5. Allowance for Tenant’s Changes.

          (a) Assuming Tenant either delivers to Landlord a Termination Waiver in accordance with the terms of Section 7 below or does not timely exercise the Termination Option (as defined below) such that it expires by its terms, Landlord shall reimburse Tenant for Tenant’s costs up to an amount equal to One Hundred Eight Thousand Seven Hundred Twenty Five and No/100 Dollars ($108,725.00) (the “Tenant Allowance”) which are incurred by Tenant in constructing any Tenant’s Changes which are completed on or before June 30, 2008 (the “Construction Completion Date”) in accordance with the terms of Section 18 of the Lease so long as, on or before the Construction Completion Date Tenant has met the following requirements (“Reimbursement Requirements”):

          (i) substantially completed the applicable Tenant’s Changes and received a certificate of occupancy (if required) from the applicable governing authority and delivered a copy of the same to Landlord;

          (ii) delivered to Landlord lien waivers and affidavits from Tenant’s contractor, all subcontractors, and all laborers or materials suppliers having performed any work at the Demised Premises relating to the applicable Tenant’s Changes, together with any other evidence reasonably required by Landlord to satisfy Landlord’s title insurer that there are no parties entitled to file a lien against the real property underlying the Project in connection with such work; and

          (iii) delivered to Landlord all invoices, receipts and other evidence reasonably required by Landlord to evidence the cost of the applicable Tenant’s Changes.

          (b) Any qualifying reimbursement amounts described above shall be paid by Landlord to Tenant within thirty (30) days after the later of (i) the Termination Option Expiration Date (as defined below) (including, without limitation, if the Termination Option Expiration Date is accelerated due to delivery by Tenant of a Termination Waiver in accordance with the terms of Section 7 below) or (ii) thirty (30) days after satisfaction of the Reimbursement Requirements.

     6. Tenant utilizes the Demised Premises to provide logistical services (“Logistical Services”) for its client, Philip Morris USA Inc. (“PM USA”). Landlord hereby agrees to simultaneously deliver to PM USA, at the address below and otherwise in accordance with the terms of the Lease (a “PM USA Notice”), a copy of any notice to Tenant regarding any failure by Tenant to fulfill its obligations under the Lease which, with the giving of notice or the passage of time, or both, would constitute an Event of Default (a “Potential Event of Default”).