Common use of Alterations, Additions, and Improvements Clause in Contracts

Alterations, Additions, and Improvements. (a) Tenant shall not make or allow to be made any alterations or additions in or to the Leased Premises without first obtaining the written consent of Landlord; provided, however, Tenant may, without Landlord's consent, perform interior non-structural alterations or additions not involving material modifications to the Building and its mechanical, electrical, HVAC and life safety systems so long as (i) for alterations or additions requiring government permits, the cost thereof during any calendar year does not exceed Ten Thousand Dollars ($10,000.00) during any calendar year, or (ii) for alterations or additions not requiring government permits, the cost thereof during any calendar year does not exceed Forty Thousand Dollars ($40,000.00). Landlord's consent will not be unreasonably withheld with respect to proposed alterations and additions which (i) comply with all applicable laws, ordinances, rules and regulations; (ii) are compatible with and does not adversely affect the Building and its mechanical, electrical, HVAC and life safety systems; (iii) will not affect the structural portions of the Building; (iv) will not interfere with the use and occupancy of any other portion of the Building by any other tenant, its employees or invitees; and (v) will not trigger any additional costs to Landlord. Specifically, but without limiting the generality of the foregoing, Landlord's right of consent shall encompass plans and specifications for the proposed alterations or additions, construction means and methods, the identity of any contractor or subcontractor to be employed on the work of alterations or additions, and the time for performance of such work. Tenant shall supply to Landlord any additional documents and information requested by Landlord in connection with Tenant's request for consent hereunder. Notwithstanding anything to the contrary contained in the paragraph, in connection with any request for consent hereunder, Tenant may request that Landlord advise Tenant whether or not Landlord will require Tenant to remove the alteration at the expiration of the Lease. Unless Landlord advises Tenant in writing that Landlord will not require Tenant to remove such alteration at the expiration of the Lease, the parties agree that Tenant shall be obligated to remove such alteration at the expiration of the Lease. Further, Landlord acknowledges that Tenant will not be required to remove any Tenant Improvements to the Leased Premises. (b) Any consent given by Landlord under this Section 5.07 shall be deemed conditioned upon: (i) Tenant's acquiring all applicable permits required by governmental authorities; (ii) Tenant's furnishing to Landlord copies of such permits, together with copies of the approved plans and specifications, prior to commencement of the work thereon; and (iii) the compliance by Tenant with the conditions of all applicable permits and approvals in a prompt and expeditious manner. (c) Tenant shall provide Landlord with not less than fifteen (15) days prior written notice of commencement of the work so as to enable Landlord to post and record appropriate notices of non-responsibility. All alterations and additions permitted hereunder shall be made and performed by Tenant without cost or expense to Landlord. Tenant shall pay the contractors and suppliers all amounts due to them when due and keep the Leased Premises and the Project free from any and all mechanics', materialmen's and other liens and claims arising out of any work performed, materials furnished or obligations incurred by or for Tenant. In the event any alterations or additions to the Leased Premises are performed by Landlord hereunder, whether by prearrangement or otherwise, Landlord shall be entitled to charge Tenant a five percent (5%) administration fee in addition to the actual costs of labor and materials provided. Such costs and fees shall be deemed Additional Rent under this Lease, and may be charged and payable prior to commencement of the work. (d) Any and all alterations, additions or improvements made to the Leased Premises by Tenant shall become the property of Landlord upon installation and shall be surrendered to Landlord without compensation to Tenant upon the termination of this Lease by lapse of time or otherwise unless (i) Landlord conditioned its approval of such alterations, additions or improvements on Tenant's agreement to remove them, or (ii) Landlord notifies Tenant prior to (or promptly after) the Term Expiration Date that the alterations, additions and/or improvements must be removed, in which case Tenant shall, by the Term Expiration Date (or promptly thereafter), remove such alterations, additions and improvements, repair any damage resulting from such removal and restore the Leased Premises to their condition existing prior to the date of installation of such alterations, additions and improvements. Notwithstanding anything to the contrary set forth above, this clause shall not apply to equipment, trade fixtures or furniture owned by Tenant. Tenant's trade fixtures, furniture, equipment and other personal property shall at all times be and remain Tenant's Property ("Tenant's Property"). Except for alterations that cannot be removed without structural injury to the Leased Premises, at any time Tenant may remove Tenant's Property from the Leased Premises. Tenant shall repair at its sole cost and expense all damage caused to the Leased Premises and the Project by removal of Tenant's movable equipment or furniture and such other alterations, additions and improvements as Tenant shall be required or allowed by Landlord to remove from the Leased Premises. All alterations, additions and improvements permitted under this Section 5.07 shall be constructed diligently, in a good and workmanlike manner with new, good and sufficient materials and in compliance with all applicable laws, ordinances, rules and regulations (including, without limitation, building codes and those related to accessibility and use by individuals with disabilities). Tenant shall, promptly upon completion of the work, furnish Landlord with "as built" drawings for any alterations, additions or improvements performed under this Section 5.07.

Alterations, Additions, and Improvements. No alterations, additions, or improvements (a"ALTERATIONS") Tenant shall not make or allow to be made any alterations or additions in or to the Leased Premises by Lessee without first obtaining the prior written consent of Landlord; Lessor which Lessor will not unreasonably withhold, condition or delay, provided, however, that Lessee may make Alterations (including removal and rearrangement of Tenant may, without Landlord's consent, perform interior non-structural alterations or additions Improvements and prior Alterations) which do not involving material modifications to affect the Building 8 systems, exterior appearance, structural components or structural integrity, which do not require a building permit and its mechanical, electrical, HVAC and life safety systems so long as (i) for alterations or additions requiring government permits, the cost thereof during any calendar year does which do not exceed Ten collectively Twenty Five Thousand Dollars ($10,000.0025,000) during in cost within any calendar yeartwelve (12) month period, without Lessor's prior written consent. As a condition to Lessor's obligation to consider any request for consent hereunder, Lessee shall pay Lessor upon demand for the reasonable out-of-pocket costs and expenses of consultants, engineers, architects and others for reviewing plans and specifications and for monitoring the construction of any proposed Alterations, and if consent is granted, within ten (10) days after Lessee executes a construction contract for the Alterations, a construction management fee equal to one percent (1%) of all costs of demolition, construction and installation of any Alterations; the fee shall be adjusted on thirty (30) days notice after cancellation of the Alterations and a determination of final costs of same, which Lessee shall provide to Lessor along with all supporting documentation within said thirty (30) days. Lessor may require Lessee to remove any such Alterations at the expiration or sooner termination of the Lease Term and to restore the Premises to their prior condition by written notice given on or before the earlier of (i) ninety (90) days prior to the expiration of the Lease Term or (ii) for alterations thirty (30) days after termination of the Lease or additions not requiring government permits, the cost thereof during any calendar year does not exceed Forty Thousand Dollars ($40,000.00). Landlord's consent will not be unreasonably withheld with respect to proposed alterations and additions which (i) comply with all applicable laws, ordinances, rules and regulations; (ii) are compatible with and does not adversely affect the Building and its mechanical, electrical, HVAC and life safety systems; (iii) thirty (30) days after a written request from Lessee for such notice from Lessor provided, that, if Lessee requests same from Lessor, Lessor will not affect the structural portions notify Lessee within five (5) business days after receipt of the Building; (iv) will not interfere with the use Lessee's request for consent and occupancy a copy of any other portion of the Building by any other tenant, its employees or invitees; and (v) will not trigger any additional costs to Landlord. Specifically, but without limiting the generality of the foregoing, Landlord's right of consent shall encompass all plans and specifications for the proposed alterations or additions, construction means and methods, the identity of any contractor or subcontractor Alteration whether it will require removal. All Alterations to be employed on the work of alterations or additions, and the time for performance of such work. Tenant shall supply to Landlord any additional documents and information requested by Landlord in connection with Tenant's request for consent hereunder. Notwithstanding anything made to the contrary contained Premises shall be made under the supervision of a competent, California licensed architect and/or competent California licensed structural engineer (each of whom has been approved by Lessor) and shall be made in the paragraph, in connection accordance with any request for consent hereunder, Tenant may request that Landlord advise Tenant whether or not Landlord will require Tenant plans and specifications which have been furnished to remove the alteration at the expiration of the Lease. Unless Landlord advises Tenant and approved by Lessor in writing that Landlord will not require Tenant to remove such alteration at the expiration of the Lease, the parties agree that Tenant shall be obligated to remove such alteration at the expiration of the Lease. Further, Landlord acknowledges that Tenant will not be required to remove any Tenant Improvements to the Leased Premises. (b) Any consent given by Landlord under this Section 5.07 shall be deemed conditioned upon: (i) Tenant's acquiring all applicable permits required by governmental authorities; (ii) Tenant's furnishing to Landlord copies of such permits, together with copies of the approved plans and specifications, prior to commencement of work. All Alterations shall be designed, constructed and installed at the work thereon; sole cost and (iii) the expense of Lessee by California licensed architects, engineers, and contractors approved by Lessor, in compliance by Tenant with the conditions of all applicable permits law, and in good and workmanlike manner. Such approvals in a prompt shall not be unreasonably withheld, conditioned or delayed by Lessor. Subject to Lessor's right to have Lessee retain ownership and expeditious manner. remove same, any Alteration, including, without limitation, all lighting, electrical, heating, ventilation, air conditioning (c) Tenant shall provide Landlord with not less than fifteen (15) days prior written notice of commencement other then air handling equipment which is part of the work so as to enable Landlord to post Laboratory Facilities) and record appropriate notices of nonfull height partitioning (but not moveable, free standing cubicle-responsibility. All alterations and additions permitted hereunder shall be made and performed by Tenant without cost or expense to Landlord. Tenant shall pay the contractors and suppliers all amounts due to them when due and keep the Leased Premises and the Project free from any and all mechanics', materialmen's and other liens and claims arising out of any work performed, materials furnished or obligations incurred by or for Tenant. In the event any alterations or additions type partitions which do not extend to the Leased Premises are performed ceiling or connect to Building walls or other movable furniture), drapery and carpeting installations made by Landlord hereunderLessee, whether by prearrangement or otherwisetogether with all property that has become an integral part of the Premises, Landlord shall be entitled to charge Tenant a five percent (5%) administration fee in addition to the actual costs of labor and materials provided. Such costs and fees shall not be deemed Additional Rent under this Lease, trade fixtures and may be charged and payable prior to commencement of the work. (d) Any and all alterations, additions or improvements made to the Leased Premises by Tenant shall become the property of Landlord upon installation and shall be surrendered to Landlord without compensation to Tenant upon Lessor at the expiration or sooner termination of this Lease by lapse of time or otherwise the Lease, unless (i) Landlord conditioned its approval of such alterations, additions or improvements on Tenant's agreement Lessor directs otherwise. Lessee shall retain title to remove them, or (ii) Landlord notifies Tenant prior to (or promptly after) the Term Expiration Date that the alterations, additions and/or improvements must be removed, in which case Tenant shall, by the Term Expiration Date (or promptly thereafter), remove such alterations, additions all furniture and improvements, repair any damage resulting from such removal and restore the Leased Premises to their condition existing prior to the date of installation of such alterations, additions and improvements. Notwithstanding anything to the contrary set forth above, this clause shall not apply to equipment, trade fixtures or furniture owned by Tenant. Tenant's trade fixtures, furniture, equipment and other personal property shall at all times be and remain Tenant's Property ("Tenant's Property"). Except for alterations that cannot be removed without structural injury to placed on the Leased Premises, at any time Tenant may remove Tenant's Property from the Leased Premises. Tenant shall repair at its sole cost and expense all damage caused to the Leased Premises and the Project by removal of Tenant's movable equipment or furniture and such other alterations, additions and improvements as Tenant shall be required or allowed by Landlord to remove from the Leased Premises. All alterations, additions and improvements permitted under this Section 5.07 shall be constructed diligently, in a good and workmanlike manner with new, good and sufficient materials and in compliance with all applicable laws, ordinances, rules and regulations Within thirty (including, without limitation, building codes and those related to accessibility and use by individuals with disabilities). Tenant shall, promptly upon 30) days after completion of the workany Alteration, furnish Landlord Lessee shall provide Lessor with a complete set of "as built" drawings plans for any alterations, additions or improvements performed under this Section 5.07same. The initial Tenant Improvements shall not be deemed "Alterations."

Alterations, Additions, and Improvements. (a) Tenant shall not make any alterations, additions, or allow to be made any alterations or additions in or improvements to the Leased Premises without first obtaining the written consent of Landlord; provided, however, Tenant may, Property without Landlord's prior written consent, perform interior except for non-structural alterations or additions not involving material modifications to the Building and its mechanical, electrical, HVAC and life safety systems so long as (i) for alterations or additions requiring government permits, the cost thereof during any calendar year does which do not exceed Ten Fifty Thousand Dollars ($10,000.0050,000.00) during any calendar year, or (ii) for alterations or additions in cost cumulatively over the Lease Term and which are not requiring government permits, visible from the cost thereof during any calendar year does not exceed Forty Thousand Dollars ($40,000.00). Landlord's consent will not be unreasonably withheld with respect to proposed alterations and additions which (i) comply with all applicable laws, ordinances, rules and regulations; (ii) are compatible with and does not adversely affect the Building and its mechanical, electrical, HVAC and life safety systems; (iii) will not affect the structural portions of the Building; (iv) will not interfere with the use and occupancy outside of any other portion building of which the Building by any other tenant, its employees or invitees; and (v) will not trigger any additional costs to LandlordProperty is part. Specifically, but without limiting the generality of Notwithstanding the foregoing, Landlord's right of consent shall encompass plans and specifications for the proposed alterations or additions, construction means and methods, the identity of any contractor or subcontractor to be employed on the work of alterations or additions, and the time for performance of such work. Tenant shall supply have the right and privilege to Landlord any additional documents and information requested by Landlord in connection with Tenant's request for consent hereunder. Notwithstanding anything to the contrary contained in the paragraphinstall, in connection with any request for consent hereunder, Tenant may request that Landlord advise Tenant whether or not Landlord will require Tenant to remove the alteration at the expiration of the Lease. Unless Landlord advises Tenant in writing that Landlord will not require Tenant to remove such alteration at the expiration of the Lease, the parties agree that Tenant shall be obligated to remove such alteration at the expiration of the Lease. Further, Landlord acknowledges that Tenant will not be required to remove any Tenant Improvements to the Leased Premises. (b) Any consent given by Landlord under this Section 5.07 shall be deemed conditioned upon: (i) Tenant's acquiring all applicable permits required by governmental authorities; (ii) Tenant's furnishing to Landlord copies of such permits, together with copies of the approved plans and specifications, prior to commencement of the work thereon; and (iii) the compliance by Tenant with the conditions of all applicable permits and approvals in a prompt and expeditious manner. (c) Tenant shall provide Landlord with not less than fifteen (15) days prior written notice of commencement of the work so as to enable Landlord to post and record appropriate notices of non-responsibility. All alterations and additions permitted hereunder shall be made and performed by Tenant without cost or expense to Landlord. Tenant shall pay the contractors and suppliers all amounts due to them when due and keep the Leased Premises and the Project free from any and all mechanics', materialmen's and other liens and claims arising out of any work performed, materials furnished or obligations incurred by or for Tenant. In the event any alterations or additions to the Leased Premises are performed by Landlord hereunder, whether by prearrangement or otherwise, Landlord shall be entitled to charge Tenant a five percent (5%) administration fee in addition to the actual costs of labor and materials provided. Such costs and fees shall be deemed Additional Rent under this Lease, and may be charged and payable prior to commencement of the work. (d) Any and all alterations, additions or improvements made to the Leased Premises by Tenant shall become the property of Landlord upon installation and shall be surrendered to Landlord without compensation to Tenant upon the termination of this Lease by lapse of time or otherwise unless (i) Landlord conditioned its approval of such alterations, additions or improvements on Tenant's agreement to remove them, or (ii) Landlord notifies Tenant prior to (or promptly after) the Term Expiration Date that the alterations, additions and/or improvements must be removed, in which case Tenant shall, by the Term Expiration Date (or promptly thereafter), remove such alterations, additions and improvements, repair any damage resulting from such removal and restore the Leased Premises to their condition existing prior to the date of installation of such alterations, additions and improvements. Notwithstanding anything to the contrary set forth above, this clause shall not apply to equipment, trade fixtures or furniture owned by Tenant. Tenant's trade fixtures, furniture, equipment and other personal property shall at all times be and remain Tenant's Property ("Tenant's Property"). Except for alterations that cannot be removed without structural injury to the Leased Premises, at any time Tenant may remove Tenant's Property from the Leased Premises. Tenant shall repair at its sole cost and expense all damage caused without Landlord's further consent, a "wire guidance system" within the warehouse floors of the Property with such wire guidance system requiring that the floor of the warehouse be saw cut in order to accept a low voltage wire down each of the Leased Premises pallet rack rows and extending approximately fifteen feet (15') beyond the Project end of each row. Tenant shall submit plans for installation of such "wire guidance system" for review and approval by removal Landlord's structural engineer which approval shall not be unreasonably withheld or delayed. Tenant shall follow the requirements of TenantLandlord's movable equipment or furniture and such other structural engineer for maintaining the structural integrity of the warehouse floor. Tenant shall promptly remove any alterations, additions and additions, or improvements as Tenant shall be required or allowed by Landlord to remove from the Leased Premisesconstructed in violation of this Paragraph 6.05 (a) upon Landlord's written request. All alterations, additions additions, and improvements permitted under this Section 5.07 shall be constructed diligently, done in a good and workmanlike manner with newmanner, good and sufficient materials and in compliance conformity with all applicable lawslaws and regulations, ordinances, rules and regulations (including, without limitation, building codes and those related to accessibility and use by individuals with disabilities)a contractor approved by Landlord which approval shall not be unreasonably withheld or delayed. Tenant shall, promptly upon Upon completion of the any such work, furnish Tenant shall provide Landlord with "as built" drawings plans, copies of all construction contracts, and proof of payment for all labor and materials. (b) Tenant shall pay when due all claims for labor and material furnished to the Property. Tenant shall give Landlord at least twenty (20) days' prior written notice of the commencement of any alterationswork on the Property, additions or improvements performed under this Section 5.07regardless of whether Landlord's consent to such work is required. Landlord may elect to record and post notices of non-responsibility on the Property.

Alterations, Additions, and Improvements. (a) Tenant shall not make A. TENANT has inspected the Premises or allow caused an inspection to be made on its behalf, and, notwithstanding such inspection and the provisions of paragraph 11, accepts and is leasing the premises in their "as is" condition as of the date of commencement of the term of this lease and is not relying on any alterations representations or additions in warranties made by PORT or any representative of PORT as to the Leased present or future physical condition of the Premises. B. All capital improvements or any other alteration, addition or improvement on the Premises which may not be removed without substantial injury to the Premises shall become part of the realty, shall be owned by PORT and shall, at the end of the term hereof, remain on the Premises without compensation to TENANT unless PORT first obtaining waives its rights under this lease in writing. C. TENANT is permitted to demolish and remove Pier 5 on the written consent of Landlord; providedPremises, howeveras more particularly described in Exhibit "A", Tenant mayat its sole cost and expense, without Landlordincluding, but not limited to, any expense incurred in connection with TENANT's consentcompliance with any law, perform interior non-structural alterations ordinance, rule or additions not involving material modifications regulation concerning hazardous materials as defined in paragraph 11 herein, subject to the Building provisions of this paragraph. At the time of such demolition and its mechanicalremoval, electricalTENANT is permitted to sell the gantry cranes which are located on said pier as of the Commencement Date of this lease. All proceeds from this sale may be retained by TENANT, HVAC in an amount not to exceed TENANT's actual costs of demolition and life safety systems so long as removal of Pier 5. Any proceeds from the sale of said cranes located on Pier 5 on the Premises in excess of TENANT's actual costs of demolition and removal shall be paid to PORT. Within ninety (i90) days after the completion of the demolition and removal of Pier 5, TENANT shall furnish to PORT a statement of TENANT'S expenditures for alterations or additions requiring government permits, said removal and demolition. TENANT shall also furnish to PORT within ninety (90) days of the cost thereof during any calendar year does not exceed Ten Thousand Dollars sale of the cranes on Pier 5 a statement of the proceeds from said sale ($10,000.00) during any calendar year, or (ii) for alterations or additions not requiring government permits, the cost thereof during any calendar year does not exceed Forty Thousand Dollars ($40,000.00hereinafter called "Accounting Statements"). Landlord's consent Each Accounting Statement shall be signed and certified as accurate and complete on behalf of TENANT by an authorized officer of TENANT. TENANT shall keep and maintain on the Premises or at a location elsewhere in the City and County of San Francisco for a period of three full Lease Years, a complete set of books of accounts, records, receipts and other documentation supporting TENANT'S expenditures for said removal and demolition, and the proceeds of the sale of cranes, which shall be kept in accordance with generally accepted accounting principles and shall be open for inspection by the PORT or its auditors during regular business hours and upon reasonable notice. PORT shall keep any information derived from the Accounting Statements confidential to the fullest extent permitted by law. If the PORT should determine that there has been a deficiency in the payment of proceeds of the crane sale to the PORT resulting from the overstatement of TENANT'S expenditures, this will constitute a material breach of this lease. D. All alterations, additions or improvements to the Premises shall be subject to the following conditions, which TENANT covenants to observe and perform: (1) No work shall be undertaken until TENANT shall have procured and paid for all PORT, municipal and other governmental permits and authorizations of the various municipal departments and governmental agencies having jurisdiction, including, but not be unreasonably withheld limited to, any building or similar permits required by PORT or its Chief Harbor Engineer in the exercise of its jurisdiction with respect to proposed alterations PORT lands. (2) All work shall be done in a good and additions which (i) comply with all applicable laws, ordinances, rules workmanlike manner and regulations; (ii) are compatible with and does not adversely affect the Building and its mechanical, electrical, HVAC and life safety systems; (iii) will not affect the structural portions of the Building; (iv) will not interfere in compliance with the use applicable building and occupancy zoning laws and terms of and conditions imposed on any other portion of the Building by any other tenant, its employees permit or invitees; and (v) will not trigger any additional costs to Landlord. Specifically, but without limiting the generality of the foregoing, Landlord's right of consent shall encompass plans and specifications authorization for the proposed alterations or additions, construction means and methods, the identity of any contractor or subcontractor to be employed on the work of alterations or additions, and the time for performance of such work. Tenant shall supply to Landlord any additional documents and information requested by Landlord in connection with Tenant's request for consent hereunder. Notwithstanding anything to the contrary contained in the paragraph, in connection with any request for consent hereunder, Tenant may request that Landlord advise Tenant whether or not Landlord will require Tenant to remove the alteration at the expiration of the Lease. Unless Landlord advises Tenant in writing that Landlord will not require Tenant to remove such alteration at the expiration of the Lease, the parties agree that Tenant shall be obligated to remove such alteration at the expiration of the Lease. Further, Landlord acknowledges that Tenant will not be required to remove any Tenant Improvements to the Leased Premises. (b3) Any consent given by Landlord under this Section 5.07 All work shall be deemed conditioned upon: (i) Tenant's acquiring all applicable permits required by governmental authorities; (ii) Tenant's furnishing prosecuted to Landlord copies of such permitscompletion with reasonable dispatch, together with copies of the approved plans and specifications, prior to commencement of the work thereon; and (iii) the compliance by Tenant with the conditions of all applicable permits and approvals in a prompt and expeditious mannerunavoidable delays excepted. (c4) Tenant shall provide Landlord with not less than fifteen (15) days prior written notice of commencement of At the work so as to enable Landlord to post and record appropriate notices of non-responsibility. All alterations and additions permitted hereunder shall be made and performed by Tenant without cost or expense to Landlord. Tenant shall pay the contractors and suppliers all amounts due to them when due and keep the Leased Premises and the Project free from any and all mechanics', materialmen's and other liens and claims arising out completion of any work performeddescribed in this paragraph, materials furnished or obligations incurred by or for Tenant. In the event any alterations or additions to the Leased Premises are performed by Landlord hereunder, whether by prearrangement or otherwise, Landlord TENANT shall be entitled to charge Tenant a five percent furnish one (5%1) administration fee in addition to the actual costs set of labor and materials provided. Such costs and fees shall be deemed Additional Rent under this Lease, and may be charged and payable prior to commencement reproducible "as-built" drawings of the work. (d) Any and all alterations, additions or improvements made to the Leased Premises so that PORT shall at all times have a complete set of reproducible "as-built" drawings of all work done to or on the Premises. E. Nothing contained in this paragraph shall limit the right of TENANT to install and remove trade fixtures and equipment in any part of the Premises, and PORT disclaims any ownership interest in such trade fixtures and equipment. Any damage to the Premises occasioned by Tenant shall become the property of Landlord upon such installation and or removal shall be surrendered repaired at the cost of TENANT. The buildings, fences, piers, parking lots and similar structures and appurtenances shall not be regarded as trade fixtures but as "improvements". F. At PORT's election, TENANT shall be obligated at its own expense to Landlord demolish and remove any and all alterations, additions and improvements that TENANT has made which are not or will not be reasonably capable of continued occupancy for the purposes described in paragraph 7 of this lease without compensation to Tenant upon substantial repairs or renovations following the termination of this Lease by lapse lease. G. Within ninety (90) days but not less than sixty (60) days prior to the termination of time this lease, unless termination should be the result of loss or otherwise unless destruction of the improvements, in which event only written notice shall be required of PORT, PORT shall advise TENANT as to which improvements or portions of improvements it elects to have demolished and removed in accordance with subparagraph F. In the event that removal or demolition is required under subparagraph F and TENANT fails to make such demolition and removal within sixty (i60) Landlord conditioned its approval days after the expiration or prior termination of this lease, PORT may perform such work at TENANT's expense. H. In addition to any other remedy available to PORT, PORT may require TENANT to remove, at TENANT's expense, any or all alterations, additions or improvements on Tenantnot approved by PORT under the provisions of this paragraph; and PORT may require TENANT to repair in good workmanlike fashion any damage occasioned thereby at TENANT's agreement expense. TENANT shall pay to remove themPORT all special inspection fees as set forth in the San Francisco Building Code for inspections of work performed without required permits. I. At any termination of this lease, or (ii) Landlord notifies Tenant prior to (or promptly after) TENANT shall leave the Term Expiration Date that Premises free and clear of all debris and in as good condition as when leased and subsequently improved, excepting reasonable wear and tear and damage caused by uninsured casualty loss for which the alterations, additions and/or improvements must be removed, in which case Tenant shall, by the Term Expiration Date (or promptly thereafter), remove such alterations, additions and improvements, TENANT is not responsible. TENANT shall repair any damage resulting from such removal and restore the Leased Premises to their condition existing prior to the date of installation of Premises for which TENANT is liable under this lease, subject to such alterationsadjustments as may be mutually agreed by the parties hereto in writing. If TENANT fails to remove any improvements, additions and improvements. Notwithstanding anything to the contrary set forth above, this clause shall not apply to equipment, furniture or trade fixtures when requested to do so by PORT or furniture owned by Tenant. Tenant's trade fixturesfails to leave the property in the condition required herein, furniture, equipment and other personal property shall at all times be and remain Tenant's Property ("Tenant's Property"). Except for alterations that cannot be removed without structural injury to the Leased Premises, at any time Tenant PORT may remove Tenantsuch items and correct such condition at TENANT's Property from expense and charge said costs against the Leased Premisesguarantee deposit. Tenant shall repair at its sole cost and expense all damage caused to the Leased Premises and the Project by removal of Tenant's movable equipment or furniture and such other alterations, additions and improvements as Tenant TENANT shall be required to pay any expenses or allowed portions thereof not compensated by Landlord to remove from the Leased Premises. All alterations, additions and improvements permitted under this Section 5.07 shall be constructed diligently, in a good and workmanlike manner with new, good and sufficient materials and in compliance with all applicable laws, ordinances, rules and regulations (including, without limitation, building codes and those related to accessibility and use by individuals with disabilities). Tenant shall, promptly upon completion of the work, furnish Landlord with "as built" drawings for any alterations, additions or improvements performed under this Section 5.07guarantee deposit.

Alterations, Additions, and Improvements. No alterations, additions, or improvements (a“Alterations”) Tenant shall not make or allow to be made any alterations or additions in or to the Leased Premises by Lessee without first obtaining the prior written consent of Landlord; Lessor which Lessor will not unreasonably withhold, condition or delay, provided, however, Tenant may, without Landlord's consent, perform interior non-structural alterations or additions that Lessee may make Alterations (including removal and rearrangement of Lessee Improvements and prior Alterations) which do not involving material modifications to affect the Building 8 systems, exterior appearance, structural components or structural integrity, which do not require a building permit and its mechanical, electrical, HVAC and life safety systems so long as (i) for alterations or additions requiring government permits, the cost thereof during any calendar year does which do not exceed Ten Fifty Thousand Dollars ($10,000.0050,000) during any calendar yearindividually, or (ii) for alterations or additions not requiring government permits, the cost thereof during any calendar year does not collectively exceed Forty One Hundred Thousand Dollars ($40,000.00)100,000) in cost within any twelve (12) month period, without Lessor’s prior written consent. Landlord's consent will not be unreasonably withheld with respect As a condition to proposed alterations and additions which (i) comply with all applicable laws, ordinances, rules and regulations; (ii) are compatible with and does not adversely affect the Building and its mechanical, electrical, HVAC and life safety systems; (iii) will not affect the structural portions of the Building; (iv) will not interfere with the use and occupancy of any other portion of the Building by any other tenant, its employees or invitees; and (v) will not trigger any additional costs Lessor’s obligation to Landlord. Specifically, but without limiting the generality of the foregoing, Landlord's right of consent shall encompass plans and specifications for the proposed alterations or additions, construction means and methods, the identity of any contractor or subcontractor to be employed on the work of alterations or additions, and the time for performance of such work. Tenant shall supply to Landlord any additional documents and information requested by Landlord in connection with Tenant's request for consent hereunder. Notwithstanding anything to the contrary contained in the paragraph, in connection with consider any request for consent hereunder, Tenant Lessee shall pay Lessor upon demand for the reasonable out-of-pocket costs and expenses of consultants, engineers, architects and others for reviewing plans and specifications and for monitoring the construction of any proposed Alterations, and if consent is granted, within ten (10) days after Lessee executes a construction contract, a construction management fee equal to one percent (1%) of all costs of demolition, construction and installation of any Alterations; the fee shall be adjusted on thirty (30) days notice after cancellation of the Alterations and a determination of final costs of same, which Lessee shall provide to Lessor along with all supporting documentation within said thirty (30) days. Lessor may request that Landlord advise Tenant whether or not Landlord will require Tenant Lessee to remove any such Alterations (except the alteration “Removable Alterations” described on Schedule 2 hereto) at the expiration or sooner termination of the Lease. Unless Landlord advises Tenant Lease Term and to restore the Premises to their prior condition pursuant to the terms of Section 17.09 hereof; provided that Lessor shall make such election, if at all, at the time consent to such Alteration is given, if such election is requested in writing that Landlord will not of Lessor at such time by Lessee. Notwithstanding the foregoing, if Lessee installs an internal stairway between the fourth floor and the fifth floor of Building 8, then Lessor may, at any time during the Lease Term, in Lessor’s sole discretion, require Tenant Lessee to remove such alteration at stairway upon the expiration or earlier termination of this Lease. All Alterations to be made to the Lease, the parties agree that Tenant Premises shall be obligated to remove such alteration at made under the expiration supervision of the Lease. Furthera competent, Landlord acknowledges that Tenant will not be required to remove any Tenant Improvements to the Leased Premises. California licensed architect and/or competent California licensed structural engineer (beach of whom has been approved by Lessor) Any consent given by Landlord under this Section 5.07 and shall be deemed conditioned upon: (i) Tenant's acquiring all applicable permits required by governmental authorities; (ii) Tenant's furnishing to Landlord copies of such permits, together made in accordance with copies of the approved plans and specifications, specifications which have been furnished to and approved by Lessor in writing prior to commencement of work. All Alterations requiring a building permit shall be designed, constructed and installed at the work thereon; sole cost and (iii) the expense of Lessee by California licensed architects, engineers, and contractors approved by Lessor, in compliance by Tenant with the conditions of all applicable permits law, and in good and workmanlike manner, and shall have been approved in writing by Redwood City and any other applicable governmental agencies. Such approvals in a prompt shall not be unreasonably withheld, conditioned or delayed by Lessor. Subject to Lessor’s right to have Lessee retain ownership and expeditious manner. (c) Tenant shall provide Landlord remove same, any Alteration, including, without limitation, all lighting, electrical, heating, ventilation, air conditioning and full height partitioning, drapery and carpeting installations made by Lessee, , together with not less than fifteen (15) days prior written notice of commencement all property that has become an integral part of the work so Premises such as to enable Landlord to post fume hoods which penetrate the roof or plenum area, built-in cold rooms, built-in warm rooms, deionized water systems, glass washing equipment, autoclaves, chillers, built-in plumbing, electrical and record appropriate notices of non-responsibility. All alterations mechanical equipment and additions permitted hereunder systems and any power generator and transfer switches, shall be made and performed by Tenant without cost or expense to Landlord. Tenant shall pay the contractors and suppliers all amounts due to them when due and keep the Leased Premises and the Project free from any and all mechanics', materialmen's and other liens and claims arising out of any work performed, materials furnished or obligations incurred by or for Tenant. In the event any alterations or additions to the Leased Premises are performed by Landlord hereunder, whether by prearrangement or otherwise, Landlord shall be entitled to charge Tenant a five percent (5%) administration fee in addition to the actual costs of labor and materials provided. Such costs and fees shall not be deemed Additional Rent under this Lease, trade fixtures and may be charged and payable prior to commencement of the work. (d) Any and all alterations, additions or improvements made to the Leased Premises by Tenant shall become the property of Landlord upon installation Lessor at the expiration or sooner termination of the Lease, unless Lessor directs otherwise. Lessee shall retain title to all furniture and trade fixtures placed on the Premises. Within thirty (30) days after completion of any Alteration, Lessee shall provide Lessor with a complete set of both hard copies and CAD drawings of “as built” plans for same. The Lessor’s Work shall not be surrendered deemed “Alterations” and Lessee shall have no obligation to Landlord without compensation to Tenant remove or restore the Lessor’s Work upon the expiration or earlier termination of this Lease by lapse of time or otherwise unless (i) Landlord conditioned its approval of such alterations, additions or improvements on Tenant's agreement to remove them, or (ii) Landlord notifies Tenant prior to (or promptly after) the Term Expiration Date that the alterations, additions and/or improvements must be removed, in which case Tenant shall, by the Term Expiration Date (or promptly thereafter), remove such alterations, additions and improvements, repair any damage resulting from such removal and restore the Leased Premises to their condition existing prior to the date of installation of such alterations, additions and improvements. Notwithstanding anything to the contrary set forth above, this clause shall not apply to equipment, trade fixtures or furniture owned by Tenant. Tenant's trade fixtures, furniture, equipment and other personal property shall at all times be and remain Tenant's Property ("Tenant's Property"). Except for alterations that cannot be removed without structural injury to the Leased Premises, at any time Tenant may remove Tenant's Property from the Leased Premises. Tenant shall repair at its sole cost and expense all damage caused to the Leased Premises and the Project by removal of Tenant's movable equipment or furniture and such other alterations, additions and improvements as Tenant shall be required or allowed by Landlord to remove from the Leased Premises. All alterations, additions and improvements permitted under this Section 5.07 shall be constructed diligently, in a good and workmanlike manner with new, good and sufficient materials and in compliance with all applicable laws, ordinances, rules and regulations (including, without limitation, building codes and those related to accessibility and use by individuals with disabilities). Tenant shall, promptly upon completion of the work, furnish Landlord with "as built" drawings for any alterations, additions or improvements performed under this Section 5.07Lease.

Alterations, Additions, and Improvements. (a) Tenant shall Lessee covenants and agrees not to permit the Leased Premises to be used for any purpose other than that stated in the Use clause hereof, or make or allow to be made any alterations alternations or physical additions in or to the Leased Premises which are in each instance in excess of Ten Thousand and No/100 Dollars ($10,000.00) or make any material alterations to the structural, mechanical or electrical components serving the Leased Premises without first obtaining the written consent of Landlord; providedLessor, however, Tenant may, without Landlord's consent, perform interior non-structural alterations or additions not involving material modifications to the Building and its mechanical, electrical, HVAC and life safety systems so long as (i) for alterations or additions requiring government permits, the cost thereof during any calendar year does not exceed Ten Thousand Dollars ($10,000.00) during any calendar year, or (ii) for alterations or additions not requiring government permits, the cost thereof during any calendar year does not exceed Forty Thousand Dollars ($40,000.00). Landlord's which written consent will shall not be unreasonably withheld with respect or delayed. Any and all permanent alterations, additions, and improvements (including without limitation, partitions, wall-to-wall carpeting, paneling, wall coverings and any other article permanently attached or affixed to proposed alterations the floor, wall, or ceiling of the Building, but excluding Lessee's unattached and additions which removable trade fixtures, office supplies, furniture and equipment) shall immediately upon the installation or construction thereof, or attachment or affixing thereto, become the property of Lessor, at Lessor's option, and if costing in excess of $10,000 or constituting a material alteration, shall (i) comply be installed in accordance with all applicable lawsplans and specifications approved in advance by Lessor, ordinances, rules and regulations; (ii) are compatible be installed strictly in accordance with all laws and does not adversely affect the Building and its mechanicalordinances relating thereto, electrical, HVAC and life safety systems; (iii) will not affect the structural portions of the Building; (iv) will not interfere with the use and occupancy of any other portion of the Building by any other tenant, its employees or invitees; and (v) will not trigger any additional costs to Landlord. Specifically, but without limiting the generality of the foregoing, Landlord's right of consent shall encompass plans and specifications for the proposed alterations or additions, construction means and methods, the identity of any contractor or subcontractor to be employed on the work of alterations or additions, and the time for performance of such work. Tenant shall supply to Landlord any additional documents and information requested by Landlord in connection with Tenant's request for consent hereunder. Notwithstanding anything to the contrary contained in the paragraph, in connection with any request for consent hereunder, Tenant may request that Landlord advise Tenant whether or not Landlord will require Tenant to remove the alteration at the expiration of the Lease. Unless Landlord advises Tenant in writing that Landlord will not require Tenant to remove such alteration at the expiration of the Lease, the parties agree that Tenant shall be obligated to remove such alteration at the expiration of the Lease. Further, Landlord acknowledges that Tenant will not be required to remove any Tenant Improvements to the Leased Premises. (b) Any consent given by Landlord under this Section 5.07 shall be deemed conditioned upon: (i) Tenant's acquiring all applicable permits required by governmental authorities; (ii) Tenant's furnishing to Landlord copies of such permits, together with copies of the approved plans and specifications, prior to commencement of the work thereon; and (iii) the compliance by Tenant remain upon and be surrendered with the conditions of all applicable permits and approvals in a prompt and expeditious manner. (c) Tenant shall provide Landlord with not less than fifteen (15) days prior written notice of commencement of the work so as to enable Landlord to post and record appropriate notices of non-responsibility. All alterations and additions permitted hereunder shall be made and performed by Tenant without cost or expense to Landlord. Tenant shall pay the contractors and suppliers all amounts due to them when due and keep the Leased Premises and as a part thereof at the Project free from any and all mechanics', materialmen's and other liens and claims arising out expiration or sooner termination of any work performed, materials furnished or obligations incurred by or for Tenant. In the event any alterations or additions to the Leased Premises are performed by Landlord hereunder, whether by prearrangement or otherwise, Landlord shall be entitled to charge Tenant a five percent (5%) administration fee in addition to the actual costs of labor and materials provided. Such costs and fees shall be deemed Additional Rent under this Lease, Lessee hereby waiving all rights to any payment, credit or compensation therefor. Lessee may remove its removable trade fixtures, office supplies, furniture, inventory, raw materials and may be charged and payable prior to commencement of the work. equipment provided (da) Any and all alterations, additions or improvements made to the Leased Premises by Tenant shall become the property of Landlord upon installation and shall be surrendered to Landlord without compensation to Tenant upon the termination of this Lease by lapse of time or otherwise unless (i) Landlord conditioned its approval of such alterations, additions or improvements on Tenant's agreement to remove them, or (ii) Landlord notifies Tenant prior to (or promptly after) the Term Expiration Date that the alterations, additions and/or improvements must be removed, in which case Tenant shall, by the Term Expiration Date (or promptly thereafter), remove such alterations, additions and improvements, repair any damage resulting from such removal and restore the Leased Premises to their condition existing is made prior to the date expiration or termination of installation of such alterations, additions the Lease Term; and improvements. Notwithstanding anything to the contrary set forth above, this clause shall not apply to equipment, trade fixtures or furniture owned by Tenant. Tenant's trade fixtures, furniture, equipment and other personal property shall at all times be and remain Tenant's Property ("Tenant's Property"). Except for alterations that cannot be removed without structural injury to the Leased Premises, at any time Tenant may remove Tenant's Property from the Leased Premises. Tenant shall repair at its sole cost and expense b) Lessee promptly repairs all damage caused to the Leased Premises and the Project by such removal of Tenant's movable equipment or furniture and such other alterations, additions and improvements as Tenant shall be required or allowed by Landlord to remove from the Leased Premises. All alterations, additions and improvements permitted under this Section 5.07 shall be constructed diligently, in a good and workmanlike manner with new, good and sufficient using materials and in compliance with all applicable laws, ordinances, rules and regulations (including, without limitation, building codes and of similar quality to those related being repaired prior to accessibility and use by individuals with disabilities). Tenant shall, promptly upon completion the expiration or sooner termination of the workLease Term, furnish Landlord with "and if Lessee fails to remove the same prior to the expiration or termination of the Lease Term, such unattached and removable trade fixtures, office supplies, furniture and equipment, at the election of Lessor, shall automatically become the property of Lessor, Lessee hereby waiving all right to any payment, credit or compensation therefor and all rights thereto, unless the failure to remove such items is subject to an agreement between Lessor and Lessee or is as built" drawings for any alterations, additions a result of Lessor's taking possession of same or improvements performed under this Section 5.07denying access to same.

Alterations, Additions, and Improvements. No alterations, ------------------------------------------------------ additions, or improvements (a"Alterations") Tenant shall not make or allow to be made any alterations or additions in or to the Leased Premises by Lessee without first obtaining the prior written consent of Landlord; Lessor which Lessor will not unreasonably withhold, provided, however, Tenant maythat Lessee may make Alterations which do not affect any Building system, without Landlord's consentexterior appearance, perform interior non-structural alterations components or additions structural integrity and which do not involving material modifications exceed, with respect to the Building and its mechanicaleach Building, electrical, HVAC and life safety systems so long as (i) for alterations or additions requiring government permits, the cost thereof during any calendar year does not exceed Ten collectively Fifty Thousand Dollars ($10,000.0050,000) during in cost within any calendar yeartwelve (12) month period, without Lessor's prior written consent. As a condition to Lessor's obligation to consider any request for consent hereunder, Lessee shall pay Lessor upon demand for the reasonable costs and expenses of consultants, engineers, architects and others for reviewing plans and specifications and for monitoring the construction of any proposed Alterations. Lessor may require Lessee to remove any such Alterations at the expiration or termination of the Lease Term and to restore the Premises to their prior condition by written notice given on or before the earlier of (i) the expiration of the Lease Term, or (ii) for alterations thirty (30) days after termination of the Lease, or additions not requiring government permits, the cost thereof during any calendar year does not exceed Forty Thousand Dollars ($40,000.00). Landlord's consent will not be unreasonably withheld with respect to proposed alterations and additions which (i) comply with all applicable laws, ordinances, rules and regulations; (ii) are compatible with and does not adversely affect the Building and its mechanical, electrical, HVAC and life safety systems; (iii) thirty (30) days after a written request from Lessee for such notice from Lessor provided, that, if Lessee requests same from Lessor, Lessor will not affect the structural portions notify Lessee within five (5) business days after receipt of the Building; (iv) will not interfere with the use Lessee's request and occupancy a copy of any other portion of the Building by any other tenant, its employees or invitees; and (v) will not trigger any additional costs to Landlord. Specifically, but without limiting the generality of the foregoing, Landlord's right of consent shall encompass all plans and specifications for the proposed alterations or additions, construction means and methods, the identity of any contractor or subcontractor Alteration whether it will require removal. All Alterations to be employed on the work of alterations or additions, and the time for performance of such work. Tenant shall supply to Landlord any additional documents and information requested by Landlord in connection with Tenant's request for consent hereunder. Notwithstanding anything made to the contrary contained in the paragraph, in connection with any request for consent hereunder, Tenant may request that Landlord advise Tenant whether or not Landlord will require Tenant to remove the alteration at the expiration of the Lease. Unless Landlord advises Tenant in writing that Landlord will not require Tenant to remove such alteration at the expiration of the Lease, the parties agree that Tenant Premises shall be obligated to remove made under the supervision of a competent, California licensed architect and/or competent California licensed structural engineer (each of whom has been reasonably approved by Lessor and such alteration at the expiration of the Lease. Further, Landlord acknowledges that Tenant approval will not be required to remove any Tenant Improvements to the Leased Premises. (bunreasonably withheld) Any consent given by Landlord under this Section 5.07 and shall be deemed conditioned upon: (i) Tenant's acquiring all applicable permits required by governmental authorities; (ii) Tenant's furnishing to Landlord copies of such permits, together made in accordance with copies of the approved plans and specifications, specifications which have been furnished to and approved by Lessor in writing prior to commencement of work. All Alterations shall be designed, constructed and installed at the work thereon; sole cost and (iii) the expense of Lessee by California licensed architects, engineers, and contractors approved by Lessor, in compliance by Tenant with the conditions of all applicable permits and approvals in a prompt and expeditious manner. (c) Tenant shall provide Landlord with not less than fifteen (15) days prior written notice of commencement of the work so as to enable Landlord to post and record appropriate notices of non-responsibility. All alterations and additions permitted hereunder shall be made and performed by Tenant without cost or expense to Landlord. Tenant shall pay the contractors and suppliers all amounts due to them when due and keep the Leased Premises and the Project free from any and all mechanics', materialmen's and other liens and claims arising out of any work performed, materials furnished or obligations incurred by or for Tenant. In the event any alterations or additions to the Leased Premises are performed by Landlord hereunder, whether by prearrangement or otherwise, Landlord shall be entitled to charge Tenant a five percent (5%) administration fee in addition to the actual costs of labor and materials provided. Such costs and fees shall be deemed Additional Rent under this Leaselaw, and may be charged in good and payable prior to commencement of the work. (d) workmanlike manner. Any Alteration except furniture and all alterationstrade fixtures, additions or improvements made to the Leased Premises by Tenant shall become the property of Landlord upon installation and shall be surrendered to Landlord without compensation to Tenant upon Lessor at the expiration, or sooner termination of this Lease by lapse of time or otherwise the Lease, unless (i) Landlord conditioned its approval of such alterationsLessor directs otherwise, additions or improvements on Tenant's agreement provided that Lessee shall retain title to remove them, or (ii) Landlord notifies Tenant prior to (or promptly after) the Term Expiration Date that the alterations, additions and/or improvements must be removed, in which case Tenant shall, by the Term Expiration Date (or promptly thereafter), remove such alterations, additions all furniture and improvements, repair any damage resulting from such removal and restore the Leased Premises to their condition existing prior to the date of installation of such alterations, additions and improvements. Notwithstanding anything to the contrary set forth above, this clause shall not apply to equipment, trade fixtures or furniture owned by Tenant. Tenant's trade fixtures, furniture, equipment and other personal property shall at all times be and remain Tenant's Property ("Tenant's Property"). Except for alterations that cannot be removed without structural injury to placed on the Leased Premises, at any time Tenant may remove Tenant's Property from the Leased Premises. Tenant shall repair at its sole cost and expense all damage caused to the Leased Premises and the Project by removal of Tenant's movable equipment or furniture and such other alterations, additions and improvements as Tenant shall be required or allowed by Landlord to remove from the Leased Premises. All alterationsheating, additions lighting, electrical, air conditioning, full height partitioning (but not moveable, free standing cubicle-type partitions which do not extend to the ceiling or connect to Building walls), drapery and improvements permitted under this Section 5.07 carpeting installations made by Lessee together with all property that has become an integral part of the Premises, shall be constructed diligentlyand become the property of Lessor upon the expiration, in a good or sooner termination of the Lease, and workmanlike manner with new, good and sufficient materials and in compliance with all applicable laws, ordinances, rules and regulations shall not be deemed trade fixtures. Within sixty (including, without limitation, building codes and those related to accessibility and use by individuals with disabilities). Tenant shall, promptly upon 60) days after completion of the workany Alteration, furnish Landlord Lessee shall provide Lessor with a complete set of "as built" drawings plans for any alterations, additions or improvements performed under this Section 5.07same.

Alterations, Additions, and Improvements. (a) Tenant shall not make or allow to be made any alterations or additions in or to the Leased Premises without first obtaining the written consent of Landlord; provided, however, Tenant may, without Landlord's consent, perform interior non-structural alterations or additions not involving material modifications to the Building and its mechanical, electrical, HVAC and life safety systems so long as (i) for alterations or additions requiring government permits, the cost thereof during any calendar year does not exceed Ten Thousand Dollars ($10,000.00) during any calendar year, or (ii) for alterations or additions not requiring government permits, the cost thereof during any calendar year does not exceed Forty Thousand Dollars ($40,000.00). Landlord's consent will not be unreasonably withheld with respect to proposed alterations and additions which (i) comply with all applicable laws, ordinances, rules and regulations; (ii) are compatible with and does not adversely affect the Building and its mechanical, electrical, HVAC and life safety systems; (iii) will not affect the structural portions of the Building; (iv) will not interfere with the use and occupancy of any other portion of the Building by any other tenant, its employees or invitees; and (v) will not trigger any additional costs to Landlord. Specifically, but without limiting the generality of the foregoing, Landlord▇▇▇▇▇▇▇▇'s right of consent shall encompass plans and specifications for the proposed alterations or additions, construction means and methods, the identity of any contractor or subcontractor to be employed on the work of alterations or additions, and the time for performance of such work. Tenant shall supply to Landlord any additional documents and information requested by Landlord in connection with Tenant▇▇▇▇▇▇'s request for consent hereunder. Notwithstanding anything to the contrary contained in the paragraph, in connection with any request for consent hereunder, Tenant ▇▇▇▇▇▇ may request that Landlord advise Tenant whether or not Landlord will require Tenant to remove the alteration at the expiration of the Lease. Unless Landlord advises Tenant ▇▇▇▇▇▇ in writing that Landlord will not require Tenant to remove such alteration at the expiration of the Lease, the parties agree that Tenant shall be obligated to remove such alteration at the expiration of the Lease. Further, Landlord acknowledges that Tenant will not be required to remove any Tenant Improvements to the Leased Premises. (b) Any consent given by Landlord under this Section 5.07 shall be deemed conditioned upon: (i) Tenant's acquiring all applicable permits required by governmental authorities; (ii) Tenant's furnishing to Landlord copies of such permits, together with copies of the approved plans and specifications, prior to commencement of the work thereon; and (iii) the compliance by Tenant with the conditions of all applicable permits and approvals in a prompt and expeditious manner. (c) Tenant shall provide Landlord with not less than fifteen (15) days prior written notice of commencement of the work so as to enable Landlord to post and record appropriate notices of non-responsibility. All alterations and additions permitted hereunder shall be made and performed by Tenant without cost or expense to Landlord. Tenant shall pay the contractors and suppliers all amounts due to them when due and keep the Leased Premises and the Project free from any and all mechanics', materialmen's and other liens and claims arising out of any work performed, materials furnished or obligations incurred by or for Tenant. For work costing in excess of Two Hundred Fifty Thousand Dollars ($250,000.00), Landlord may require, at its sole option, that Tenant provide to Landlord, at Tenant's expense, a lien and completion bond in an amount equal to at least one and one half (1 1/2) times the total estimated cost of any alterations, additions or improvements to be made in or to the Leased Premises, to protect Landlord against any liability for mechanics', materialmen's and other liens and claims, and to ensure timely completion of the work. In the event any alterations or additions to the Leased Premises are performed by Landlord hereunder, whether by prearrangement or otherwise, Landlord shall be entitled to charge Tenant a five percent (5%) administration fee in addition to the actual costs of labor and materials provided. Such costs and fees shall be deemed Additional Rent under this Lease, and may be charged and payable prior to commencement of the work. (d) Any and all alterations, additions or improvements made to the Leased Premises by Tenant shall become the property of Landlord upon installation and shall be surrendered to Landlord without compensation to Tenant upon the termination of this Lease by lapse of time or otherwise unless (i) Landlord conditioned its approval of such alterations, additions or improvements on Tenant's agreement to remove them, or (ii) Landlord notifies Tenant prior to (or promptly after) the Term Expiration Date that the alterations, additions and/or improvements must be removed, in which case Tenant shall, by the Term Expiration Date (or promptly thereafter), remove such alterations, additions and improvements, repair any damage resulting from such removal and restore the Leased Premises to their condition existing prior to the date of installation of such alterations, additions and improvements. Notwithstanding anything to the contrary set forth above, this clause shall not apply to equipment, trade fixtures or furniture owned by Tenant. Tenant's trade fixtures, furniture, equipment and other personal property shall at all times be and remain Tenant's Property ("Tenant's Property"). Except for alterations that cannot be removed without structural injury to the Leased Premises, at any time Tenant may remove Tenant▇▇▇▇▇▇'s Property from the Leased Premises. Tenant shall repair at its sole cost and expense all damage caused to the Leased Premises and the Project by removal of Tenant's movable equipment or furniture and such other alterations, additions and improvements as Tenant shall be required or allowed by Landlord to remove from the Leased Premises. . (e) All alterations, additions and improvements permitted under this Section 5.07 shall be constructed diligently, in a good and workmanlike manner with new, good and sufficient materials and in compliance with all applicable laws, ordinances, rules and regulations (including, without limitation, building codes and those related to accessibility and use by individuals with disabilities). Tenant shall, promptly upon completion of the work, furnish Landlord with "as built" drawings for any alterations, additions or improvements performed under this Section 5.07.

Alterations, Additions, and Improvements. No alterations, additions, or improvements (a"ALTERATIONS") Tenant shall not make or allow to be made any alterations or additions in or to the Leased Premises by Lessee without first obtaining the prior written consent of Landlord; Lessor which Lessor will not unreasonably withhold, condition or delay, provided, however, that Lessee may make Alterations (including removal and rearrangement of Tenant may, without Landlord's consent, perform interior non-structural alterations or additions Improvements and prior Alterations) which do not involving material modifications to affect the Building 8 systems, exterior appearance, structural components or structural integrity, which do not require a building permit and its mechanical, electrical, HVAC and life safety systems so long as (i) for alterations or additions requiring government permits, the cost thereof during any calendar year does which do not exceed Ten collectively Twenty Five Thousand Dollars ($10,000.0025,000) during in cost within any calendar yeartwelve (12) month period, without Lessor's prior written consent. As a condition to Lessor's obligation to consider any request for consent hereunder, Lessee shall pay Lessor upon demand for the reasonable out-of-pocket costs and expenses of consultants, engineers, architects and others for reviewing plans and specifications and for monitoring the construction of any proposed Alterations, and if consent is granted, within ten (10) days after Lessee executes a construction contract for the Alterations, a construction management fee equal to one percent (1%) of all costs of demolition, construction and installation of any Alterations; the fee shall be adjusted on thirty (30) days notice after cancellation of the Alterations and a determination of final costs of same, which Lessee shall provide to Lessor along with all supporting documentation within said thirty (30) days. Lessor may require Lessee to remove any such Alterations at the expiration or sooner termination of the Lease Term and to restore the Premises to their prior condition by written notice given on or before the earlier of (i) ninety (90) days prior to the expiration of the Lease Term or (ii) for alterations thirty (30) days after termination of the Lease or additions not requiring government permits, the cost thereof during any calendar year does not exceed Forty Thousand Dollars ($40,000.00). Landlord's consent will not be unreasonably withheld with respect to proposed alterations and additions which (i) comply with all applicable laws, ordinances, rules and regulations; (ii) are compatible with and does not adversely affect the Building and its mechanical, electrical, HVAC and life safety systems; (iii) thirty (30) days after a written request from Lessee for such notice from Lessor provided, that, if Lessee requests same from Lessor, Lessor will not affect the structural portions notify Lessee within five (5) business days after receipt of the Building; (iv) will not interfere with the use Lessee's request for consent and occupancy a copy of any other portion of the Building by any other tenant, its employees or invitees; and (v) will not trigger any additional costs to Landlord. Specifically, but without limiting the generality of the foregoing, Landlord's right of consent shall encompass all plans and specifications for the proposed alterations or additions, construction means and methods, the identity of any contractor or subcontractor Alteration whether it will require removal. All Alterations to be employed on the work of alterations or additions, and the time for performance of such work. Tenant shall supply to Landlord any additional documents and information requested by Landlord in connection with Tenant's request for consent hereunder. Notwithstanding anything made to the contrary contained Premises shall be made under the supervision of a competent, California licensed architect and/or competent California licensed structural engineer (each of whom has been approved by Lessor) and shall be made in the paragraph, in connection accordance with any request for consent hereunder, Tenant may request that Landlord advise Tenant whether or not Landlord will require Tenant plans and specifications which have been furnished to remove the alteration at the expiration of the Lease. Unless Landlord advises Tenant and approved by Lessor in writing that Landlord will not require Tenant to remove such alteration at the expiration of the Lease, the parties agree that Tenant shall be obligated to remove such alteration at the expiration of the Lease. Further, Landlord acknowledges that Tenant will not be required to remove any Tenant Improvements to the Leased Premises. (b) Any consent given by Landlord under this Section 5.07 shall be deemed conditioned upon: (i) Tenant's acquiring all applicable permits required by governmental authorities; (ii) Tenant's furnishing to Landlord copies of such permits, together with copies of the approved plans and specifications, prior to commencement of work. All Alterations shall be 18 designed, constructed and installed at the work thereon; sole cost and (iii) the expense of Lessee by California licensed architects, engineers, and contractors approved by Lessor, in compliance by Tenant with the conditions of all applicable permits law, and in good and workmanlike manner. Such approvals in a prompt shall not be unreasonably withheld, conditioned or delayed by Lessor. Subject to Lessor's right to have Lessee retain ownership and expeditious manner. remove same, any Alteration, including, without limitation, all lighting, electrical, heating, ventilation, air conditioning (c) Tenant shall provide Landlord with not less than fifteen (15) days prior written notice of commencement other then air handling equipment which is part of the work so as to enable Landlord to post Laboratory Facilities) and record appropriate notices of nonfull height partitioning (but not moveable, free standing cubicle-responsibility. All alterations and additions permitted hereunder shall be made and performed by Tenant without cost or expense to Landlord. Tenant shall pay the contractors and suppliers all amounts due to them when due and keep the Leased Premises and the Project free from any and all mechanics', materialmen's and other liens and claims arising out of any work performed, materials furnished or obligations incurred by or for Tenant. In the event any alterations or additions type partitions which do not extend to the Leased Premises are performed ceiling or connect to Building walls or other movable furniture), drapery and carpeting installations made by Landlord hereunderLessee, whether by prearrangement or otherwisetogether with all property that has become an integral part of the Premises, Landlord shall be entitled to charge Tenant a five percent (5%) administration fee in addition to the actual costs of labor and materials provided. Such costs and fees shall not be deemed Additional Rent under this Lease, trade fixtures and may be charged and payable prior to commencement of the work. (d) Any and all alterations, additions or improvements made to the Leased Premises by Tenant shall become the property of Landlord upon installation and shall be surrendered to Landlord without compensation to Tenant upon Lessor at the expiration or sooner termination of this Lease by lapse of time or otherwise the Lease, unless (i) Landlord conditioned its approval of such alterations, additions or improvements on Tenant's agreement Lessor directs otherwise. Lessee shall retain title to remove them, or (ii) Landlord notifies Tenant prior to (or promptly after) the Term Expiration Date that the alterations, additions and/or improvements must be removed, in which case Tenant shall, by the Term Expiration Date (or promptly thereafter), remove such alterations, additions all furniture and improvements, repair any damage resulting from such removal and restore the Leased Premises to their condition existing prior to the date of installation of such alterations, additions and improvements. Notwithstanding anything to the contrary set forth above, this clause shall not apply to equipment, trade fixtures or furniture owned by Tenant. Tenant's trade fixtures, furniture, equipment and other personal property shall at all times be and remain Tenant's Property ("Tenant's Property"). Except for alterations that cannot be removed without structural injury to placed on the Leased Premises, at any time Tenant may remove Tenant's Property from the Leased Premises. Tenant shall repair at its sole cost and expense all damage caused to the Leased Premises and the Project by removal of Tenant's movable equipment or furniture and such other alterations, additions and improvements as Tenant shall be required or allowed by Landlord to remove from the Leased Premises. All alterations, additions and improvements permitted under this Section 5.07 shall be constructed diligently, in a good and workmanlike manner with new, good and sufficient materials and in compliance with all applicable laws, ordinances, rules and regulations Within thirty (including, without limitation, building codes and those related to accessibility and use by individuals with disabilities). Tenant shall, promptly upon 30) days after completion of the workany Alteration, furnish Landlord Lessee shall provide Lessor with a complete set of "as built" drawings plans for any alterations, additions or improvements performed under this Section 5.07same. The initial Tenant Improvements shall not be deemed "Alterations."

Alterations, Additions, and Improvements. No alterations, additions, or improvements (a“Alterations”) Tenant shall not make or allow to be made any alterations or additions in or to the Leased Premises by Tenant without first obtaining the prior written consent of Landlord, which shall not be unreasonably withheld, conditioned or delayed; provided, however, Tenant maythat Tenant, without Landlord's ’s prior written consent, perform interior non-structural alterations but upon not less than ten (10) business days prior written notice to Landlord, may make Alterations (including removal and rearrangement of prior Alterations) which (a) do not affect any systems or additions not involving material modifications to equipment of the Building and its mechanicalor the Project, electrical, HVAC and life safety systems so long as (ib) for alterations or additions requiring government permits, the cost thereof during any calendar year does not exceed Ten Thousand Dollars ($10,000.00) during any calendar year, or (ii) for alterations or additions not requiring government permits, the cost thereof during any calendar year does not exceed Forty Thousand Dollars ($40,000.00). Landlord's consent will not be unreasonably withheld with respect to proposed alterations and additions which (i) comply with all applicable laws, ordinances, rules and regulations; (ii) are compatible with and does not adversely affect the Building and its mechanical, electrical, HVAC and life safety systems; (iii) will do not affect the structural portions integrity or any structural components of the Building or the Project, (c) are not visible from the exterior of the Building; , (ivd) will do not interfere with the use and occupancy of any other portion of the require a Building by any other tenantpermit, its employees or invitees; and (ve) will do not trigger involve the expenditure of more than Twenty-Five Thousand and 00/100 Dollars ($25,000.00) in any additional costs given instance or Fifty Thousand and 00/100 Dollars ($50,000.00) in the aggregate during any twelve (12) month period. As a condition to Landlord. Specifically, but without limiting the generality of the foregoing, Landlord's right of consent shall encompass plans and specifications for the proposed alterations or additions, construction means and methods, the identity of any contractor or subcontractor ’s obligation to be employed on the work of alterations or additions, and the time for performance of such work. Tenant shall supply to Landlord any additional documents and information requested by Landlord in connection with Tenant's request for consent hereunder. Notwithstanding anything to the contrary contained in the paragraph, in connection with consider any request for consent hereunder, Tenant hereby agrees to pay Landlord upon demand for the reasonable out-of-pocket costs and expenses of consultants, engineers, architects and others for reviewing plans and specifications and for monitoring the construction of any proposed Alterations. In addition, if Landlord’s consent is granted to any Alterations, then Tenant, within ten (10) days after Tenant executes a construction contract for such Alterations, and as a condition precedent to the commencement of such Alterations, shall pay to Landlord a construction management fee in an amount equal to one percent (1.0%) of all costs of design, demolition, construction and installation of such Alterations (the “Landlord Supervision Fee”), the amount of which Landlord Supervision Fee shall be (i) initially based upon reasonable estimates of such costs, (ii) subject to verification by Landlord, and (iii) further subject to adjustment as provided below. Landlord may request that Landlord advise Tenant whether or not Landlord will require Tenant to remove the alteration any such Alterations at the expiration or sooner termination of the LeaseLease Term and to restore the Premises to their prior condition pursuant to the terms of Section 17.09 hereof; provided that, if Tenant makes written request to Landlord concurrently with Tenant’s request for consent to any Alterations, then Landlord shall make its election to require removal of such Alterations, if at all, at the time consent to such Alterations is given. Unless All Alterations to be made to the Premises shall be designed by and made under the supervision of a California licensed architect and/or California licensed structural engineer (each of whom has been approved by Landlord) and shall be made in accordance with plans and specifications which have been furnished to and approved by Landlord advises in writing prior to commencement of work. All Alterations shall be constructed and installed, at the sole cost and expense of Tenant, by California licensed contractors approved by Landlord, in compliance with all applicable law, and in good and workmanlike manner, and shall have been approved in writing by the City of San Diego and any other applicable governmental agencies. Subject to Landlord’s right (by notifying Tenant in writing that Landlord will not at the time of Landlord’s approval thereof) to require Tenant to remove such alteration at the expiration of the Lease, the parties agree that Alterations in accordance with this Section 6.03 (in which case Tenant shall be obligated to remove such alteration at the expiration of the Lease. Furtherretain ownership thereof), Landlord acknowledges that Tenant will not be required to remove any Tenant Improvements to the Leased Premises. (b) Any consent given all Alterations, including, without limitation, all lighting, electrical, heating, ventilation, air conditioning and full height partitioning and carpeting installations made by Landlord under this Section 5.07 shall be deemed conditioned upon: (i) Tenant's acquiring all applicable permits required by governmental authorities; (ii) Tenant's furnishing to Landlord copies of such permits, together with copies all property that has become an integral part of the approved plans and specificationsPremises, prior to commencement of the work thereon; and (iii) the compliance by Tenant with the conditions of all applicable permits and approvals in a prompt and expeditious manner. (c) Tenant shall provide Landlord with not less than fifteen (15) days prior written notice of commencement of the work so as to enable Landlord to post and record appropriate notices of non-responsibility. All alterations and additions permitted hereunder shall be made and performed by Tenant without cost or expense to Landlord. Tenant shall pay the contractors and suppliers all amounts due to them when due and keep the Leased Premises and the Project free from any and all mechanics', materialmen's and other liens and claims arising out of any work performed, materials furnished or obligations incurred by or for Tenant. In the event any alterations or additions to the Leased Premises are performed by Landlord hereunder, whether by prearrangement or otherwise, Landlord shall be entitled to charge Tenant a five percent (5%) administration fee in addition to the actual costs of labor and materials provided. Such costs and fees shall be deemed Additional Rent under this Lease, trade fixtures and may be charged and payable prior to commencement of the work. (d) Any and all alterations, additions or improvements made to the Leased Premises by Tenant shall become the property of Landlord upon installation and shall be surrendered to Landlord without compensation to Tenant upon at the expiration or sooner termination of this Lease by lapse the Lease. Tenant shall retain title to all furniture and trade fixtures placed on the Premises. Within sixty (60) days after completion of time or otherwise unless any Alterations, Tenant shall provide Landlord with (iA) Landlord conditioned its approval a complete set of both hard copies and CAD digital files of “as built” plans for such alterationsAlterations, additions or improvements on Tenant's agreement to remove themand (B) a statement of all final costs of design, or (ii) Landlord notifies Tenant prior to (or promptly after) the Term Expiration Date that the alterationsdemolition, additions and/or improvements must be removed, in which case Tenant shall, by the Term Expiration Date (or promptly thereafter), remove such alterations, additions construction and improvements, repair any damage resulting from such removal and restore the Leased Premises to their condition existing prior to the date of installation of such alterationsAlterations, additions and improvements. Notwithstanding anything together with all supporting documentation therefor and, if the Landlord Supervision Fee paid in connection with such Alterations was understated, an amount equal to the contrary set forth above, this clause shall not apply actual Landlord Supervision Fee (based upon the statement of final costs) less any amount previously paid to equipment, trade fixtures or furniture owned by Tenant. Tenant's trade fixtures, furniture, equipment and other personal property shall at all times be and remain Tenant's Property ("Tenant's Property"). Except for alterations that cannot be removed without structural injury to the Leased Premises, at any time Tenant may remove Tenant's Property from the Leased Premises. Tenant shall repair at its sole cost and expense all damage caused to the Leased Premises and the Project by removal of Tenant's movable equipment or furniture and such other alterations, additions and improvements as Tenant shall be required or allowed by Landlord to remove from the Leased Premises. All alterations, additions and improvements permitted under this Section 5.07 shall be constructed diligently, in a good and workmanlike manner with new, good and sufficient materials and in compliance with all applicable laws, ordinances, rules and regulations (including, without limitation, building codes and those related to accessibility and use by individuals with disabilities). Tenant shall, promptly upon completion of the work, furnish Landlord with "as built" drawings for any alterations, additions or improvements performed under this Section 5.07on account thereof.

Alterations, Additions, and Improvements. (a) Tenant shall not make any alterations additions, additions or allow improvements to the Property (other than the Leasehold Improvements to be made any alterations or additions constructed in or to accordance with the Leased Premises terms and conditions set forth in Section 6.02(c)) without first obtaining the prior written consent of LandlordLandlord (which consent shall not be unreasonably withheld, delayed or conditioned as to interior, non-structural alterations); provided, however, Tenant may, without Landlord's consent, perform interior non-structural make alterations or additions not involving material modifications to the Building which are nonstructural in character and its mechanical, electrical, HVAC and life safety systems so long as (i) for alterations or additions requiring government permits, the cost thereof of which does not exceed $100,000 during any calendar year does of the Term of the Lease ("Permitted Non-Structural Alterations"). Tenant, at its own cost and expense, may erect such shelves, bins, machinery and trade fixtures as it desires. Notwithstanding the foregoing, the installation of such shelves, bins, machinery, trade fixtures and all alterations, additions and improvements, including without limitation Permitted Non-Structural Alterations, shall be subject to the conditions that: (i) such items do not exceed Ten Thousand Dollars ($10,000.00) during any calendar year, or alter the basic character of the Property; (ii) for alterations such items do not overload or additions not requiring government permitsdamage the Property; (iii) such items may be removed without injury to the Property; and (iv) the construction, the cost erection or installation thereof during any calendar year does not exceed Forty Thousand Dollars ($40,000.00). Landlord's consent will not be unreasonably withheld with respect to proposed alterations and additions which (i) comply complies with all applicable governmental laws, ordinances, rules regulations and regulations; with Landlord's specifications and requirements. All alterations, additions, improvements and partitions erected by Tenant shall be and remain the property of Tenant during the Term of this Lease. All shelves, bins, machinery and trade fixtures installed by Tenant (iiother than the Leasehold Improvements to be constructed in accordance with the terms and conditions set forth on Exhibit "C") are compatible with shall be removed on or before the earlier to occur of the date of termination of this Lease or vacating of the Property by Tenant, at which time Tenant shall restore the Property to the condition as existed upon completion of the initial Leasehold Improvements, reasonable wear and does tear excepted. All alterations, installations, removals and restoration shall be performed in a good and workmanlike manner so as not adversely affect to damage or alter the primary structure or structural qualities of the Building and its mechanical, electrical, HVAC and life safety systems; (iii) will not affect the structural portions of the Building; (iv) will not interfere with the use and occupancy of any other portion of the Building by any other tenant, its employees or invitees; and (v) will not trigger any additional costs to Landlord. Specifically, but without limiting the generality of the foregoing, Landlord's right of consent shall encompass plans and specifications for the proposed alterations or additions, construction means and methods, the identity of any contractor or subcontractor to be employed improvements situated on the work of alterations or additions, and the time for performance of such work. Tenant shall supply to Landlord any additional documents and information requested by Landlord in connection with Tenant's request for consent hereunderProperty. Notwithstanding anything to the contrary contained herein, but subject to the provisions of Section 6.06(b), it is agreed that the use of and access to the roof of the Building is expressly reserved to Landlord and is expressly denied to Tenant (except in order to permit Tenant to discharge its obligations to repair, maintain and service the paragraph, in connection HVAC unit situated on the roof of the Building or to comply with any request for consent hereunderTenant's other obligations under this Lease). Subject to Section 6.06(b), Tenant may request that Landlord advise Tenant whether shall not penetrate the roof of the Building in any manner, nor install or not Landlord will require construct any alterations, additions or improvements thereon, nor otherwise use or occupy the roof at any time during the Term hereof (except such use and occupation of the roof as is necessary in order to permit Tenant to remove comply with the alteration at the expiration provisions of the this Lease. Unless Landlord advises Tenant in writing that Landlord will not require Tenant to remove such alteration at the expiration of the Lease, the parties agree that Tenant shall be obligated to remove such alteration at the expiration of the Lease. Further, Landlord acknowledges that Tenant will not be required to remove any Tenant Improvements to the Leased Premises). (b) Any consent given by Landlord under this Section 5.07 Tenant shall have the right to install satellite and/or microwave antenna on the roof of the Building and elsewhere in the Building for the reception and transmission of electromagnetic signals. Tenant shall be deemed conditioned upon: (i) responsible at Tenant's acquiring all applicable permits required sole cost and expense for the cost of installation and maintenance of such equipment. Landlord shall have the right to approve the location, method of installation, size and shielding requirements, such approval not to be Tenant JJ Landlord JH 20 unreasonably withheld, delayed or conditioned; provided that any roof penetrations shall be performed by governmental authorities; (ii) Landlord's roofing contractor, at Tenant's furnishing expense, in such manner as not to Landlord copies of such permits, together adversely affect the roof guarantee. Such installation and use shall be subject to all required government approvals and shall not interfere with copies of the approved plans and specifications, prior to commencement of the work thereon; and (iii) the compliance by Tenant with the conditions of all applicable permits and approvals in a prompt and expeditious mannerBuilding systems. (c) Tenant shall provide pay when due all claims for labor and material furnished to the Property. Tenant shall give Landlord with not less than fifteen at least twenty (1520) days days' prior written notice of the commencement of any work on the Property, regardless of whether Landlord's consent to such work so as is required. Landlord may elect to enable Landlord to record and post and record appropriate notices of non-responsibility. All alterations and additions permitted hereunder shall be made and performed by Tenant without cost or expense to Landlord. Tenant shall pay responsibility on the contractors and suppliers all amounts due to them when due and keep the Leased Premises and the Project free from any and all mechanics', materialmen's and other liens and claims arising out of any work performed, materials furnished or obligations incurred by or for Tenant. In the event any alterations or additions to the Leased Premises are performed by Landlord hereunder, whether by prearrangement or otherwise, Landlord shall be entitled to charge Tenant a five percent (5%) administration fee in addition to the actual costs of labor and materials provided. Such costs and fees shall be deemed Additional Rent under this Lease, and may be charged and payable prior to commencement of the workProperty. (d) Any and all alterations, additions or improvements made to the Leased Premises by Tenant shall become the property of Landlord upon installation and shall be surrendered to Landlord without compensation to Tenant upon the termination of this Lease by lapse of time or otherwise unless (i) Landlord conditioned its approval of such alterations, additions or improvements on Tenant's agreement to remove them, or (ii) Landlord notifies Tenant prior to (or promptly after) the Term Expiration Date that the alterations, additions and/or improvements must be removed, in which case Tenant shall, by the Term Expiration Date (or promptly thereafter), remove such alterations, additions and improvements, repair any damage resulting from such removal and restore the Leased Premises to their condition existing prior to the date of installation of such alterations, additions and improvements. Notwithstanding anything to the contrary set forth above, this clause shall not apply to equipment, trade fixtures or furniture owned by Tenant. Tenant's trade fixtures, furniture, equipment and other personal property shall at all times be and remain Tenant's Property ("Tenant's Property"). Except for alterations that cannot be removed without structural injury to the Leased Premises, at any time Tenant may remove Tenant's Property from the Leased Premises. Tenant shall repair at its sole cost and expense all damage caused to the Leased Premises and the Project by removal of Tenant's movable equipment or furniture and such other alterations, additions and improvements as Tenant shall be required or allowed by Landlord to remove from the Leased Premises. All alterations, additions and improvements permitted under this Section 5.07 shall be constructed diligently, in a good and workmanlike manner with new, good and sufficient materials and in compliance with all applicable laws, ordinances, rules and regulations (including, without limitation, building codes and those related to accessibility and use by individuals with disabilities). Tenant shall, promptly upon completion of the work, furnish Landlord with "as built" drawings for any alterations, additions or improvements performed under this Section 5.07.

Alterations, Additions, and Improvements. No alterations, additions, or improvements (a“Alterations”) Tenant shall not make or allow to be made any alterations or additions in or to the Leased Premises by Tenant without first obtaining the prior written consent of Landlord, which shall not be unreasonably withheld, conditioned or delayed; provided, however, Tenant maythat Tenant, without Landlord's ’s prior written consent, perform interior non-structural alterations or additions but upon not involving material modifications less than ten (10) business days prior written notice to the Building Landlord, may make Alterations (including removal and its mechanical, electrical, HVAC and life safety systems so long as (irearrangement of prior Alterations) for alterations or additions requiring government permits, the cost thereof during any calendar year does not exceed Ten Thousand Dollars ($10,000.00) during any calendar year, or (ii) for alterations or additions not requiring government permits, the cost thereof during any calendar year does not exceed Forty Thousand Dollars ($40,000.00). Landlord's consent will not be unreasonably withheld with respect to proposed alterations and additions which (ia) comply with all applicable lawsdo not affect any systems or equipment of the Building, ordinancesLot 1 or the Project, rules and regulations; (iib) are compatible with and does not adversely affect the Building and its mechanical, electrical, HVAC and life safety systems; (iii) will do not affect the structural portions integrity or any structural components of the Building; (iv) will not interfere with , Lot 1 or the use and occupancy of any other portion of the Building by any other tenantProject, its employees or invitees; and (vc) will do not trigger involve the expenditure of more than One Hundred Thousand and No/100 Dollars ($100,000.00) in the aggregate during any additional costs twelve (12) month period. As a condition to Landlord. Specifically, but without limiting the generality of the foregoing, Landlord's right of consent shall encompass plans and specifications for the proposed alterations or additions, construction means and methods, the identity of any contractor or subcontractor ’s obligation to be employed on the work of alterations or additions, and the time for performance of such work. Tenant shall supply to Landlord any additional documents and information requested by Landlord in connection with Tenant's request for consent hereunder. Notwithstanding anything to the contrary contained in the paragraph, in connection with consider any request for consent hereunder, Tenant hereby agrees to pay Landlord within thirty (30) days after receipt of written demand (and receipt of reasonable supporting backup documentation) for the reasonable out-of-pocket costs and expenses of consultants, engineers, architects and others for reviewing plans and specifications and for monitoring the construction of any proposed Alterations. In addition, if Landlord’s consent is required and is granted as to any Alterations, then Tenant, within ten (10) days after Tenant executes a construction contract for such Alterations, and as a condition precedent to the commencement of such Alterations if and only to the extent that they require a building permit, shall pay to Landlord a construction management fee in an amount equal to one percent (1.0%) of all costs of design, demolition, construction and installation of such Alterations (the “Landlord Supervision Fee”), the amount of which Landlord Supervision Fee shall be (i) initially based upon reasonable estimates of such costs, (ii) subject to verification by Landlord, and (iii) further subject to adjustment as provided below. Landlord may request that Landlord advise Tenant whether or not Landlord will require Tenant to remove the alteration any such Alterations at the expiration or sooner termination of the LeaseLease Term and to restore the Premises to their prior condition pursuant to the terms of Section 17.09 hereof; provided that, if Tenant makes written request to Landlord concurrently with Tenant’s request for consent to any Alterations, then Landlord shall make its election whether or not to require removal of such Alterations, if at all, at the time consent to such Alterations is given. Unless All Alterations to be made to the Premises that require a permit therefor shall be designed by and made under the supervision of a California licensed architect and/or California licensed structural engineer (each of whom has been approved by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed) and shall be made in accordance with plans and specifications which have been furnished to and approved by Landlord advises Tenant in writing that Landlord will prior to commencement of work, which approval shall not be unreasonably withheld, conditioned or delayed. All Alterations shall be constructed and installed, at the sole cost and expense of Tenant, by California licensed contractors approved by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed, in compliance with the “Specifications” and “Requirements” set forth in Schedules One and Two of the Work Letter Agreement attached hereto as Exhibit C (“Work Letter Agreement”), along with all applicable laws and any relevant LEED Certification Requirements, and in good and workmanlike manner, and shall have been approved in writing by the City of Sunnyvale and any other applicable governmental agencies, if and as required. Subject to Landlord’s right to require Tenant to remove such alteration at the expiration of the Lease, the parties agree that Alterations in accordance with this Section 6.03 (in which case Tenant shall be obligated to remove such alteration at the expiration of the Lease. Furtherretain ownership thereof), Landlord acknowledges that Tenant will not be required to remove any Tenant Improvements to the Leased Premises. (b) Any consent given all Alterations, including, without limitation, all lighting, electrical, heating, ventilation, air conditioning and full height partitioning, drapery and carpeting installations made by Landlord under this Section 5.07 shall be deemed conditioned upon: (i) Tenant's acquiring all applicable permits required by governmental authorities; (ii) Tenant's furnishing to Landlord copies of such permits, together with copies all property that has become an integral part of the approved plans and specificationsPremises, prior to commencement of the work thereon; and (iii) the compliance by Tenant with the conditions of all applicable permits and approvals in a prompt and expeditious manner. (c) Tenant shall provide Landlord with not less than fifteen (15) days prior written notice of commencement of the work so as to enable Landlord to post and record appropriate notices of non-responsibility. All alterations and additions permitted hereunder shall be made and performed by Tenant without cost or expense to Landlord. Tenant shall pay the contractors and suppliers all amounts due to them when due and keep the Leased Premises and the Project free from any and all mechanics', materialmen's and other liens and claims arising out of any work performed, materials furnished or obligations incurred by or for Tenant. In the event any alterations or additions to the Leased Premises are performed by Landlord hereunder, whether by prearrangement or otherwise, Landlord shall be entitled to charge Tenant a five percent (5%) administration fee in addition to the actual costs of labor and materials provided. Such costs and fees shall be deemed Additional Rent under this Lease, trade fixtures and may be charged and payable prior to commencement of the work. (d) Any and all alterations, additions or improvements made to the Leased Premises by Tenant shall become the property of Landlord upon installation and shall be surrendered to Landlord without compensation to Tenant upon at the expiration or sooner termination of this Lease by lapse of time the Lease; provided, however, that notwithstanding the foregoing or otherwise unless (i) Landlord conditioned its approval of such alterations, additions or improvements on Tenant's agreement to remove them, or (ii) Landlord notifies Tenant prior to (or promptly after) the Term Expiration Date that the alterations, additions and/or improvements must be removed, in which case Tenant shall, by the Term Expiration Date (or promptly thereafter), remove such alterations, additions and improvements, repair any damage resulting from such removal and restore the Leased Premises to their condition existing prior to the date of installation of such alterations, additions and improvements. Notwithstanding anything to the contrary set forth abovecontained in this Lease, this clause shall not apply in no event will Tenant be required to equipment, trade fixtures or furniture owned by Tenant. Tenant's trade fixtures, furniture, equipment and other personal property shall at all times be and remain Tenant's Property ("Tenant's Property"). Except for alterations that cannot be removed without structural injury remove any of the Tenant Improvements to the Leased PremisesPremises constructed and installed in accordance with the Work Letter Agreement unless those Tenant Improvements are Non-Standard Office Tenant Improvements. As used herein, at the term “Non-Standard Office Tenant Improvements shall mean any time Tenant may remove Tenant's Property from the Leased Premisesand all tenant improvements not typically found in an office building in Sunnyvale, California or also any tenant improvements which would be unusually difficult or expensive to remove, including but not limited to internal staircases, raised floors, clean rooms, library bookcases and tenant-specific telecommunications equipment. Tenant shall repair at its sole cost retain title to all furniture and expense trade fixtures placed on the Premises. Within thirty (30) days after completion of any Alterations, Tenant shall provide Landlord with (A) a complete set of both hard copies and CAD drawings of “as built” plans for such Alterations, and (B) a statement of all damage caused final costs of design, demolition, construction and installation of such Alterations, together with all supporting documentation therefor and if the Landlord Supervision Fee paid in connection with such Alterations was understated, an amount equal to the Leased Premises and actual Landlord Supervision Fee (based upon the Project by removal statement of Tenant's movable equipment or furniture and such other alterations, additions and improvements as Tenant shall be required or allowed by final costs) less any amount previously paid to Landlord to remove from the Leased Premises. All alterations, additions and improvements permitted under this Section 5.07 shall be constructed diligently, in a good and workmanlike manner with new, good and sufficient materials and in compliance with all applicable laws, ordinances, rules and regulations (including, without limitation, building codes and those related to accessibility and use by individuals with disabilities). Tenant shall, promptly upon completion of the work, furnish Landlord with "as built" drawings for any alterations, additions or improvements performed under this Section 5.07on account thereof.

Alterations, Additions, and Improvements. No alterations, ----------------------------------------------------- additions, or improvements (a"Alterations") Tenant shall not make or allow to be made any alterations or additions in or to the Leased Premises by Lessee without first obtaining the prior written consent of Landlord; Lessor which Lessor will not unreasonably withhold, provided, however, Tenant may, without Landlord's consent, perform interior non-structural alterations or additions that Lessee may make Alterations which do not involving material modifications to affect the Building systems, exterior appearance, structural components or structural integrity and its mechanical, electrical, HVAC and life safety systems so long as (i) for alterations or additions requiring government permits, the cost thereof during any calendar year does which do not exceed Ten collectively One Hundred Thousand Dollars ($10,000.00100,000) during in cost within any calendar yeartwelve (12) month period, without Lessor's prior written consent. As a condition to Lessor's obligation to consider any request for consent hereunder, Lessee shall pay Lessor upon demand for the reasonable costs and expenses of third-party consultants, engineers, architects and others for reviewing plans and specifications and for monitoring the construction of any proposed Alterations. Lessor may require Lessee to remove any such Alterations at the expiration or termination of the Lease Term and to restore the Premises to their prior condition by written notice given on or before the earlier of (i) the expiration of the Lease Term or (ii) for alterations thirty (30) days after termination of the Lease or additions not requiring government permits, the cost thereof during any calendar year does not exceed Forty Thousand Dollars ($40,000.00). Landlord's consent will not be unreasonably withheld with respect to proposed alterations and additions which (i) comply with all applicable laws, ordinances, rules and regulations; (ii) are compatible with and does not adversely affect the Building and its mechanical, electrical, HVAC and life safety systems; (iii) thirty (30) days after a written request from Lessee for such notice from Lessor provided, that, if Lessee requests same from Lessor, Lessor will not affect the structural portions notify Lessee within five (5) business days after receipt of the Building; (iv) will not interfere with the use Lessee's request and occupancy a copy of any other portion of the Building by any other tenant, its employees or invitees; and (v) will not trigger any additional costs to Landlord. Specifically, but without limiting the generality of the foregoing, Landlord's right of consent shall encompass all plans and specifications for the proposed alterations or additions, construction means and methods, the identity of any contractor or subcontractor Alteration whether it will require removal. All Alterations to be employed on the work of alterations or additions, and the time for performance of such work. Tenant shall supply to Landlord any additional documents and information requested by Landlord in connection with Tenant's request for consent hereunder. Notwithstanding anything made to the contrary contained Premises shall be made under the supervision of a competent, California licensed architect and/or competent California licensed structural engineer (each of whom has been approved by Lessor) and shall be made in the paragraph, in connection accordance with any request for consent hereunder, Tenant may request that Landlord advise Tenant whether or not Landlord will require Tenant plans and specifications which have been furnished to remove the alteration at the expiration of the Lease. Unless Landlord advises Tenant and approved by Lessor in writing that Landlord will not require Tenant to remove such alteration at the expiration of the Lease, the parties agree that Tenant shall be obligated to remove such alteration at the expiration of the Lease. Further, Landlord acknowledges that Tenant will not be required to remove any Tenant Improvements to the Leased Premises. (b) Any consent given by Landlord under this Section 5.07 shall be deemed conditioned upon: (i) Tenant's acquiring all applicable permits required by governmental authorities; (ii) Tenant's furnishing to Landlord copies of such permits, together with copies of the approved plans and specifications, prior to commencement of work. All Alterations shall be designed, constructed and installed at the work thereon; sole cost and (iii) the expense of Lessee by California licensed architects, engineers, and contractors approved by Lessor, in compliance by Tenant with the conditions of all applicable permits and approvals in a prompt and expeditious manner. (c) Tenant shall provide Landlord with not less than fifteen (15) days prior written notice of commencement of the work so as to enable Landlord to post and record appropriate notices of non-responsibility. All alterations and additions permitted hereunder shall be made and performed by Tenant without cost or expense to Landlord. Tenant shall pay the contractors and suppliers all amounts due to them when due and keep the Leased Premises and the Project free from any and all mechanics', materialmen's and other liens and claims arising out of any work performed, materials furnished or obligations incurred by or for Tenant. In the event any alterations or additions to the Leased Premises are performed by Landlord hereunder, whether by prearrangement or otherwise, Landlord shall be entitled to charge Tenant a five percent (5%) administration fee in addition to the actual costs of labor and materials provided. Such costs and fees shall be deemed Additional Rent under this Leaselaw, and may be charged in good and payable prior to commencement of the work. (d) workmanlike manner. Any Alteration except furniture and all alterationstrade fixtures, additions or improvements made to the Leased Premises by Tenant shall become the property of Landlord upon installation and shall be surrendered to Landlord without compensation to Tenant upon Lessor at the expiration, or sooner termination of this Lease by lapse of time or otherwise the Lease, unless (i) Landlord conditioned its approval of such alterationsLessor directs otherwise, additions or improvements on Tenant's agreement provided that Lessee shall retain title to remove them, or (ii) Landlord notifies Tenant prior to (or promptly after) the Term Expiration Date that the alterations, additions and/or improvements must be removed, in which case Tenant shall, by the Term Expiration Date (or promptly thereafter), remove such alterations, additions all furniture and improvements, repair any damage resulting from such removal and restore the Leased Premises to their condition existing prior to the date of installation of such alterations, additions and improvements. Notwithstanding anything to the contrary set forth above, this clause shall not apply to equipment, trade fixtures or furniture owned by Tenant. Tenant's trade fixtures, furniture, equipment and other personal property shall at all times be and remain Tenant's Property ("Tenant's Property"). Except for alterations that cannot be removed without structural injury to placed on the Leased Premises, at any time Tenant may remove Tenant's Property from the Leased Premises. Tenant shall repair at its sole cost and expense all damage caused to the Leased Premises and the Project by removal of Tenant's movable equipment or furniture and such other alterations, additions and improvements as Tenant shall be required or allowed by Landlord to remove from the Leased Premises. All alterationsheating, additions lighting, electrical, air conditioning, full height partitioning (but not moveable, free standing cubicle-type partitions which do not extend to the ceiling or connect to Building walls), drapery and improvements permitted under this Section 5.07 carpeting installations made by Lessee together with all property that has become an integral part of the Premises, shall be constructed diligentlyand become the property of Lessor upon the expiration, in a good or sooner termination of the Lease, and workmanlike manner with new, good and sufficient materials and in compliance with all applicable laws, ordinances, rules and regulations shall not be deemed trade fixtures. Within thirty (including, without limitation, building codes and those related to accessibility and use by individuals with disabilities). Tenant shall, promptly upon 30) days after completion of the workany Alteration, furnish Landlord Lessee, Lessee shall provide Lessor with a complete set of "as built" drawings plans for any alterations, additions or improvements performed under this Section 5.07same.

Alterations, Additions, and Improvements. (a) Tenant shall not make any alterations, additions, or allow to be made any alterations or additions in or improvements to the Leased Premises without first obtaining the written consent of Landlord; provided, however, Tenant may, Property without Landlord's prior written consent, perform interior except for non-structural alterations or additions not involving material modifications to the Building and its mechanical, electrical, HVAC and life safety systems so long as (i) for alterations or additions requiring government permits, the cost thereof during any calendar year does which do not exceed Ten Fifty Thousand Dollars ($10,000.0050,000.00) during in cost cumulatively over the Lease Term and which are not visible from the outside of any calendar yearbuilding of which the Property is part. Notwithstanding the foregoing, or (ii) for alterations or additions not requiring government permitsTenant shall have the right and privilege to install, the at its sole cost thereof during any calendar year does not exceed Forty Thousand Dollars ($40,000.00). and without Landlord's consent will further consent, a "wire guidance system" within the warehouse floors of the Property with such wire guidance system requiring that the floor of the warehouse be saw cut in order to accept a low voltage wire down each of the pallet rack rows and extending approximately fifteen feet (15') beyond the end of each row. Tenant shall submit plans for installation of such "wire guidance system" for review and approval by Landlord's structural engineer which approval shall not be unreasonably withheld with respect to proposed alterations and additions which (i) comply with all applicable laws, ordinances, rules and regulations; (ii) are compatible with and does not adversely affect the Building and its mechanical, electrical, HVAC and life safety systems; (iii) will not affect the structural portions of the Building; (iv) will not interfere with the use and occupancy of any other portion of the Building by any other tenant, its employees or invitees; and (v) will not trigger any additional costs to Landlord. Specifically, but without limiting the generality of the foregoing, Landlord's right of consent shall encompass plans and specifications for the proposed alterations or additions, construction means and methods, the identity of any contractor or subcontractor to be employed on the work of alterations or additions, and the time for performance of such workdelayed. Tenant shall supply to follow the requirements of Landlord's structural engineer for maintaining the structural integrity of the warehouse floor. Landlord any additional documents and information requested by Landlord in connection with Tenant's request for consent hereunder. Notwithstanding anything to the contrary contained in the paragraph, in connection with any request for consent hereunder, Tenant may request that Landlord advise Tenant whether or not Landlord will require Tenant to remove the alteration at the expiration of the Lease. Unless Landlord advises Tenant provide demolition and/or lien and completion bonds in writing that Landlord will not require Tenant to remove such alteration at the expiration of the Lease, the parties agree that Tenant shall be obligated to remove such alteration at the expiration of the Lease. Further, Landlord acknowledges that Tenant will not be required to remove any Tenant Improvements to the Leased Premises. (b) Any consent given by Landlord under this Section 5.07 shall be deemed conditioned upon: (i) Tenant's acquiring all applicable permits required by governmental authorities; (ii) Tenant's furnishing to Landlord copies of such permits, together with copies of the approved plans form and specifications, prior to commencement of the work thereon; and (iii) the compliance by Tenant with the conditions of all applicable permits and approvals in a prompt and expeditious manner. (c) Tenant shall provide Landlord with not less than fifteen (15) days prior written notice of commencement of the work so as to enable Landlord to post and record appropriate notices of non-responsibility. All alterations and additions permitted hereunder shall be made and performed by Tenant without cost or expense amount satisfactory to Landlord. Tenant shall pay the contractors and suppliers all amounts due to them when due and keep the Leased Premises and the Project free from promptly remove any and all mechanics'alterations, materialmen's and other liens and claims arising out additions, or improvements constructed in violation of any work performed, materials furnished or obligations incurred by or for Tenant. In the event any alterations or additions to the Leased Premises are performed by Landlord hereunder, whether by prearrangement or otherwise, Landlord shall be entitled to charge Tenant a five percent (5%) administration fee in addition to the actual costs of labor and materials provided. Such costs and fees shall be deemed Additional Rent under this Lease, and may be charged and payable prior to commencement of the work.Paragraph 6.05 (da) Any upon Landlord's written request and all alterations, additions or improvements made to the Leased Premises by Tenant shall become the property of Landlord upon installation and shall be surrendered to Landlord without compensation to Tenant upon the termination of this Lease by lapse of time or otherwise unless (i) Landlord conditioned its approval of such alterations, additions or improvements on Tenant's agreement to remove them, or (ii) Landlord notifies Tenant prior to (or promptly after) the Term Expiration Date that the alterations, additions and/or improvements must be removed, in which case Tenant shall, by the Term Expiration Date (or promptly thereafter), remove such alterations, additions and improvements, repair any damage resulting from caused by such removal and restore the Leased Premises to their condition existing prior to the date of installation of such alterations, additions and improvements. Notwithstanding anything to the contrary set forth above, this clause shall not apply to equipment, trade fixtures or furniture owned by Tenant. Tenant's trade fixtures, furniture, equipment and other personal property shall at all times be and remain Tenant's Property ("Tenant's Property"). Except for alterations that cannot be removed without structural injury to the Leased Premises, at any time Tenant may remove Tenant's Property from the Leased Premises. Tenant shall repair at its sole cost and expense all damage caused to the Leased Premises and the Project by removal of Tenant's movable equipment or furniture and such other alterations, additions and improvements as Tenant shall be required or allowed by Landlord to remove from the Leased Premisesremoval. All alterations, additions additions, and improvements permitted under this Section 5.07 shall be constructed diligently, done in a good and workmanlike manner with newmanner, good and sufficient materials and in compliance conformity with all applicable lawslaws and regulations, ordinances, rules and regulations (including, without limitation, building codes and those related to accessibility and use by individuals with disabilities)a contractor approved by Landlord. Tenant shall, promptly upon Upon completion of the any such work, furnish Tenant shall provide Landlord with "as built" drawings plans, copies of all construction contracts, and proof of payment for all labor and materials. (b) Tenant shall pay when due all claims for labor and material furnished to the Property. Tenant shall give Landlord at least twenty (20) days' prior written notice of the commencement of any alterationswork on the Property, additions or improvements performed under this Section 5.07regardless of whether Landlord's consent to such work is required. Landlord may elect to record and post notices of non-responsibility on the Property.

Alterations, Additions, and Improvements. No alterations, additions, or improvements (a“Alterations”) Tenant shall not make or allow to be made any alterations or additions in or to the Leased Premises by Tenant without first obtaining the prior written consent of Landlord; provided, howeverwhich consent Landlord will not unreasonably withhold, condition or delay and which consent shall be granted or denied within four (4) business days after such written request. In the event Landlord fails to promptly respond to such request, then Tenant may resubmit the same to Landlord’s representative with a cover letter stating “Landlord’s failure to respond within four (4) business days shall result in the deemed approval of the attached” in all capital letters and in bold face type. In the event Landlord thereafter fails to respond to the request for consent to Alterations by the date which is the later of the original response period set forth above or the four (4) business days following the second notice, then consent to such Alterations shall be deemed granted by Landlord. Notwithstanding the foregoing, Tenant may, without Landlord's consent, perform interior non-structural alterations or additions may make Alterations (including removal and rearrangement of Alterations) which do not involving material modifications to affect the Building 8 systems, exterior appearance, structural components or structural integrity, which do not require a building permit and its mechanical, electrical, HVAC and life safety systems so long as (i) for alterations or additions requiring government permits, the cost thereof during any calendar year does which do not exceed collectively Ten Thousand Dollars ($10,000.00) during in cost within any calendar yeartwelve (12) month period, or (ii) for alterations or additions not requiring government permitswithout Landlord’s prior written consent; further provided, the cost thereof during any calendar year does not exceed Forty Thousand Dollars ($40,000.00). Landlord's consent will not be unreasonably withheld with respect to proposed alterations and additions which (i) comply with all applicable laws, ordinances, rules and regulations; (ii) are compatible with and does not adversely affect the Building and its mechanical, electrical, HVAC and life safety systems; (iii) will not affect the structural portions of the Building; (iv) will not interfere with the use and occupancy of any other portion of the Building by any other tenant, its employees or invitees; and (v) will not trigger any additional costs to Landlord. Specifically, but without limiting the generality of the foregoing, Landlord's right of consent shall encompass plans and specifications for the proposed alterations or additions, construction means and methods, the identity of any contractor or subcontractor to be employed on the work of alterations or additions, and the time for performance of such work. Tenant shall supply to Landlord any additional documents and information requested by Landlord in connection with Tenant's request for consent hereunder. Notwithstanding notwithstanding anything to the contrary contained in set forth herein, Landlord’s consent shall not be required for any Alteration that is of a cosmetic nature such as painting, wallpapering, hanging pictures and installing carpeting, subject to compliance with the paragraph, in connection with Rules and Regulations. As a condition to Landlord’s obligation to consider any request for consent hereunder, Tenant shall reimburse Landlord within thirty (30) days following demand for the reasonable out-of-pocket costs and expenses of third party consultants, engineers, architects and others for reviewing plans and specifications and for monitoring the construction of any proposed Alterations. Landlord may request that Landlord advise Tenant whether or not Landlord will require Tenant to remove the alteration any such Alterations at the expiration or sooner termination of the Lease. Unless Lease Term and to restore the Premises to their prior condition pursuant to the terms of Section 18.9 hereof, provided that Landlord advises Tenant shall make such election, if at all, at the time consent to such Alteration is given, if such election is requested in writing that of Landlord will not at such time by Tenant. All Alterations to be made to the Premises which require Tenant to remove such alteration at the expiration of the Lease, the parties agree that Tenant Landlord’s consent shall be obligated made under the supervision of a competent, California licensed architect and/or competent California licensed structural engineer (each of whom has been approved by Landlord) and shall be made in accordance with plans and specifications which have been furnished to remove such alteration at the expiration of the Lease. Further, Landlord acknowledges that Tenant will not be required to remove any Tenant Improvements to the Leased Premises. (b) Any consent given and approved by Landlord under this Section 5.07 shall be deemed conditioned upon: (i) Tenant's acquiring all applicable permits required by governmental authorities; (ii) Tenant's furnishing to Landlord copies of such permits, together with copies of the approved plans and specifications, in writing prior to commencement of work. All Alterations requiring a building permit shall be designed, constructed and installed at the work thereon; sole cost and expense of Tenant by California licensed architects, engineers, and contractors approved by Landlord, in compliance with all Applicable Law, and in good and workmanlike manner, and shall have been approved in writing by Redwood City and any other applicable governmental agencies. Such approvals shall not be unreasonably withheld, conditioned or delayed by Landlord. Subject to Landlord’s right to have Tenant retain ownership and remove same, any Alteration, including, without limitation, all lighting, electrical, heating, ventilation, air conditioning (iii) the compliance by Tenant with the conditions exception of any portable cooling units which are not affixed to the Premises or any improvements therein in any way) and full height partitioning, drapery and carpeting installations made by Tenant, together with all applicable permits and approvals in a prompt and expeditious manner. (c) Tenant shall provide Landlord with not less than fifteen (15) days prior written notice of commencement property that has become an integral part of the work so as to enable Landlord to post and record appropriate notices of non-responsibility. All alterations and additions permitted hereunder Premises, shall be made and performed by Tenant without cost or expense to Landlord. Tenant shall pay the contractors and suppliers all amounts due to them when due and keep the Leased Premises and the Project free from any and all mechanics', materialmen's and other liens and claims arising out of any work performed, materials furnished or obligations incurred by or for Tenant. In the event any alterations or additions to the Leased Premises are performed by Landlord hereunder, whether by prearrangement or otherwise, Landlord shall be entitled to charge Tenant a five percent (5%) administration fee in addition to the actual costs of labor and materials provided. Such costs and fees shall not be deemed Additional Rent under this Lease, trade fixtures and may be charged and payable prior to commencement of the work. (d) Any and all alterations, additions or improvements made to the Leased Premises by Tenant shall become the property of Landlord upon installation and shall be surrendered to Landlord without compensation to Tenant upon at the expiration or sooner termination of this Lease Lease, unless Landlord directs otherwise. Tenant shall retain title to all furniture and trade fixtures placed on the Premises by lapse Tenant. Within thirty (30) days after completion of time or otherwise unless (i) any Alteration requiring a building permit, Tenant shall provide Landlord conditioned its approval with a complete set of such alterations, additions or improvements on Tenant's agreement to remove them, or (ii) Landlord notifies Tenant prior to (or promptly after) both hard copies and CAD drawings of “as built” plans for the Term Expiration Date that the alterations, additions and/or improvements must be removed, in which case Tenant shall, by the Term Expiration Date (or promptly thereafter), remove such alterations, additions and improvements, repair any damage resulting from such removal and restore the Leased Premises to their condition existing prior to the date of installation of such alterations, additions and improvementssame. Notwithstanding anything to the contrary set forth above, this clause This Section shall not apply to equipment, trade fixtures or furniture owned by Tenant. Tenant's trade fixtures, furniture, equipment and other personal property shall at all times be and remain Tenant's Property ("Tenant's Property"). Except for alterations that cannot be removed without structural injury to any the Leased Premises, at any time Tenant may remove Tenant's Property from Improvements performed in accordance with the Leased Premises. Tenant shall repair at its sole cost and expense all damage caused to the Leased Premises and the Project by removal of Tenant's movable equipment or furniture and such other alterations, additions and improvements as Tenant shall be required or allowed by Landlord to remove from the Leased Premises. All alterations, additions and improvements permitted under this Section 5.07 shall be constructed diligently, in a good and workmanlike manner with new, good and sufficient materials and in compliance with all applicable laws, ordinances, rules and regulations (including, without limitation, building codes and those related to accessibility and use by individuals with disabilities). Tenant shall, promptly upon completion of the work, furnish Landlord with "as built" drawings for any alterations, additions or improvements performed under this Section 5.07Work Letter.

Alterations, Additions, and Improvements. No alterations, additions, or improvements (a“Alterations”) Tenant shall not make or allow to be made any alterations or additions in or to the Leased Premises by Lessee without first obtaining the prior written consent of Landlord; Lessors which Lessor will not unreasonably withhold, condition or delay, provided, however, Tenant may, without Landlord's consent, perform interior non-structural alterations or additions that Lessee may make Alterations (including removal and rearrangement of the prior Alterations) which do not involving material modifications to affect the Building systems, exterior appearance, structural components or structural integrity, which do not require a building permit and its mechanical, electrical, HVAC and life safety systems so long as (i) for alterations or additions requiring government permits, the cost thereof during any calendar year does which do not exceed Ten collectively One Hundred Twenty Thousand Dollars ($10,000.00120,000) during in cost within any calendar yeartwelve (12) month period, or (ii) for alterations or additions not requiring government permits, the cost thereof during any calendar year does not exceed Forty Thousand Dollars ($40,000.00)without Lessor’s prior written consent. Landlord's consent will not be unreasonably withheld with respect As a condition to proposed alterations and additions which (i) comply with all applicable laws, ordinances, rules and regulations; (ii) are compatible with and does not adversely affect the Building and its mechanical, electrical, HVAC and life safety systems; (iii) will not affect the structural portions of the Building; (iv) will not interfere with the use and occupancy of any other portion of the Building by any other tenant, its employees or invitees; and (v) will not trigger any additional costs Lessor’s obligation to Landlord. Specifically, but without limiting the generality of the foregoing, Landlord's right of consent shall encompass plans and specifications for the proposed alterations or additions, construction means and methods, the identity of any contractor or subcontractor to be employed on the work of alterations or additions, and the time for performance of such work. Tenant shall supply to Landlord any additional documents and information requested by Landlord in connection with Tenant's request for consent hereunder. Notwithstanding anything to the contrary contained in the paragraph, in connection with consider any request for consent hereunder, Tenant Lessee shall pay Lessor upon demand for the reasonable out-of-pocket costs and expenses of consultants, engineers, architects and others for reviewing plans and specifications and for monitoring the construction of any proposed Alterations. Lessor may request that Landlord advise Tenant whether or not Landlord will require Tenant Lessee to remove the alteration any such Alterations at the expiration or sooner termination of the Lease Term and to restore the Premises to their prior condition pursuant to the terms of Section 17.09 hereof; provided, however, that if requested in writing by Lessee to do so at the time consent for such Alteration is requested, Lessor shall inform Lessee at the time Lessor consents to such Alteration whether such Alteration must be removed from the Premises upon the expiration or earlier termination of this Lease. Unless Landlord advises Tenant All Alterations to be made to the Premises shall be made under the supervision of a competent, California licensed architect and/or competent California licensed structural engineer (each of whom has been approved by Lessor) and shall be made in accordance with plans and specifications which have been furnished to and approved by Lessor in writing that Landlord will not require Tenant to remove such alteration at the expiration of the Lease, the parties agree that Tenant shall be obligated to remove such alteration at the expiration of the Lease. Further, Landlord acknowledges that Tenant will not be required to remove any Tenant Improvements to the Leased Premises. (b) Any consent given by Landlord under this Section 5.07 shall be deemed conditioned upon: (i) Tenant's acquiring all applicable permits required by governmental authorities; (ii) Tenant's furnishing to Landlord copies of such permits, together with copies of the approved plans and specifications, prior to commencement of work. All Alterations shall be designed, constructed and installed at the work thereon; sole cost and (iii) the expense of Lessee by California licensed architects, engineers, and contractors approved by Lessor, in compliance by Tenant with the conditions of all applicable permits law, and in good and workmanlike manner, and shall have been approved in writing by the City of Sunnyvale and any other applicable governmental agencies. Such approvals in a prompt shall not be unreasonably withheld, conditioned or delayed by Lessor. Subject to Lessor’s right to have Lessee retain ownership and expeditious manner. (c) Tenant shall provide Landlord remove same, any Alteration, including, without limitation, all lighting, electrical, heating, ventilation, air conditioning and full height partitioning, drapery and carpeting installations made by Lessee, together with not less than fifteen (15) days prior written notice of commencement all property that has become an integral part of the work so as to enable Landlord to post and record appropriate notices of non-responsibility. All alterations and additions permitted hereunder Premises, shall be made and performed by Tenant without cost or expense to Landlord. Tenant shall pay the contractors and suppliers all amounts due to them when due and keep the Leased Premises and the Project free from any and all mechanics', materialmen's and other liens and claims arising out of any work performed, materials furnished or obligations incurred by or for Tenant. In the event any alterations or additions to the Leased Premises are performed by Landlord hereunder, whether by prearrangement or otherwise, Landlord shall be entitled to charge Tenant a five percent (5%) administration fee in addition to the actual costs of labor and materials provided. Such costs and fees shall not be deemed Additional Rent under this Lease, trade fixtures and may be charged and payable prior to commencement of the work. (d) Any and all alterations, additions or improvements made to the Leased Premises by Tenant shall become the property of Landlord upon installation and Lessor at the expiration or sooner termination of the Lease. For those Alterations which do not require Lessor’s consent, to the extent specifically requested of Lessor in writing by Lessee at the time such Alteration is made, Lessor shall be surrendered by written notice to Landlord without compensation Lessee advise Lessee whether Lessee is required to Tenant remove such Alterations upon the expiration or earlier termination of this Lease by lapse of time or otherwise unless (i) Landlord conditioned its approval of such alterations, additions or improvements on Tenant's agreement Lease. Lessee shall retain title to remove them, or (ii) Landlord notifies Tenant prior to (or promptly after) the Term Expiration Date that the alterations, additions and/or improvements must be removed, in which case Tenant shall, by the Term Expiration Date (or promptly thereafter), remove such alterations, additions all furniture and improvements, repair any damage resulting from such removal and restore the Leased Premises to their condition existing prior to the date of installation of such alterations, additions and improvements. Notwithstanding anything to the contrary set forth above, this clause shall not apply to equipment, trade fixtures or furniture owned by Tenant. Tenant's trade fixtures, furniture, equipment and other personal property shall at all times be and remain Tenant's Property ("Tenant's Property"). Except for alterations that cannot be removed without structural injury to placed on the Leased Premises, at any time Tenant may remove Tenant's Property from the Leased Premises. Tenant shall repair at its sole cost and expense all damage caused to the Leased Premises and the Project by removal of Tenant's movable equipment or furniture and such other alterations, additions and improvements as Tenant shall be required or allowed by Landlord to remove from the Leased Premises. All alterations, additions and improvements permitted under this Section 5.07 shall be constructed diligently, in a good and workmanlike manner with new, good and sufficient materials and in compliance with all applicable laws, ordinances, rules and regulations Within thirty (including, without limitation, building codes and those related to accessibility and use by individuals with disabilities). Tenant shall, promptly upon 30) days after completion of the workany Alteration, furnish Landlord Lessee shall provide Lessor with "a complete set of “as built" drawings ” plans for any alterations, additions or improvements performed under this Section 5.07same.

Alterations, Additions, and Improvements. (a) After the Commencement Date, Tenant shall not permit, make or allow to be made any alterations construction, alterations, physical additions or additions improvements in or to the Leased Premises without first obtaining the prior written consent of Landlord; provided, however, Tenant may, without Landlord's consent, perform interior non-structural alterations or additions not involving material modifications to the Building and its mechanical, electrical, HVAC and life safety systems so long as (i) for alterations or additions requiring government permits, the cost thereof during any calendar year does not exceed Ten Thousand Dollars ($10,000.00) during any calendar year, or (ii) for alterations or additions not requiring government permits, the cost thereof during any calendar year does not exceed Forty Thousand Dollars ($40,000.00). Landlord's consent will which shall not be unreasonably withheld with respect (“Tenant Work”), nor place any signs in the Premises which are visible from outside the Premises, without obtaining the prior written consent of Landlord, which may be withheld in Landlord’s sole discretion. For purposes of clarification, Initial Improvements are not considered “Tenant Work” for purposes of this Section 16. Notwithstanding the foregoing, Landlord will not unreasonably withhold its consent to proposed alterations and additions which Tenant Work that: (i) comply with all applicable laws, ordinances, rules and regulations; (ii) are compatible with is non-structural and does not adversely affect any Building Systems or improvements, (ii) is not visible from the Building and its mechanicalexterior of the Premises, electrical, HVAC and life safety systems; (iii) will does not affect the structural portions exterior of the Building; Building or any Common Areas, (iv) does not violate any provision of this Lease, (v) does not violate any Laws, and (vi) will not interfere with the use and occupancy of any other portion of the Building Project by any other tenant, its employees tenant or invitees; and (v) will not trigger any additional costs to Landlord. Specifically, but without limiting the generality occupant of the foregoing, Landlord's right of consent shall encompass Project. Tenant’s plans and specifications for the proposed alterations or additionsand all contractors, construction means subcontractors, vendors, architects and methodsengineers (collectively, the identity of any contractor or subcontractor “Outside Contractors”) shall be subject to be employed on the work of alterations or additionsLandlord’s prior written approval. If requested by Landlord, and the time for performance of such work. Tenant shall supply to Landlord execute a work letter for any additional documents and information requested such Tenant Work substantially in the form then used by Landlord in connection with Tenant's request for consent hereunder. Notwithstanding anything to the contrary contained in the paragraph, in connection with any request for consent hereunder, Tenant may request that Landlord advise Tenant whether or not Landlord will require Tenant to remove the alteration at the expiration construction performed by tenants of the Lease. Unless Landlord advises Tenant in writing that Landlord will not require Tenant to remove such alteration at the expiration of the Lease, the parties agree that Tenant shall be obligated to remove such alteration at the expiration of the Lease. Further, Landlord acknowledges that Tenant will not be required to remove any Tenant Improvements to the Leased Premises. (b) Any consent given by Landlord under this Section 5.07 shall be deemed conditioned upon: (i) Tenant's acquiring all applicable permits required by governmental authorities; (ii) Tenant's furnishing to Landlord copies of such permits, together with copies of the approved plans and specifications, prior to commencement of the work thereon; and (iii) the compliance by Tenant with the conditions of all applicable permits and approvals in a prompt and expeditious manner. (c) Tenant shall provide Landlord with not less than fifteen (15) days prior written notice of commencement of the work so as to enable Landlord to post and record appropriate notices of non-responsibility. All alterations and additions permitted hereunder shall be made and performed by Tenant without cost or expense to LandlordBuilding. Tenant shall pay the contractors and suppliers all amounts due Landlord a construction oversight fee in an amount equal to them when due and keep the Leased Premises and the Project free from any and all mechanics', materialmen's and other liens and claims arising out of any work performed, materials furnished or obligations incurred by or for Tenant. In the event any alterations or additions to the Leased Premises are performed by Landlord hereunder, whether by prearrangement or otherwise, Landlord shall be entitled to charge Tenant a five percent (5%) administration fee in addition of the cost and expense of any Tenant Work whether undertaken by Landlord or Tenant; the construction oversight or management fee, if any, applicable to construction of the actual costs of labor and materials provided. Such costs and fees Initial Improvements shall be deemed Additional Rent under governed by the terms of the Work Letter and not by the provisions of this LeaseSection. Landlord may hire outside consultants to review such documents and information furnished to Landlord, and may be charged and payable prior Tenant shall reimburse Landlord for the cost thereof, including reasonable attorneys’ fees, in an amount not to commencement exceed $2,500.00, within thirty (30) days of the work. demand. Neither review nor approval by Landlord of any plans or specifications shall constitute a representation or warranty by Landlord that such documents either (di) Any and all alterationsare complete or suitable for their intended purpose, additions or improvements made to the Leased Premises (ii) comply with applicable Laws, it being expressly agreed by Tenant that Landlord assumes no responsibility or liability whatsoever to Tenant or any other person or entity for such completeness, suitability or compliance. Tenant shall furnish any documents and information reasonably requested by Landlord, including “as-built” drawings (both in paper and in electronic format acceptable to Landlord) after completion of such Tenant Work. Landlord may impose such conditions on Tenant Work as are reasonably appropriate, including without limitation, compliance with any construction rules adopted by Landlord from time to time, requiring Tenant to furnish Landlord with security for the payment of all costs to be incurred in connection with such Tenant Work, insurance covering Landlord against liabilities which may arise out of such work, plans and specifications, and permits for such Tenant Work. All Building Standard Tenant Work shall become the property of Landlord upon installation completion and shall be surrendered to Landlord without compensation to Tenant upon the expiration or earlier termination of this Lease or Tenant’s right to possession of the Premises under this Lease, unless Landlord shall require removal or restoration of such Tenant Work by lapse Tenant. All Tenant Work that is Above Standard shall be and remain the property of Tenant, and shall be maintained by Tenant in good condition and repair throughout the Term, until the expiration or earlier termination of this Lease or Tenant’s right to possession of the Premises under this Lease, at which time or otherwise such Tenant Work shall become the property of Landlord and shall be surrendered to Landlord with the Premises, unless (i) Landlord conditioned its specifies, at the time of the approval of such alterations, additions or improvements on Tenant's agreement to remove them, or (ii) Landlord notifies Tenant prior to (or promptly after) the Term Expiration Date that the alterations, additions and/or improvements must be removed, in which case Tenant shall, by the Term Expiration Date (or promptly thereafter), remove such alterations, additions and improvements, repair any damage resulting from such removal and restore the Leased Premises to their condition existing prior to the date of installation of such alterationsAbove Standard Tenant Work, additions and improvementsthat Landlord will require Tenant to remove same upon the expiration or earlier termination of the Lease or Tenant’s right to possession of the Premises under the Lease. Notwithstanding anything to the contrary set forth above, this clause shall not apply to equipment, trade fixtures or furniture owned by Tenant. Tenant's trade fixtures, furniture, equipment and other personal property shall at all times be and remain Tenant's Property ("Tenant's Property"). Except for alterations Any Tenant Work that cannot be removed without structural injury to the Leased Premises, at any time Tenant may remove Tenant's Property from the Leased Premises. Tenant shall repair at its sole cost and expense all damage caused to the Leased Premises and the Project by removal of Tenant's movable equipment or furniture and such other alterations, additions and improvements as Tenant shall be is required or allowed by Landlord to remove from the Leased PremisesPremises upon the expiration or earlier termination of this Lease or Tenant’s right to possession of the Premises under this Lease shall be removed at Tenant’s sole expense, and Tenant shall, at Tenant’s expense, promptly repair any damage to the Premises or the Building caused by such removal. Tenant shall not allow any liens to be filed against the Premises or the Project in connection with any Tenant Work. If any liens are filed, Tenant shall cause the same to be released within five (5) days after Tenant’s receipt of written notice of the filing of such lien by bonding or other method acceptable to Landlord. All alterationsOutside Contractors shall maintain insurance in amounts and types required by, additions and improvements permitted under this in compliance with, Section 5.07 20. An ▇▇▇▇▇ 25 (or its equivalent) certificates of insurance in the most recent edition available evidencing such coverage shall be constructed diligently, provided to Landlord prior to commencement of any Tenant Work. All Outside Contractors shall perform all work in a good and workmanlike manner with newmanner, good and sufficient materials and in compliance with all Laws and all applicable laws, ordinances, rules Project Rules and regulations (including, without limitation, building codes and those related Building construction rules. No Tenant Work shall be unreasonably disruptive to accessibility and use by individuals with disabilities)other tenants. Tenant shall, promptly upon Prior to final completion of the workany Tenant Work, furnish Landlord with "as built" drawings for any alterationsshall prepare and submit to Tenant a punch list of items to be completed, additions or improvements performed under this Section 5.07and Tenant shall diligently complete all such punch list items.

Alterations, Additions, and Improvements. No alterations, additions, or improvements (a“Alterations”) Tenant shall not make or allow to be made any alterations or additions in or to the Leased Premises by Lessee without first obtaining the prior written consent of Landlord; Lessor which Lessor will not unreasonably withhold, provided, however, Tenant may, without Landlord's consent, perform interior non-structural alterations or additions that Lessee may make Alterations which do not involving material modifications to affect the Building systems, exterior appearance, structural components or structural integrity and its mechanical, electrical, HVAC and life safety systems so long as (i) for alterations or additions requiring government permits, the cost thereof during any calendar year does which do not exceed Ten collectively Fifty Thousand Dollars ($10,000.0050,000) during in cost within any calendar yeartwelve (12) month period, without Lessor’s prior written consent. As a condition to Lessor’s obligation to consider any request for consent hereunder, Lessee shall pay Lessor upon demand for the reasonable costs and expenses of consultants, engineers, architects and others for reviewing plans and specifications and for monitoring the construction of any proposed Alterations. Lessor may require Lessee to remove any such Alterations at the expiration or termination of the Lease Term and to restore the Premises to their prior condition by written notice given on or before the earlier of (i) the expiration of the Lease Term or (ii) for alterations thirty (30) days after termination prior to the expiration of the Lease Term of the Lease or additions not requiring government permits, the cost thereof during any calendar year does not exceed Forty Thousand Dollars ($40,000.00). Landlord's consent will not be unreasonably withheld with respect to proposed alterations and additions which (i) comply with all applicable laws, ordinances, rules and regulations; (ii) are compatible with and does not adversely affect the Building and its mechanical, electrical, HVAC and life safety systems; (iii) thirty (30) days after a written request from Lessee for such notice from Lessor provided, that, if Lessee requests same from Lessor, Lessor will not affect the structural portions notify Lessee within five (5) business days after receipt of the Building; (iv) will not interfere with the use Lessee’s request and occupancy a copy of any other portion of the Building by any other tenant, its employees or invitees; and (v) will not trigger any additional costs to Landlord. Specifically, but without limiting the generality of the foregoing, Landlord's right of consent shall encompass all plans and specifications for the proposed alterations or additions, construction means and methods, the identity of any contractor or subcontractor Alteration whether it will require removal. All Alterations to be employed on the work of alterations or additions, and the time for performance of such work. Tenant shall supply to Landlord any additional documents and information requested by Landlord in connection with Tenant's request for consent hereunder. Notwithstanding anything made to the contrary contained Premises shall be made under the supervision of a competent, California licensed architect and/or competent California licensed structural engineer (each of whom has been approved by Lessor) and shall be made in the paragraph, in connection accordance with any request for consent hereunder, Tenant may request that Landlord advise Tenant whether or not Landlord will require Tenant plans and specifications which have been furnished to remove the alteration at the expiration of the Lease. Unless Landlord advises Tenant and approved by Lessor in writing that Landlord will not require Tenant to remove such alteration at the expiration of the Lease, the parties agree that Tenant shall be obligated to remove such alteration at the expiration of the Lease. Further, Landlord acknowledges that Tenant will not be required to remove any Tenant Improvements to the Leased Premises. (b) Any consent given by Landlord under this Section 5.07 shall be deemed conditioned upon: (i) Tenant's acquiring all applicable permits required by governmental authorities; (ii) Tenant's furnishing to Landlord copies of such permits, together with copies of the approved plans and specifications, prior to commencement of work. All Alterations shall be designed, constructed and installed at the work thereon; sole cost and (iii) the expense of Lessee by California licensed architects, engineers, and contractors approved by Lessor, in compliance by Tenant with the conditions of all applicable permits and approvals in a prompt and expeditious manner. (c) Tenant shall provide Landlord with not less than fifteen (15) days prior written notice of commencement of the work so as to enable Landlord to post and record appropriate notices of non-responsibility. All alterations and additions permitted hereunder shall be made and performed by Tenant without cost or expense to Landlord. Tenant shall pay the contractors and suppliers all amounts due to them when due and keep the Leased Premises and the Project free from any and all mechanics', materialmen's and other liens and claims arising out of any work performed, materials furnished or obligations incurred by or for Tenant. In the event any alterations or additions to the Leased Premises are performed by Landlord hereunder, whether by prearrangement or otherwise, Landlord shall be entitled to charge Tenant a five percent (5%) administration fee in addition to the actual costs of labor and materials provided. Such costs and fees shall be deemed Additional Rent under this Leaselaw, and may be charged in good and payable prior to commencement of the work. (d) workmanlike manner. Any Alteration except furniture and all alterationstrade fixtures, additions or improvements made to the Leased Premises by Tenant shall become the property of Landlord upon installation and shall be surrendered to Landlord without compensation to Tenant upon Lessor at the expiration, or sooner termination of this Lease by lapse of time or otherwise the Lease, unless (i) Landlord conditioned its approval of such alterationsLessor directs otherwise, additions or improvements on Tenant's agreement provided that Lessee shall retain title to remove them, or (ii) Landlord notifies Tenant prior to (or promptly after) the Term Expiration Date that the alterations, additions and/or improvements must be removed, in which case Tenant shall, by the Term Expiration Date (or promptly thereafter), remove such alterations, additions all furniture and improvements, repair any damage resulting from such removal and restore the Leased Premises to their condition existing prior to the date of installation of such alterations, additions and improvements. Notwithstanding anything to the contrary set forth above, this clause shall not apply to equipment, trade fixtures or furniture owned by Tenant. Tenant's trade fixtures, furniture, equipment and other personal property shall at all times be and remain Tenant's Property ("Tenant's Property"). Except for alterations that cannot be removed without structural injury to placed on the Leased Premises, at any time Tenant may remove Tenant's Property from the Leased Premises. Tenant shall repair at its sole cost and expense all damage caused to the Leased Premises and the Project by removal of Tenant's movable equipment or furniture and such other alterations, additions and improvements as Tenant shall be required or allowed by Landlord to remove from the Leased Premises. All alterationsheating, additions lighting, electrical, air conditioning, full height partitioning (but not moveable, free standing cubicle-type partitions which do not extend to the ceiling or connect to Building walls), drapery and improvements permitted under this Section 5.07 carpeting installations made by Lessee together with all property that has become an integral part of the Premises, shall be constructed diligentlyand become the property of Lessor upon the expiration, in a good or sooner termination of the Lease, and workmanlike manner with new, good and sufficient materials and in compliance with all applicable laws, ordinances, rules and regulations shall not be deemed trade fixtures. Within thirty (including, without limitation, building codes and those related to accessibility and use by individuals with disabilities). Tenant shall, promptly upon 30) days after completion of the workany Alteration, furnish Landlord Lessee, Lessee shall provide Lessor with "a complete set of “as built" drawings ” plans for any alterations, additions or improvements performed under this Section 5.07same.

Alterations, Additions, and Improvements. (a) Tenant No alterations, additions, or improvements (“Alterations”) shall not make or allow to be made any alterations or additions in or to the Leased Premises or Common Area by Tenant without first obtaining the prior written consent of Landlord; provided, howeverwhich shall not be unreasonably withheld, conditioned or delayed, provided it shall be deemed reasonable for Landlord to withhold its consent to any Alteration which adversely affects the structural portions or the systems or equipment of the Building or is visible from the exterior of the Building and would reasonably be considered unsightly or changing the visual quality of the Building in a significantly adverse manner. Landlord may impose, as a condition of its consent to any and all Alterations or repairs of the Premises or about the Premises, such requirements as Landlord in its reasonable discretion may deem necessary, including the payment to Landlord of a construction management fee equal to one and one-half percent (1.5%) of the hard cost of constructing and installing the Alteration(s) in question (the “Landlord Supervision Fee”). Notwithstanding the foregoing or anything to the contrary set forth herein, Tenant may, without Landlord's consent’s prior written consent or the payment of a Landlord Supervision Fee, perform interior non-structural alterations or additions not involving material modifications to the Building and its mechanical, electrical, HVAC and life safety systems so long as (i) for alterations or additions requiring government permits, the cost thereof during any calendar year does not exceed Ten Thousand Dollars ($10,000.00) during any calendar year, or (ii) for alterations or additions not requiring government permits, the cost thereof during any calendar year does not exceed Forty Thousand Dollars ($40,000.00). Landlord's consent will not be unreasonably withheld with respect to proposed alterations and additions make Alterations which (ia) comply with all applicable laws, ordinances, rules and regulations; (ii) are compatible with and does do not adversely affect the Building and its mechanical, electrical, HVAC and life safety systems; (iii) will not affect the structural portions of the Building; (iv) will not interfere with the use and occupancy of integrity or any other portion structural components of the Building by any other tenantor the Building Systems, its employees or invitees; and (vb) will do not trigger any additional costs require a building permit (collectively, “Permitted Alterations”). As a condition to Landlord. Specifically, but without limiting the generality of the foregoing, Landlord's right of consent shall encompass plans and specifications for the proposed alterations or additions, construction means and methods, the identity of any contractor or subcontractor ▇▇▇▇▇▇▇▇’s obligation to be employed on the work of alterations or additions, and the time for performance of such work. Tenant shall supply to Landlord any additional documents and information requested by Landlord in connection with Tenant's request for consent hereunder. Notwithstanding anything to the contrary contained in the paragraph, in connection with consider any request for consent hereunder, Tenant ▇▇▇▇▇▇ hereby agrees to pay Landlord within 30 days of demand with reasonable backup documentation for the reasonable out-of-pocket third party costs and expenses of consultants, engineers, and architects for review of plans and specifications and for monitoring the construction of any proposed Alterations. Landlord may request that Landlord advise Tenant whether or not Landlord will require Tenant to remove the alteration any such Alterations that constitute Specialty Improvements (as defined below) at the expiration or sooner termination of the Lease. Unless Landlord advises Tenant in writing that Landlord will not require Tenant Lease Term and to remove such alteration at restore the expiration affected portion of the Lease, the parties agree that Tenant shall be obligated to remove such alteration at the expiration of the Lease. Further, Landlord acknowledges that Tenant will not be required to remove any Tenant Improvements to the Leased Premises. (b) Any consent given by Landlord under this Section 5.07 shall be deemed conditioned upon: (i) Tenant's acquiring all applicable permits required by governmental authorities; (ii) Tenant's furnishing to Landlord copies of such permits, together with copies of the approved plans and specifications, prior to commencement of the work thereon; and (iii) the compliance by Tenant with the conditions of all applicable permits and approvals in a prompt and expeditious manner. (c) Tenant shall provide Landlord with not less than fifteen (15) days prior written notice of commencement of the work so as to enable Landlord to post and record appropriate notices of non-responsibility. All alterations and additions permitted hereunder shall be made and performed by Tenant without cost or expense to Landlord. Tenant shall pay the contractors and suppliers all amounts due to them when due and keep the Leased Premises and the Project free from any and all mechanics', materialmen's and other liens and claims arising out of any work performed, materials furnished or obligations incurred by or for Tenant. In the event any alterations or additions to the Leased Premises are performed by Landlord hereunder, whether by prearrangement or otherwise, Landlord shall be entitled to charge Tenant a five percent (5%) administration fee in addition to the actual costs of labor and materials provided. Such costs and fees shall be deemed Additional Rent under this Lease, and may be charged and payable prior to commencement of the work. (d) Any and all alterations, additions or improvements made to the Leased Premises by Tenant shall become the property of Landlord upon installation and shall be surrendered to Landlord without compensation to Tenant upon the termination of this Lease by lapse of time or otherwise unless (i) Landlord conditioned its approval of such alterations, additions or improvements on Tenant's agreement to remove them, or (ii) Landlord notifies Tenant prior to (or promptly after) the Term Expiration Date that the alterations, additions and/or improvements must be removed, in which case Tenant shall, by the Term Expiration Date (or promptly thereafter), remove such alterations, additions and improvements, repair any damage resulting from such removal and restore the Leased Premises to their prior condition existing prior pursuant to the date terms of installation of such alterationsSection 17.09 hereof; provided that, additions and improvements. Notwithstanding anything if ▇▇▇▇▇▇ makes written request to the contrary set forth aboveLandlord concurrently with ▇▇▇▇▇▇’s request for consent to any Alterations, this clause shall not apply to equipment, trade fixtures or furniture owned by Tenant. Tenant's trade fixtures, furniture, equipment and other personal property shall at all times be and remain Tenant's Property ("Tenant's Property"). Except for alterations that cannot be removed without structural injury to the Leased Premises, at any time Tenant may remove Tenant's Property from the Leased Premises. Tenant shall repair at its sole cost and expense all damage caused to the Leased Premises and the Project by removal of Tenant's movable equipment or furniture and such other alterations, additions and improvements as Tenant shall be required or allowed by Landlord to remove from the Leased Premises. All alterations, additions and improvements permitted under this Section 5.07 shall be constructed diligently, in a good and workmanlike manner with new, good and sufficient materials and in compliance with all applicable laws, ordinances, rules and regulations (including, without limitation, building codes and those related to accessibility and use by individuals with disabilities). Tenant shall, promptly upon completion of the work, furnish Landlord with "as built" drawings for any alterations, additions or improvements performed under this Section 5.07.then

Alterations, Additions, and Improvements. 13.01 All Tenant's Work shall be the responsibility of Tenant and shall be performed at Tenant's sole cost and expense, the whole subject to the provisions and procedures contained in this Section XIII. No Tenant's Work may be carried out without the prior written consent of Landlord, which consent shall not be unreasonably withheld. The withholding of Landlord's consent shall be deemed to be reasonable if the proposed work would have the effect of materially diminishing the value of the Premises. 13.02 All architectural and other plans and specifications prepared in connection with Tenant's Work may be prepared by a designer or architect of Tenant's choice but shall be subject to the Landlord's prior written approval as contemplated in this Section XIII. Tenant shall be responsible to ensure that Tenant's Work, as designed, complies with all relevant laws, by-laws, regulations and ordinances as well as with the Building module and structure and with the Building's mechanical, electrical, plumbing and other systems and facilities. Complete working drawings, plans and specifications for Tenant's Work, if any, must be submitted to Landlord for its prior written approval. Landlord shall have a delay of ten (a10) days following receipt of such complete working drawings, plans and specifications to notify Tenant either of its approval thereof or of changes Landlord requires and if Landlord fails to respond during such ten (10) day period, Landlord shall be deemed to have approved the drawings, plans and specifications so submitted. If Landlord notifies Tenant with such ten (10) day period that it requires changes, Tenant shall, within ten (10) days thereafter, submit the necessary amended drawings, plans and specifications to Landlord. Landlord shall have the right to inspect, at its expense, any Tenant's Work to ensure that it is in accordance with the working drawings, plans and specifications approved by Landlord. 13.03 Tenant shall not make undertake any Tenant's Work without obtaining all necessary permits from the appropriate public authorities. All such work shall be done by contractors approved by Landlord, which approval shall not be unreasonably withheld, but shall be conditional upon such contractors carrying property damage and liability insurance satisfactory to Landlord for its operations in the Building and upon such contractors providing to Landlord a waiver and release of any and all legal hypothecs or allow to be made any alterations rights of legal hypothec that then or additions thereafter exist for work done or materials supplied in connection with Tenant's Work. 13.04 All Tenant's Work (other than trade fixtures, equipment and accessories thereto) and all repairs and replacements in or to the Leased Premises shall, upon their completion, become a part of the Premises and the property of Landlord and shall be surrendered with the Premises upon the Expiration Date or earlier termination date of this Lease without first obtaining the written consent of any compensation being due therefor by Landlord; provided, however, that Landlord shall have the option, in its sole discretion, by written notice to Tenant mayat least sixty (60) days prior to the Expiration Date, without to require Tenant to remove, at Tenant's cost and under Landlord's consentcoordination and direction, perform interior non-structural alterations all or additions not involving material modifications any of those items of Tenant's Work for which Landlord has reserved the right to do so in its initial consent (including such as may have been made by Landlord at Tenant's request prior to or during the Building and its mechanicalTerm) and, electricalin the cases where Landlord has exercised such right, HVAC and life safety systems so long as (i) for alterations or additions requiring government permits, to restore the cost thereof during any calendar year does not exceed Ten Thousand Dollars ($10,000.00) during any calendar year, or (ii) for alterations or additions not requiring government permits, the cost thereof during any calendar year does not exceed Forty Thousand Dollars ($40,000.00). Landlord's consent will not be unreasonably withheld with respect to proposed alterations and additions which (i) comply with all applicable laws, ordinances, rules and regulations; (ii) are compatible with and does not adversely affect the Building and its mechanical, electrical, HVAC and life safety systems; (iii) will not affect the structural portions of the Building; Premises affected by the removals, or any parts thereof, to their original condition. 13.05 Tenant may erect, at its cost and expense, signs on any street frontage of the Premises provided that: (iva) will not interfere any such signs shall comply with the use and occupancy of any other portion requirements of the Building by any applicable municipal and other tenant, its employees or invitees; and (v) will not trigger any additional costs to Landlord. Specifically, but without limiting the generality of the foregoing, Landlord's right of consent shall encompass plans and specifications for the proposed alterations or additions, construction means and methods, the identity of any contractor or subcontractor to be employed on the work of alterations or additions, and the time for performance of such work. Tenant shall supply to Landlord any additional documents and information requested by Landlord in connection with Tenant's request for consent hereunder. Notwithstanding anything to the contrary contained in the paragraph, in connection with any request for consent hereunder, Tenant may request that Landlord advise Tenant whether or not Landlord will require Tenant to remove the alteration at the expiration of the Lease. Unless Landlord advises Tenant in writing that Landlord will not require Tenant to remove such alteration at the expiration of the Lease, the parties agree that Tenant shall be obligated to remove such alteration at the expiration of the Lease. Further, Landlord acknowledges that Tenant will not be required to remove any Tenant Improvements to the Leased Premises.governmental authorities; (b) Any consent given by Landlord under this Section 5.07 no such signs shall be deemed conditioned upon: (i) Tenant's acquiring all applicable permits required by governmental authorities; (ii) Tenant's furnishing to Landlord copies of such permits, together with copies erected outside or on the exterior of the approved plans Building or within the interior thereof if the same may be seen from the exterior thereof, unless Landlord shall have given its prior written consent (which consent shall not be unreasonably withheld) to the location, style, colour, size and specifications, prior to commencement of the work thereoncontent thereof; and (iii) the compliance by Tenant with the conditions of all applicable permits and approvals in a prompt and expeditious manner.and (c) Tenant shall provide Landlord with not less than fifteen (15) days prior written notice of commencement bear the cost of the work so as to enable Landlord to post installation, repair, maintenance and record appropriate notices of non-responsibility. All alterations and additions permitted hereunder shall be made and performed by Tenant without cost or expense to Landlord. Tenant shall pay the contractors and suppliers all amounts due to them when due and keep the Leased Premises and the Project free from any and all mechanics', materialmen's and other liens and claims arising out removal of any work performed, materials furnished or obligations incurred by or for Tenant. In the event any alterations or additions to the Leased Premises are performed by Landlord hereunder, whether by prearrangement or otherwise, Landlord shall be entitled to charge Tenant a five percent (5%) administration fee in addition to the actual costs of labor and materials provided. Such costs and fees shall be deemed Additional Rent under this Lease, and may be charged and payable prior to commencement of the worksuch signs. (d) Any and all alterations, additions or improvements made to the Leased Premises by Tenant shall become the property of Landlord upon installation and shall be surrendered to Landlord without compensation to Tenant upon the termination of this Lease by lapse of time or otherwise unless (i) Landlord conditioned its approval of such alterations, additions or improvements on Tenant's agreement to remove them, or (ii) Landlord notifies Tenant prior to (or promptly after) the Term Expiration Date that the alterations, additions and/or improvements must be removed, in which case Tenant shall, by the Term Expiration Date (or promptly thereafter), remove such alterations, additions and improvements, repair any damage resulting from such removal and restore the Leased Premises to their condition existing prior to the date of installation of such alterations, additions and improvements. Notwithstanding anything to the contrary set forth above, this clause shall not apply to equipment, trade fixtures or furniture owned by Tenant. Tenant's trade fixtures, furniture, equipment and other personal property shall at all times be and remain Tenant's Property ("Tenant's Property"). Except for alterations that cannot be removed without structural injury to the Leased Premises, at any time Tenant may remove Tenant's Property from the Leased Premises. Tenant shall repair at its sole cost and expense all damage caused to the Leased Premises and the Project by removal of Tenant's movable equipment or furniture and such other alterations, additions and improvements as Tenant shall be required or allowed by Landlord to remove from the Leased Premises. All alterations, additions and improvements permitted under this Section 5.07 shall be constructed diligently, in a good and workmanlike manner with new, good and sufficient materials and in compliance with all applicable laws, ordinances, rules and regulations (including, without limitation, building codes and those related to accessibility and use by individuals with disabilities). Tenant shall, promptly upon completion of the work, furnish Landlord with "as built" drawings for any alterations, additions or improvements performed under this Section 5.07.

Alterations, Additions, and Improvements. (a) Tenant shall 9.21.1 The Service Provider may not without the University’s prior written consent: 9.21.1.1 make or allow to be made any alterations or additions in or to the Leased Premises without first obtaining the written consent of Landlord; provided, however, Tenant may, without Landlord's consent, perform interior non-structural alterations or additions not involving material modifications to the Building Wits Shop Premises ; 9.21.1.2 install any floor covering, interior or exterior lighting, plumbing, fixtures or shades or make any change to the shop front; 9.21.1.3 attach to the walls of the Wits Shop Premises any fittings, shelving or appurtenances; 9.21.1.4 drive or permit to be driven any nails or screws into the walls or ceiling of the Wits Shop Premises ; and 9.21.1.5 paint, affix or attach to the Wits Shop Premises of any part of the building where the Wits Shop Premises is situated any advertising signs or other matter, awning or canopy or any other thing of any kind provided that if such signs, awnings or canopy are in keeping with the general standard and its mechanicalfinish of the building where the Wits Shop Premises is situated. If the Service Provider commits a breach of this provision the University will be entitled, electricalwithout notice or order of court, HVAC and life safety systems so long as (i) for alterations or additions requiring government permitsto remove the offending item(s). If the University consents, the cost thereof during work will be done strictly in accordance with the University's specifications. 9.21.2 The Service Provider will not remove or dismantle any calendar year permanent fittings in the Wits Shop Premises without the University’s prior written consent. All such fittings will remain the property of the University at all times. 9.21.3 If the Service Provider does not exceed Ten Thousand Dollars ($10,000.00) during any calendar yearalter, add to, or (ii) for alterations improve the Wits Shop Premises in any way, whether or additions not requiring government permitsin breach of clause 9.21.1or 9.21.2, the Service Provider will at its own cost thereof during and expense, if so required by the University, restore the Wits Shop Premises on expiry or the termination of this Agreement to their condition as it was prior to such alteration, addition or improvement having been made. The University’s requirement in this regard may be communicated to the Service Provider at any calendar year does time, but not exceed Forty Thousand Dollars later than the 7th ($40,000.00). Landlord's consent seventh) day after the Service Provider has delivered up the Wits Shop Premises pursuant to the termination of this Agreement, and this clause 9.21.3 will not be unreasonably withheld with respect to proposed alterations and additions which (i) comply with all applicable laws, ordinances, rules and regulations; (ii) are compatible with and does not adversely affect the Building and its mechanical, electrical, HVAC and life safety systems; (iii) will not affect the structural portions of the Building; (iv) will not interfere with the use and occupancy of construed as excluding any other portion or further remedy which the University may have in consequence of a breach by the Building by any other tenant, its employees or invitees; and (v) will not trigger any additional costs to Landlord. Specifically, but without limiting the generality Service Provider of the foregoing, Landlord's right of consent shall encompass plans and specifications for the proposed alterations or additions, construction means and methods, the identity of any contractor or subcontractor to be employed on the work of alterations or additions, and the time for performance of such work. Tenant shall supply to Landlord any additional documents and information requested by Landlord in connection with Tenant's request for consent hereunder. Notwithstanding anything to the contrary contained in the paragraph, in connection with any request for consent hereunder, Tenant may request that Landlord advise Tenant whether or not Landlord will require Tenant to remove the alteration at the expiration of the Lease. Unless Landlord advises Tenant in writing that Landlord will not require Tenant to remove such alteration at the expiration of the Lease, the parties agree that Tenant shall be obligated to remove such alteration at the expiration of the Lease. Further, Landlord acknowledges that Tenant will not be required to remove any Tenant Improvements to the Leased Premisesthis clause 9.21. (b) Any consent given by Landlord under this Section 5.07 shall be deemed conditioned upon: (i) Tenant's acquiring all applicable permits 9.21.4 Save for any improvement which is removed from the Wits Shop Premises as required by governmental authorities; (ii) Tenant's furnishing to Landlord copies the University in terms of such permitsclause 9.21.3, together with copies of the approved plans and specifications, prior to commencement of the work thereon; and (iii) the compliance by Tenant with the conditions of all applicable permits and approvals in a prompt and expeditious manner. (c) Tenant shall provide Landlord with not less than fifteen (15) days prior written notice of commencement of the work so as to enable Landlord to post and record appropriate notices of non-responsibility. All alterations and additions permitted hereunder shall be made and performed by Tenant without cost or expense to Landlord. Tenant shall pay the contractors and suppliers all amounts due to them when due and keep the Leased Premises and the Project free from any and all mechanics', materialmen's and other liens and claims arising out of any work performed, materials furnished or obligations incurred by or for Tenant. In the event any alterations or additions to the Leased Premises are performed by Landlord hereunder, whether by prearrangement or otherwise, Landlord shall be entitled to charge Tenant a five percent (5%) administration fee in addition to the actual costs of labor and materials provided. Such costs and fees shall be deemed Additional Rent under this Lease, and may be charged and payable prior to commencement of the work. (d) Any and all alterations, additions or improvements made to the Leased Wits Shop Premises by Tenant shall become belong to the property University and may not be removed from the Wits Shop Premises at any time. 9.21.5 The Service Provider will not, whatever the circumstances, have any claim against the University for compensation for any improvement to the Wits Shop Premises, nor does the Service Provider have a right of Landlord upon installation retention in respect of any improvements. 9.21.6 The Service Provider will, at its own costs and shall subject to the University’s prior approval, erect such fixtures and fittings which is appropriately functional, speaks to the sophistication, reach and reputation of the Wits brand, attracts customers, is of the best available quality and design, in keeping with the general finish of the building where the Wits Shop Premises/ Pop-up/ Satellite Stores is/are situated as may be surrendered to Landlord without compensation to Tenant upon necessary for the termination provision of this Lease by lapse of time or otherwise unless (i) Landlord conditioned its approval of such alterationsthe Services, additions or improvements and on Tenant's agreement to remove them, or (ii) Landlord notifies Tenant prior to (or promptly after) the Term Expiration Date basis that the alterationsService Provider will: 9.21.6.1 supply and at all times keep in a good, additions and/or improvements must clean and hygienic condition, all furniture and equipment required for the Wits Shop; 9.21.6.2 submit to the University’s representative working drawings, layouts, perspective details, colour schemes, an artist's impression and specifications (“the store layout plans”) of all such fixtures and fittings to be removed, installed and erected in which case Tenant shall, by the Term Expiration Date Wits Shop Premises within 30 (or promptly thereafter), remove such alterations, additions thirty) days of signing the Agreement; 9.21.6.3 obtain the approval from the University’s duly authorised representative for the shop layout plans; 9.21.6.4 erect and improvements, repair any damage resulting from such removal install its fixtures and restore fittings strictly in accordance with the Leased Premises to their condition existing approved shop layout plans prior to the date opening date; and 9.21.6.5 permit and allow the University’s authorised representative to inspect and reasonably supervise (if the University so elects), the implementation of installation the shop layout plan. 9.21.7 Without limiting any other section of such alterationsthe Agreement, additions and improvements. Notwithstanding anything the Service Provider shall be responsible for the costs to the contrary set forth above, this clause shall not apply return to equipment, trade fixtures or furniture owned by Tenant. Tenant's trade fixtures, furniture, equipment and other personal property shall at all times be and remain Tenant's Property ("Tenant's Property"). Except for alterations that cannot be removed without structural injury to the Leased Premises, at a “as was” condition from any time Tenant may remove Tenant's Property from the Leased Premises. Tenant shall repair at its sole cost and expense all damage caused to the Leased Premises buildings, grounds, or the University’s Equipment or other equipment, and furnishings caused in whole or in part by the Project by removal Service Provider’s Personnel while performing the activities in terms of Tenant's movable equipment or furniture and such other alterations, additions and improvements as Tenant this Agreement. The Service Provider shall be required or allowed by Landlord immediately report in writing the occurrence any damage to remove from the Leased Premises. All alterations, additions and improvements permitted under this Section 5.07 shall be constructed diligently, in a good and workmanlike manner with new, good and sufficient materials and in compliance with all applicable laws, ordinances, rules and regulations (including, without limitation, building codes and those related to accessibility and use by individuals with disabilities). Tenant shall, promptly upon completion of the work, furnish Landlord with "as built" drawings for any alterations, additions or improvements performed under this Section 5.07.University’s Representative

Alterations, Additions, and Improvements. No alterations, additions, or improvements (a“Alterations”) Tenant shall not make or allow to be made any alterations or additions in or to the Leased Premises by Tenant without first obtaining the prior written consent of Landlord, which shall not be unreasonably withheld; provided, however, Tenant maythat Tenant, without Landlord's ’s prior written consent, perform interior non-structural alterations but upon not less than ten (10) business days prior written notice to Landlord, may make Alterations (including removal and rearrangement of prior Alterations) which (a) do not affect any systems or additions not involving material modifications to equipment of the Building or the Project, (b) do not affect the structural integrity or any structural components of the Building or the Project, (c) are not visible from the exterior of the Building, (d) do not require a building permit, and its mechanical, electrical, HVAC and life safety systems so long as (ie) for alterations or additions requiring government permits, do not involve the cost thereof during any calendar year does not exceed expenditure of more than Ten Thousand Dollars ($10,000.00) during in any calendar year, given instance or (ii) for alterations or additions not requiring government permits, the cost thereof during any calendar year does not exceed Forty Twenty-Five Thousand Dollars ($40,000.00)25,000) in the aggregate during any twelve (12) month period. Landlord's consent will not be unreasonably withheld with respect to proposed alterations and additions which (i) comply with all applicable laws, ordinances, rules and regulations; (ii) are compatible with and does not adversely affect the Building and its mechanical, electrical, HVAC and life safety systems; (iii) will not affect the structural portions of the Building; (iv) will not interfere with the use and occupancy of any other portion of the Building by any other tenant, its employees or invitees; and (v) will not trigger any additional costs As a condition to Landlord. Specifically, but without limiting the generality of the foregoing, Landlord's right of consent shall encompass plans and specifications for the proposed alterations or additions, construction means and methods, the identity of any contractor or subcontractor ’s obligation to be employed on the work of alterations or additions, and the time for performance of such work. Tenant shall supply to Landlord any additional documents and information requested by Landlord in connection with Tenant's request for consent hereunder. Notwithstanding anything to the contrary contained in the paragraph, in connection with consider any request for consent hereunder, Tenant hereby agrees to pay Landlord upon demand for the reasonable out-of-pocket costs and expenses of consultants, engineers, architects and others for reviewing plans and specifications and for monitoring the construction of any proposed Alterations. In addition, if Landlord’s consent is granted to any Alterations, then Tenant, within ten (10) days after Tenant executes a construction contract for such Alterations, and as a condition precedent to the commencement of such Alterations, shall pay to Landlord a construction management fee in an amount equal to one and one-half percent (1.5%) of all costs of design, demolition, construction and installation of such Alterations (the “Landlord Supervision Fee”), the amount of which Landlord Supervision Fee shall be (i) initially based upon reasonable estimates of such costs, (ii) subject to verification by Landlord, and (iii) further subject to adjustment as provided below. Landlord may request that Landlord advise Tenant whether or not Landlord will require Tenant to remove the alteration any such Alterations at the expiration or sooner termination of the LeaseLease Term and to restore the Premises to their prior condition pursuant to the terms of Section 17.09 hereof; provided that Landlord shall make its election whether or not to require removal of such Alterations, if at all, at the time consent to such Alterations is given. Unless Notwithstanding the foregoing, any Alterations not approved by Landlord advises Tenant in writing that (regardless of whether such Alterations required Landlord’s approval hereunder) shall, unless otherwise directed by Landlord, be removed at the expiration or sooner termination of the Lease Term and Tenant shall restore the Premises to their prior condition pursuant to the terms of Section 17.09 hereof. All Alterations to be made to the Premises shall be designed by and made under the supervision of a California licensed architect and/or California licensed structural engineer (each of whom has been approved by Landlord) and shall be made in accordance with plans and specifications which have been furnished to and approved by Landlord will not in writing prior to commencement of work. All Alterations shall be constructed and installed, at the sole cost and expense of Tenant, by California licensed contractors approved by Landlord, in compliance with the terms and conditions of the Work Letter Agreement attached hereto as Exhibit C, along with all Applicable Laws, and in good and workmanlike manner, and shall have been approved in writing by the City of Santa ▇▇▇▇ and any other applicable governmental agencies. Subject to Landlord’s right to require Tenant to remove such alteration at the expiration of the Lease, the parties agree that Alterations in accordance with this Section 6.03 (in which case Tenant shall be obligated to remove such alteration at the expiration of the Lease. Furtherretain ownership thereof), Landlord acknowledges that Tenant will not be required to remove any Tenant Improvements to the Leased Premises. (b) Any consent given all Alterations, including, without limitation, all lighting, electrical, heating, ventilation, air conditioning and full height partitioning, drapery and carpeting installations made by Landlord under this Section 5.07 shall be deemed conditioned upon: (i) Tenant's acquiring all applicable permits required by governmental authorities; (ii) Tenant's furnishing to Landlord copies of such permits, together with copies all property that has become an integral part of the approved plans and specificationsPremises, prior to commencement of the work thereon; and (iii) the compliance by Tenant with the conditions of all applicable permits and approvals in a prompt and expeditious manner. (c) Tenant shall provide Landlord with not less than fifteen (15) days prior written notice of commencement of the work so as to enable Landlord to post and record appropriate notices of non-responsibility. All alterations and additions permitted hereunder shall be made and performed by Tenant without cost or expense to Landlord. Tenant shall pay the contractors and suppliers all amounts due to them when due and keep the Leased Premises and the Project free from any and all mechanics', materialmen's and other liens and claims arising out of any work performed, materials furnished or obligations incurred by or for Tenant. In the event any alterations or additions to the Leased Premises are performed by Landlord hereunder, whether by prearrangement or otherwise, Landlord shall be entitled to charge Tenant a five percent (5%) administration fee in addition to the actual costs of labor and materials provided. Such costs and fees shall be deemed Additional Rent under this Lease, trade fixtures and may be charged and payable prior to commencement of the work. (d) Any and all alterations, additions or improvements made to the Leased Premises by Tenant shall become the property of Landlord upon installation and shall be surrendered to Landlord without compensation to Tenant upon at the expiration or sooner termination of this Lease by lapse the Lease. Tenant shall retain title to all furniture and trade fixtures placed on the Premises. Within thirty (30) days after completion of time or otherwise unless any Alterations, Tenant shall provide Landlord with (iA) Landlord conditioned its approval a complete set of both hard copies and CAD drawings of “as built” plans for such alterationsAlterations, additions or improvements on Tenant's agreement to remove themand (B) a statement of all final costs of design, or (ii) Landlord notifies Tenant prior to (or promptly after) the Term Expiration Date that the alterationsdemolition, additions and/or improvements must be removed, in which case Tenant shall, by the Term Expiration Date (or promptly thereafter), remove such alterations, additions construction and improvements, repair any damage resulting from such removal and restore the Leased Premises to their condition existing prior to the date of installation of such alterationsAlterations, additions and improvements. Notwithstanding anything together with all supporting documentation therefor and, if the Landlord Supervision Fee paid in connection with such Alterations was understated, an amount equal to the contrary set forth above, this clause shall not apply actual Landlord Supervision Fee (based upon the statement of final costs) less any amount previously paid to equipment, trade fixtures or furniture owned by Tenant. Tenant's trade fixtures, furniture, equipment and other personal property shall at all times be and remain Tenant's Property ("Tenant's Property"). Except for alterations that cannot be removed without structural injury to the Leased Premises, at any time Tenant may remove Tenant's Property from the Leased Premises. Tenant shall repair at its sole cost and expense all damage caused to the Leased Premises and the Project by removal of Tenant's movable equipment or furniture and such other alterations, additions and improvements as Tenant shall be required or allowed by Landlord to remove from the Leased Premises. All alterations, additions and improvements permitted under this Section 5.07 shall be constructed diligently, in a good and workmanlike manner with new, good and sufficient materials and in compliance with all applicable laws, ordinances, rules and regulations (including, without limitation, building codes and those related to accessibility and use by individuals with disabilities). Tenant shall, promptly upon completion of the work, furnish Landlord with "as built" drawings for any alterations, additions or improvements performed under this Section 5.07on account thereof.