both California Civil Code Section 3262 (d) (2) and either Section 3262(d)(3) or Section 3262(d)(4); (ii) copies Landlord has determined that no substandard work exists which adversely affects the mechanical, electrical, plumbing, heating, ventilating or air conditioning, life-safety or other systems of invoices for all labor and materials provided to the Building, any curtain walls of the Building, the structure or exterior appearance of the Building, or the Premises; (iii) executed unconditional mechanic’s lien releases satisfying California Civil Code §8134 for all prior payments made pursuant Architect delivers to Section 1.2.2.1 above (to the extent not previously provided to Landlord), together with executed unconditional final mechanic’s lien releases satisfying California Civil Code § 8138 for all labor and materials provided to the Premises subject to the Final Retention; (iv) Landlord a certificate from Tenant’s architectcertificate, in a form reasonably acceptable to Landlord, certifying that the Tenant Improvement Work construction of the Building and the Premises has been substantially completedcompleted in accordance with the Final Plans; (iv) Tenant delivers to Landlord a certificate of occupancy for the Premises from all applicable governmental agencies; (v) evidence that all governmental approvals required "punch list" items reasonably effecting the construction, use, and operation of the Building have been completed; (vi) Tenant has delivered a detailed breakdown of Tenant's final and total Tenant Work Costs; (vii) Tenant has delivered to Landlord all items returned under Section 4.3 below; (viii) Tenant has opened for Tenant to legally occupy business at the Premises have been obtainedas required in this Lease; and (viix) any other information reasonably requested by Landlord; (c) Tenant’s delivery to Landlord of “as built” drawings (in CAD format, if requested by Landlord); or (d) Tenant’s compliance with Landlord’s standard “close-out” requirements regarding city approvals, closeout tasks. Tenant’s contractor, financial close-out matters, and Tenant’s vendors. Landlord’s payment of Tenant has delivered the Final Retention shall not be deemed Landlord’s approval or acceptance of the Tenant Improvement WorkEstoppel Certificate.

Final Retention. Subject to the terms hereof, Landlord shall deliver to Tenant a check for the Final Retention, together with any other undisbursed portion of the Allowance required to pay for the Allowance Items, within 30 days after the latest of (a) the completion of the Tenant Improvement Work in accordance with the approved plans and specifications; (b) Landlord’s receipt of (i) copies of all Tenant Improvement Contracts; (ii) copies of invoices for all labor and materials provided to the PremisesExpansion Space; (iii) executed unconditional mechanic’s lien releases satisfying California Civil Code §§ 8134 for all prior payments made pursuant to Section 1.2.2.1 above (to the extent not previously provided to Landlord), together with executed unconditional final mechanic’s lien releases satisfying California Civil Code § 8138 for all labor and materials provided to the Premises Expansion Space subject to the Final Retention; (iv) a certificate from Tenant’s architect, in a form reasonably acceptable to Landlord, certifying that the Tenant Improvement Work has been substantially completed; (v) evidence that all governmental approvals required for Tenant to legally occupy the Premises Expansion Space have been obtained; and (vi) any other information reasonably requested by Landlord; (c) Tenant’s delivery to Landlord of “as built” drawings (in CAD format, if requested by Landlord); or (d) Tenant’s compliance with Landlord’s standard “close-out” requirements regarding city approvals, closeout tasks. , Tenant’s contractor, financial close-out matters, and Tenant’s vendors. Landlord’s payment of the Final Retention shall not be deemed Landlord’s approval or acceptance of the Tenant Improvement Workwork or materials described in Tenant’s payment requests.

Final Retention. Subject to the terms hereofprovisions of this Exhibit B, Landlord shall deliver to Tenant a check for the Final Retention, together with any other undisbursed portion of the Allowance required Retention payable jointly to pay for the Allowance Items, Tenant and Contractor shall be delivered by Landlord to Tenant within 30 thirty (30) days after the latest of (a) following the completion of construction of the applicable Tenant Improvements, provided that (A) Tenant delivers to Landlord (1) paid invoices for the applicable Tenant Improvements and related costs for which the applicable Tenant Improvement Work in accordance with Allowance is to be dispersed, (2) signed permits for the approved plans and specifications; (b) Landlord’s receipt of (i) copies of all applicable Tenant Improvement Contracts; (ii) copies of invoices for all labor and materials provided to Improvements completed within the Premises; , (iii3) properly executed unconditional mechanic’s mechanics lien releases satisfying in compliance with California Civil Code §8134 for all prior payments made pursuant to Section 1.2.2.1 above (to the extent not previously provided to Landlord), together with executed unconditional final mechanic’s lien releases satisfying California Civil Code § 8138 for all labor and materials provided to the Premises subject to the Final Retention; (iv) a certificate from Tenant’s architect's contractor, subcontractors and material suppliers and any other party which has lien rights in connection with the construction of the Tenant Improvements, (B) Landlord has determined that no substandard work exists which adversely affects the mechanical, electrical, plumbing, heating, ventilating and air conditioning, life-safety or other systems of the Building, the curtain wall of the Building, the structure or exterior appearance of the Building, or any other tenant's use of such other tenant's leased premises in the Building, (C) if applicable, Tenant's approved architect delivers to Landlord a certificate, in a form reasonably acceptable to Landlord, certifying that the construction of the applicable Tenant Improvement Work Improvements in the Premises has been substantially completed; , (vD) evidence that if applicable, Tenant delivers to Landlord a "close-out package" in both paper and electronic forms (including, as-built drawings, and CAD files for the associated plans, warranties and guarantees from all governmental approvals required for Tenant to legally occupy the Premises have been obtainedcontractors, subcontractors and material suppliers, and an independent air balance report); and (viE) any other information reasonably requested by Landlord; (c) Tenant’s delivery if applicable, a certificate of occupancy, a temporary certificate of occupancy or its equivalent is issued to Landlord of “as built” drawings (in CAD format, if requested by Landlord); or (d) Tenant’s compliance with Landlord’s standard “close-out” requirements regarding city approvals, closeout tasks. Tenant’s contractor, financial close-out matters, and Tenant’s vendors. Landlord’s payment of Tenant for the Final Retention shall not be deemed Landlord’s approval or acceptance of the Tenant Improvement WorkPremises.