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EXHIBIT 1A
<br />Tenant Improvement Costs (darned below) (and ell other costs or expenses Incurred by Teton( in connection wish tie design and construction of the
<br />Tenant Improvements) in excess of the AlIowmma Amount ("Cxcess Ten ait( Inlprovemonl Costs") in accedonco with the provisions of this Work
<br />Letter. Landlord shall have no obligation hereunder to make cry payments or disbursements, or to ]near any obligation to make any payment or
<br />disbursement in connection with ilia design and constmollon of tile 'reliant Improvements, In a total annennt which exceeds the Allowance Amount.
<br />In any event, lit all times Tenant shall pay and satisfy in full on a timely basis all obligations for payment incurred by Tenant in connection with the
<br />design and construction of the Tenant Improvements. "Landlord's Architect" Means the qualified licensed architect designated by Landlord from
<br />time to time as Landlord's Architect.
<br />2.1,2 "Tenant Improvement Costs" means the following: (i) the fees of the Architect and the Engineers In excess of the
<br />Space Planning Allowance; (hi) Landlord's customary supervision fee (the "Supervision Fee") in an amount equal to three percent (N) of the total
<br />Tenant Improvement Costs (excluding die Supervision Fee); (iii) all fees and costs incurred by, and the cost of documents slid materials supplied by.
<br />Landlord and Landlord's otinsultaos In connection with the preparation and review of the Construction Drawings; (iv) the cost of any chonges or
<br />modifications in or to the Common Areas or Base Bulletin$ when such Changes are required in connection with the Tenant Improvements (which
<br />shall Include, without limitation, any modifications or alterations to the path of travel fram/lo public transportation and public right"li-way, parking
<br />and restroom areas, that are required to cause the same to comply with any applicable Codes); (v) the cost of any Changes to the Construction
<br />Drawings or the Tenant Improvements requlrad by Code; (vi) ail costs of (or relating to) construction of the Tenant Improvements (without regard to
<br />the amount of the Bid Estimate or Landlord's estimate of total Tenant Improvement Costs), including, without limitation, testing and inspection
<br />costs, trash removal costs, parking fees, oner•hoos utilities usage, and contractors' fees and general conditions; (A) die cost of cable and other
<br />telecommunications lines installed as poi of the Tenant Improvements, but specifically excluding sty costs in connection with the installation of
<br />Tenant's telephone service (which shall be separately installed by Tenant's Agents); (vili) pion check, permit fees, license fees, Title 24 fees and use
<br />taxes; and Ox) the cost of installing Building Standard w)ndowcoverings; and (x) the costs of the tenant demislog walls and public corridor wails and
<br />materials to be Installed on the second floor retailing to the drywall kind any finishes and hardware on the Premises side of such walls as designated by
<br />Landlord,
<br />2.2 Peympont of Excess Tenant Lmmwvement Casts by Tennnl. Prior to commencement of performance of the Tenant
<br />Improvements and not later than thirty (30) business days following Landlord's written request therefor, Tenant shall pay to Landlord in cash the
<br />entire Estimated Excess Tenant Improvement Cost (defined in Section 3 2 ,1 below), If el any time during We course of performance of the Tenant
<br />Improvements, Landlord In good Ihhh determines that the Excess Tenant improvement Casts to be incurred In connection with performance of the
<br />Tenant Improvements will exceed the amount of any amounts ("Deposits") previously deposited by Tenant with Landlord pursuant to this a ton
<br />2,2, then not later than throe (3) business days fallowing Landlord's written request therefore, Tenant shall pay to Landlord In cash tia amount of
<br />such excess. Any fallurie by Tenant to pay to Landlord any amount required to be paid to Landlord under this Section 2,2 (or under Section 2.3.2
<br />below) within the time periods specified above shall be treated as failure to pay Rau when the some is due under the Lease, and notwithstanding
<br />anything in this Work Letter or die Lease to the contrary, (a) Landlord shall have the right to require the Contractor (defined below) to discontinue its
<br />performance of the Tenant Improvements until such time ins Teneit complies with the requirements of this Section 2,2, (b) any delays associated with
<br />any such discontinuance shall be deemed Tenant Delays (end shall not, in any case, constitute Landlord Delays) and (a) Landlord shall not be liable
<br />to Tenant for any additional costs, lost profits, lost economic opportunities or any form or consequential damage which may result from any such
<br />discontinuance by Landlord under this Section 22.
<br />2.3 Disburvcmcnt• (Iceencilhttlon of Costs, Landlord shall have tie right to disburse the Allowance Amount together with all
<br />Deposits previously made by Tenant (collectively, the "Tenant Credit Amount') forsuch Tenant Improvement Costs and hn such order as Landlod
<br />shah determine. Following final completion of the Tenant Improvements, Landlord shall reconcile (die "TI Cost Reconciliation") the total Tenant
<br />Improvement Costs incurred or disbursed by Landlord hereunder with the Tennnl Credit Amount.
<br />2,3.1 If the TI Cost Reconciliation indicates that the total Tenant Improvement Costs incurred or disbursed by Landlord
<br />hereunder exceed the Tenant Credit Amount, Tenant shall pay in cash to Landlord, the amount of the excess within three (3) business clays of
<br />Landlord's written request therefor.
<br />2.3.2 If the TI Cost Reconciliation Indicates that the Tenant Credit Amount exceeds die total Tenant Improvement Costs
<br />incurred or disbursed by Lnndhocl hereunder, then: (a) to the extent of ony Deposits made by Tenant, Landlord shall promptly return (or at
<br />Landlord's election, credit against Tenant's obligations to pay Rent next coming due) the amount of such excess Deposits to Tenant, and (b) to tie
<br />extent (list the TI Cost Reconciliation indicates that Allowance Amount exceeds the total Tenant Improvement Costs incurred or disbursed by
<br />Lonctlord hereunder (mry such excess the "Una ppl Ied Allowance Amount"). then Tenant shall have the right, exercisable on or before the first. (I 'I)
<br />anniversary of the Coinmcneenant Date to deliver a Disbursement Request (toVtior with all of tic other ilanis described In . • • inn 2.11 above)
<br />requesting: (i) disbursement of funds from the Unapplied Allowance Amount lot, (a) Tenant improvement Costs paid directly by Tenant; (11)
<br />disbursement of up to 3193,210.po (i.e., S10.00 per RSF in the Initial Pranniaes) from tie Unapplied Allowance Amount for FF&E Costs (darned
<br />below) Incurred by Tenant; and/or (iii) disbursement of up to 9h d i) (i.a., 8r, 00 per RSF In the Initial Premises) free die Unnpplied Allowance
<br />Amaunl for Cabling & Moving Costs (defined below) Incurred by Tenant; provided thin, for the avoidance of II Landlord shall have no
<br />obligation under this Section 2.3,2 or onhenvise to: (A) disburse any amount in excess of ilhe Unapplied Allowance Amount, (8) disburse more Limn
<br />the amount specified lit clause (it) above din FF&E Costs, (C) disburse more than dw amount specified In clause (iii) above for Cabling mud Moving
<br />Costs, (D) disburse any lands front the Unapplied Allowance /lnmunl for which Tennnl first requests disbursement on or killer (he Gist anniversary of
<br />the Commencement Date. "Fr&r% Casts" means costs Incurred by Tentin( liar Iurnhure, fixtures and equipment and cabling for the Premisos, aid
<br />"Cabling & lid uving Costs" means costs inculind by Tenant for cabling initialled in ilia Premises and or for Tcnant's move into the Promises.
<br />2.33 Notwithstanding anything to the contrary in this Work Letter (or in any other previsions ul' this Lease), it' (he
<br />Allowance Amount exeeeds the tool Tenant haprovenetd Costs incurred or disbursed by Landlord hereunder plus any amounts disbursed to Tenant
<br />undur Section 2.3.2 above, Tenant shall not be entitled to any Credit against orabmemem of Rent.
<br />30/ W0,1e Currrurllr—Clo, ofSatio i on Lease
<br />fixhibit C
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