Common use of ALTERATIONS AND IMPROVEMENTS Clause in Contracts

ALTERATIONS AND IMPROVEMENTS. During the Lease Term, Lessee shall not alter the exterior, structural, plumbing or electrical elements of the Properties in any manner without the consent of Lessor, which consent shall not be unreasonably withheld, conditioned or delayed; provided, however, Lessee may undertake structural, exterior, plumbing and electrical alterations, which may include the construction and demolition of additional improvements to the Properties (if such demolition does not unreasonably impair the ability to operate the Permitted Facility on the applicable Property, does not effect any improvements located on the applicable Property as of the Effective Date and is at Lessee’s sole cost and expense), individually, costing less than $500,000, as adjusted by changes in the Price Index, without Lessor’s prior written consent. Lessee may undertake any non-structural alteration to the Properties, so long as Lessee provides Lessor with fourteen (14) days prior written notice of such alterations, if greater than $10,000, as adjusted by changes in the Price Index. If Lessor’s consent is required hereunder and Lessor consents to the making of any such alterations, the same shall be made by Lessee at Lessee’s sole expense by a licensed contractor (which may be directly subcontracted with by Lessee) and according to plans and specifications approved by Lessor and subject to such other conditions as Lessor shall reasonably require. Any work at any time commenced by Lessee on the Properties shall be prosecuted diligently to completion, shall be of good workmanship and materials and shall comply fully with all the terms of this Lease and all Legal Requirements. Lessor shall reasonably cooperate with all improvements including, without limitation, signing applications. Upon completion of any alterations individually costing $10,000 or more, as adjusted by changes in the Price Index, Lessee shall promptly provide Lessor with evidence of full payment to all laborers and materialmen contributing to the alterations. Additionally, upon completion of any such alterations, Lessee shall promptly provide Lessor with (a) an architect’s certificate certifying the alterations to have been completed in conformity with the plans and specifications (if the alterations are of such a nature as would require the issuance of such a certificate from the architect); (b) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); and (c) any other documents or information reasonably requested by Lessor. Lessee shall keep the Properties free from any liens arising out of any work performed on, or materials furnished to, the Properties. Lessee shall execute and file or record, as appropriate, a “Notice of Non-Responsibility,” or any equivalent notice permitted under applicable law in the states where the Properties are located which provides that Lessor is not responsible for the payment of any costs or expenses relating to the additions or alterations. Any addition to or alteration of the Properties shall be deemed a part of the Properties and belong to Lessor, and Lessee shall execute and deliver to Lessor such instruments as Lessor may require to evidence the ownership by Lessor of such addition or alteration.

ALTERATIONS AND IMPROVEMENTS. During the Lease Term, Lessee shall not alter the exterior, structural, plumbing or electrical elements of the Properties in any manner without the consent of Lessor, which consent shall not be unreasonably withheld, conditioned delayed or delayedconditioned; provided, however, Lessee may undertake structural, exterior, plumbing and electrical alterations, which may include the construction and demolition of additional improvements nonstructural alterations to the Properties (if such demolition does not unreasonably impair the ability to operate the Permitted Facility on the applicable Property, does not effect any improvements located on the applicable Property as of the Effective Date and is at Lessee’s sole cost and expense)Properties, individually, costing $250,000 or less than $500,000, as adjusted by changes in the Price Index, without Lessor’s prior written consent. Lessee may undertake any non-structural alteration to the Properties, so long as Lessee provides Lessor with fourteen (14) days prior written notice of such alterations, if greater than $10,000, as adjusted by changes in the Price Index. If Lessor’s consent is required hereunder and Lessor consents to the making of any such alterations, the same shall be made by Lessee at Lessee’s sole expense by a licensed contractor (which may be directly subcontracted with by Lessee) and according to plans and specifications approved by Lessor and subject to such other conditions as Lessor shall reasonably require. Any work at any time commenced by Lessee on the Properties shall be prosecuted diligently to completion, shall be of good workmanship and materials and shall comply fully with all the terms of this Lease and all Legal Requirements. Lessor shall reasonably cooperate with all improvements including, without limitation, signing applications. Upon completion of any alterations individually costing more than $10,000 or more, as adjusted by changes in the Price Index250,000, Lessee shall promptly provide Lessor with evidence of full payment to all laborers and materialmen contributing to the alterations. Additionally, upon completion of any such alterations, Lessee shall promptly provide Lessor with (a) an architect’s certificate certifying the alterations to have been completed in conformity with the plans and specifications (if the alterations are of such a nature as would require the issuance of such a certificate from the architect); (b) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); and (c) any other related documents or information reasonably requested by Lessor. Lessee shall keep the Properties free from any liens arising out of any work performed on, or materials furnished to, the Properties. Lessee shall execute and file or record, as appropriate, a “Notice of Non-ResponsibilityNon‑Responsibility,” or any equivalent notice permitted under applicable law Law in the states where the Properties are located which provides that Lessor is not responsible for the payment of any costs or expenses relating to the additions or alterations. Any addition to or alteration of the Properties shall be deemed a part of the Properties and belong to Lessor, and Lessee shall execute and deliver to Lessor such instruments as Lessor may require to evidence the ownership by Lessor of such addition or alteration.. Lessor and Lessee acknowledge and agree that their relationship is and shall be solely that of “Lessor-Lessee” (thereby excluding a relationship of “owner-contractor,” “owner-agent” or other similar relationships). Accordingly, all materialmen, contractors, artisans, mechanics, laborers and any other persons now or hereafter contracting with Lessee, any contractor or subcontractor of Lessee or any other Lessee party for the furnishing of any labor, services, materials, supplies or equipment with respect to any portion of the Properties at any time from the date hereof until the end of the Lease Term, are hereby charged with notice that they look exclusively to Lessee to obtain payment for same. 4849-3174-9992.2 STORE/Synalloy A&R Master Lease Agreement 7 Properties in OH, PA, SC, TN and TX File No. 7210/02-475

ALTERATIONS AND IMPROVEMENTS. During the Lease Term, (a) The Lessee shall not alter have the exteriorprivilege from time to time of making Additional Improvements to the Facility Realty as it may determine in its discretion to be desirable for its uses and purposes, structural, plumbing or electrical elements provided that: (i) as a result of the Properties Additional Improvements, the fair market value of the Facility is not reduced below its fair market value immediately before the Additional Improvements are made and the usefulness, structural integrity or operating efficiency of the Facility is not materially impaired, (ii) the Additional Improvements are effected with due diligence, in a good and workmanlike manner and in compliance with all applicable Legal Requirements, (iii) the Additional Improvements are promptly and fully paid for by the Lessee in accordance with the terms of the applicable contract(s) therefor, and (iv) the Additional Improvements do not change the nature of the Facility so that it would not constitute the Approved Facility and a qualified “project” within the meaning of the Act. (b) All Additional Improvements shall constitute a part of the Facility, subject to the Company Lease, this Agreement and the Sublease Agreement. (c) If at any manner time after the Operations Commencement Date, the Lessee shall make any Additional Improvements, the Lessee shall (i) notify an Authorized Representative of the Agency of such Additional Improvements by delivering written notice thereof within thirty (30) days after the completion of the Additional Improvements, and (ii) take the actions required by Section 5.1(f). (d) In addition to the Facility Personalty, the Lessee shall have the right to install or permit to be installed at the Facility Realty, machinery, equipment and other personal property at the Lessee’s own cost and expense (the “Lessee’s Property”). Once so installed, the Lessee’s Property shall not constitute Facility Personalty and shall not be subject to the Company Lease, this Agreement or the Sublease Agreement, nor constitute part of the Facility, provided that the same is not made fixtures appurtenant to the Facility Realty. The Lessee shall have the right to create or permit to be created any mortgage, encumbrance, lien or charge on, or conditional sale or other title retention agreement with respect to, the Lessee’s Property, without the consent of Lessor, which consent shall not be unreasonably withheld, conditioned or delayed; provided, however, Lessee may undertake structural, exterior, plumbing and electrical alterations, which may include the construction and demolition of additional improvements notice to the Properties (if such demolition does not unreasonably impair the ability to operate the Permitted Facility on the applicable Property, does not effect any improvements located on the applicable Property as of the Effective Date and is at Lessee’s sole cost and expense), individually, costing less than $500,000, as adjusted by changes in the Price Index, without Lessor’s prior written consent. Lessee may undertake any non-structural alteration to the Properties, so long as Lessee provides Lessor with fourteen (14) days prior written notice of such alterations, if greater than $10,000, as adjusted by changes in the Price Index. If Lessor’s consent is required hereunder and Lessor consents to the making of any such alterations, the same shall be made by Lessee at Lessee’s sole expense by a licensed contractor (which may be directly subcontracted with by Lessee) and according to plans and specifications approved by Lessor and subject to such other conditions as Lessor shall reasonably require. Any work at any time commenced by Lessee on the Properties shall be prosecuted diligently to completion, shall be of good workmanship and materials and shall comply fully with all the terms of this Lease and all Legal Requirements. Lessor shall reasonably cooperate with all improvements including, without limitation, signing applications. Upon completion of any alterations individually costing $10,000 or more, as adjusted by changes in the Price Index, Lessee shall promptly provide Lessor with evidence of full payment to all laborers and materialmen contributing to the alterations. Additionally, upon completion of any such alterations, Lessee shall promptly provide Lessor with (a) an architect’s certificate certifying the alterations to have been completed in conformity with the plans and specifications (if the alterations are of such a nature as would require the issuance of such a certificate from the architect); (b) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); and (c) any other documents or information reasonably requested by Lessor. Lessee shall keep the Properties free from any liens arising out of any work performed on, or materials furnished to, the Properties. Lessee shall execute and file or record, as appropriate, a “Notice of Non-Responsibility,” or any equivalent notice permitted under applicable law in the states where the Properties are located which provides that Lessor is not responsible for the payment of any costs or expenses relating to the additions or alterations. Any addition to or alteration of the Properties shall be deemed a part of the Properties and belong to Lessor, and Lessee shall execute and deliver to Lessor such instruments as Lessor may require to evidence the ownership by Lessor of such addition or alterationAgency.

ALTERATIONS AND IMPROVEMENTS. During Tenant shall have the Lease Termright, Lessee shall not alter subject to Landlord's prior written approval, to make non-structural alterations, additions, or improvements (hereinafter collectively referred to as "improvements") to the exterior, structural, plumbing or electrical elements interior of the Properties in any manner without the consent of Lessor, which consent Demised Premises. Said improvements and additions shall not be unreasonably withheld, conditioned or delayed; provided, however, Lessee may undertake structural, exterior, plumbing and electrical alterations, which may include the construction and demolition of additional improvements to the Properties (if such demolition does not unreasonably impair the ability to operate the Permitted Facility on the applicable Property, does not effect any improvements located on the applicable Property as of the Effective Date and is accomplished at Lessee’s Tenant's sole cost and expense), individually, costing less than $500,000, as adjusted by changes in the Price Index, without Lessor’s prior written consent. Lessee may undertake any non-structural alteration to the Properties, so long as Lessee provides Lessor with fourteen (14) days prior written notice of such alterations, if greater than $10,000, as adjusted by changes in the Price Index. If Lessor’s consent is required hereunder expense and Lessor consents to the making of any such alterations, the same shall be made by Lessee at Lessee’s sole expense by a licensed contractor (which may be directly subcontracted with by Lessee) and according to plans and specifications approved by Lessor and subject to such other conditions as Lessor shall reasonably require. Any work at any time commenced by Lessee on the Properties shall be prosecuted diligently to completion, shall be of good workmanship and materials and shall comply fully in compliance with all building codes and ordinances, laws, and regulations applicable to the terms of this Lease and all Legal RequirementsDemised Premises. Lessor Tenant shall reasonably cooperate with cause all improvements includingto be accomplished in a good workmanlike manner using the same quality and finish to match existing. Landlord shall have the right, without limitationbut not the obligation, signing applicationsto require Tenant's removal of said improvements at the expiration or termination of the Lease, including restoration of the Demised Premises, to its original state of improvement, configuration, etc. Upon completion of any alterations individually costing $10,000 or more, as adjusted by changes in the Price Index, Lessee shall promptly provide Lessor with evidence of full payment to all laborers and materialmen contributing to the alterations. Additionally, upon completion of any such alterations, Lessee shall promptly provide Lessor with (a) an architect’s certificate certifying the alterations to have been completed in conformity with the plans and specifications (if the alterations are of such a nature as would require the issuance of such a certificate from the architect); (b) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); and (c) any other documents or information reasonably requested by Lessor. Lessee Tenant shall keep the Properties Demised Premises free from any liens arising out of any work performed onperformed, material furnished or materials furnished to, the Properties. Lessee shall execute and file obligation incurred by or record, as appropriate, a “Notice of Non-Responsibility,” for Tenant or any equivalent notice permitted person or entity claiming through or under applicable law in Tenant. In the states where event that Tenant shall not, within thirty (30) days following the Properties are located which provides that Lessor is imposition of any such lien, cause the same to be released by payment or posting of a bond, Landlord shall have the right, but not responsible for the obligation, to cause such lien to be released by such means as Landlord deems proper, including payment of any costs or the claim giving rise to such lien. All such sums paid and all expenses relating to the additions or alterations. Any addition to or alteration of the Properties incurred by Landlord in connection therewith shall be deemed a part due and payable to Landlord by Tenant as additional rent within fifteen (15) days of the Properties and belong to Lessor, and Lessee shall execute and deliver to Lessor such instruments as Lessor may require to evidence the ownership by Lessor of such addition or alterationTenant's receip▇ ▇▇ ▇andlord's invoice.

ALTERATIONS AND IMPROVEMENTS. During the Lease Term, Lessee Sublessee shall not alter make or suffer to be made any alterations to or on the exteriorSubleased Premises, structuralor any part thereof, plumbing or electrical elements of the Properties in any manner without the prior written consent of LessorMaster Lessor and Sublessor, which consent shall not may be unreasonably withheld, conditioned withheld in their sole and absolute discretion for any reason or delayedno reason. Sublessor and Master Lessor hereby consent to Sublessee using Southbay Construction and its union sub-contractors for purposes of making initial alterations to the Subleased Premises and using Corovan for moving and storage of certain personal property; provided, however, Lessee may undertake structural, exterior, plumbing and electrical alterations, which may include the construction and demolition of additional improvements any such initial alterations shall be subject to the Properties (if such demolition does not unreasonably impair the ability to operate the Permitted Facility on the applicable Property, does not effect any improvements located on the applicable Property as terms and provisions of the Effective Date and is this Section 15. Any approved alterations shall be completed by Sublessee at LesseeSublessee’s sole cost and expense): (a) with due diligence, individuallyin a good and workmanlike manner, costing less than $500,000, as adjusted by changes using new materials; (b) in the Price Index, without Lessor’s prior written consent. Lessee may undertake any non-structural alteration to the Properties, so long as Lessee provides Lessor compliance with fourteen (14) days prior written notice of such alterations, if greater than $10,000, as adjusted by changes in the Price Index. If Lessor’s consent is required hereunder and Lessor consents to the making of any such alterations, the same shall be made by Lessee at Lessee’s sole expense by a licensed contractor (which may be directly subcontracted with by Lessee) and according to plans and specifications approved by Lessor Sublessor and subject Master Lessor; (c) in compliance with the construction rules and regulations promulgated by Landlord from time to such other conditions as Lessor shall reasonably require. Any work at any time commenced by Lessee on time; (d) in accordance with all applicable laws (including all work, whether structural or non-structural, inside or outside the Properties shall be prosecuted diligently Subleased Premises, required to completion, shall be of good workmanship and materials and shall comply fully with all the terms of this Lease applicable laws and all Legal Requirements. Lessor shall reasonably cooperate with all improvements including, without limitation, signing applications. Upon completion of any alterations individually costing $10,000 or more, as adjusted necessitated by changes in the Price Index, Lessee shall promptly provide Lessor with evidence of full payment Sublessee’s work); and (e) subject to all laborers conditions that Sublessor and materialmen contributing to the alterationsMaster Lessor may impose. Additionally, upon completion of any such alterations, Lessee shall promptly provide Lessor with Such conditions may include requirements for Sublessee to: (a) an architectprovide payment or performance bonds or additional insurance (from Sublessee or Sublessee’s certificate certifying the alterations to have been completed in conformity with the plans and specifications (if the alterations are of such a nature as would require the issuance of such a certificate from the architectcontractors, subcontractors or design professionals); (b) a certificate use contractors or subcontractors designated by Sublessor; (c) remove all or part of occupancy (if the alterations are prior to or upon expiration or termination of such a nature the Term, as would require the issuance of a certificate of occupancy)designated by Sublessor or Master Lessor; and (cd) any other documents or information reasonably requested by Lessorhave all work performed outside of normal business hours for the Building. Lessee shall keep the Properties free from any liens arising out of If any work performed onoutside the Subleased Premises, or materials furnished toany work on or adjustment to any of the Building systems, is required in connection with or as a result of Sublessee’s work, such work shall be performed at Sublessee’s expense by contractors designated by Sublessor. Sublessor’s and Master Lessor’s right to review and approve (or withhold approval of) Sublessee’s plans, drawings, specifications, contractor(s) and other aspects of construction work proposed by Sublessee is intended solely to protect Sublessor and Master Lessor, the PropertiesBuilding and Sublessor’s and Master Lessor’s interests. Lessee shall execute and file No approval or record, as appropriate, a “Notice of Non-Responsibility,” consent by Sublessor or any equivalent notice permitted under applicable law in the states where the Properties are located which provides that Master Lessor is not responsible for the payment of any costs or expenses relating to the additions or alterations. Any addition to or alteration of the Properties shall be deemed or construed to be a representation or warranty by Sublessor or Master Lessor as to the adequacy, sufficiency, fitness or suitability thereof or compliance thereof with applicable laws or other requirements. All alterations shall upon installation become part of the Properties realty and belong to be the property of Sublessor or Master Lessor, subject to removal as provided herein. Before making any alterations, Sublessee shall submit to Sublessor and Lessee Master Lessor, for Sublessor’s or Master Lessor’s prior approval, reasonably detailed final plans and specifications prepared by a licensed architect or engineer; a copy of the construction contract, including the name of the contractor and all subcontractors proposed by Sublessee to make the alterations; and a copy of the contractor’s license. Sublessee shall execute reimburse Sublessor and Master Lessor upon demand for any expenses reasonably incurred by Sublessor and Master Lessor in connection with any alterations made by Sublessee, including reasonable fees charged by Sublessor’s and Master Lessor’s contractors or consultants to review plans and specifications prepared by Sublessee and to update the existing as-built plans and specifications of the Building to reflect the alterations. Sublessee shall obtain all applicable permits, authorizations and governmental approvals and deliver copies of the same to Sublessor and Master Lessor such instruments as Lessor before commencement of any alterations. Sublessee acknowledges that installation of telephone lines, cables and other electronic telecommunications services and equipment shall be subject to this provision. Sublessee further acknowledges that the installation of voice equipment or low-voltage cabling that may require result in Sublessee’s utilization of the Building’s telecommunications equipment rooms shall be subject to evidence this provision. Any approved alterations or improvements to the ownership by Lessor Subleased Premises and removal thereof shall be completed strictly in accordance with and subject to the terms and provisions of such addition or alterationthis Sublease and the Master Lease.

ALTERATIONS AND IMPROVEMENTS. During the Lease Term, Lessee shall not alter the exterior, structural, plumbing or electrical elements of the Properties in any manner without the consent of Lessor, which consent shall not be unreasonably withheld, conditioned or delayed; provided, however, Lessee may may, without Lessor's consent (i) undertake structural, exterior, plumbing and electrical alterations, which may include the construction and demolition of additional improvements nonstructural alterations to the Properties (if such demolition does not unreasonably impair the ability to operate the Permitted Facility on the applicable Property, does not effect any improvements located on the applicable a Property as of the Effective Date and is at Lessee’s sole cost and expense), individually, costing less than $500,000100,000, as adjusted by changes (ii) make alterations to the exterior, structural, plumbing or electrical elements of a Property in order to comply with Applicable Regulations, to remedy conditions Lessee deems unsafe, to replace worn out equipment or materials or to repair damages and (iii) make any alterations or repairs or take any other actions necessary or advisable in connection with any Environmental Compliance Activities or Remediation. For purposes of this Lease, alterations to the Price Indexexterior, without Lessor’s prior written consent. Lessee may undertake structural, plumbing or electrical elements of any non-of the Properties shall mean: (i) alterations which affect the foundation or "footprint" of the improvements at the Properties; (ii) alterations which involve the structural alteration to elements of the improvements at the Properties, so long such as Lessee provides Lessor with fourteen a load-bearing wall, structural beams, columns, supports or roof; or (14iii) days prior written notice alterations which materially affect any of such alterationsthe building systems, if greater than $10,000including, as adjusted by changes in without limitation, the Price Indexelectrical systems, plumbing, HVAC and fire and safety systems. If Lessor’s 's consent is required hereunder and Lessor consents to the making of any such alterations, the same shall be made by Lessee at Lessee’s 's sole expense by a licensed contractor (which may be directly subcontracted with by Lessee) and according to plans and specifications reasonably approved by Lessor and subject to such other conditions as Lessor shall reasonably require. Any work at any time commenced by Lessee on any of the Properties shall be prosecuted diligently to completion, shall be of good workmanship and materials and shall comply fully with all the terms of this Lease and all Legal Requirements. Lessor shall reasonably cooperate with all improvements including, without limitation, signing applicationsLease. Upon completion of any alterations individually costing $10,000 or more, as adjusted by changes in the Price Indexalterations, Lessee shall promptly provide Lessor with (i) evidence of full payment to all laborers and materialmen contributing to the alterations. Additionally, upon completion of any such alterations, Lessee shall promptly provide Lessor with (aii) an architect’s 's certificate certifying the alterations to have been completed in conformity with the plans and specifications specifications, (if the alterations are of such a nature as would require the issuance of such a certificate from the architect); (biii) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); , and (civ) any other documents or information reasonably requested by Lessor. Lessee shall keep the Properties free from any liens arising out of any work performed on, or materials furnished to, the Properties. Lessee shall execute and file or record, as appropriate, a “Notice of Non-Responsibility,” or any equivalent notice permitted under applicable law in the states where the Properties are located which provides that Lessor is not responsible for the payment of any costs or expenses relating to the additions or alterations. Any addition to or alteration of any of the Properties shall automatically be deemed a part of the Properties and belong to Lessor, and Lessee shall execute and deliver to Lessor such instruments as Lessor may require to evidence the ownership by Lessor of such addition or alteration. Lessee shall execute and file or record, as appropriate, a "Notice of Non-Responsibility," or any equivalent notice permitted under applicable law in the states where the applicable Properties are located.

ALTERATIONS AND IMPROVEMENTS. During the Lease Term, (a) Lessee shall not alter make or cause to be made any alterations, additions or improvements to the exteriorImproved Leased Premises without the prior written consent of Lessor. All alterations, structuraladditions or improvements approved by Lessor shall be made solely at Lessee's expense by a contractor approved by Lessor, plumbing shall be made in a good and workmanlike manner and shall be performed in compliance with all laws, ordinances and requirements of any and all Federal, State, Municipal and/or other authorities, the Board of Fire Underwriters and any mortgages to which the Improved Leased Premises is subject. Any alteration, addition or electrical elements improvement made by Lessee under this Section 6, and any fixtures installed as a part thereof, shall, at Lessor's option, become the property of Lessor upon the expiration or other termination of this Lease. Lessor shall have the right, however, to require Lessee to remove such fixtures at Lessee's cost upon such termination of this Lease, and Lessee shall promptly remove the same and repair any damage to the Improved Leased Premises caused by such removal. (b) All persons to whom these presents may come are put upon notice of the Properties fact that Lessee shall never, under any circumstances, have the power to subject the interest of Lessor or any mortgagee in the Improved Leased Premises to any mechanic's, materialman's or similar lien. (c) Any contract or agreement for labor, equipment, services, materials or supplies in connection with the rights set forth hereunder shall provide that no lien or claim shall thereby be created or arise, or be filed by anyone thereunder, upon or against the Improved Leased Premises and/or the interest of Lessor, or any mortgagee of Lessor, or the buildings or improvements thereon to be erected on the Improved Leased Premises or any of the equipment thereof. (d) In the event of a lien or claim of any kind, arising out of the exercise of the rights set forth hereunder by Lessee, its agents, employees, contractors, subcontractors, and materialmen, being filed against the interest of Lessor, any mortgagee of Lessor and/or against the Improved Leased Premises, Lessee covenants and agrees that at its expense it will within thirty (30) days after written notice from Lessor, cause the Improved Leased Premises and any such interest therein to be released from the legal effect of such lien or claim, either by payment or by posting of bond or by the payment into court of the amount necessary to relieve and release the Improved Leased Premises or the interest from such claim or in any manner without the consent of Lessor, which consent shall not be unreasonably withheld, conditioned or delayed; provided, however, Lessee may undertake structural, exterior, plumbing and electrical alterations, which may include the construction and demolition of additional improvements to the Properties (if such demolition does not unreasonably impair the ability to operate the Permitted Facility on the applicable Property, does not effect any improvements located on the applicable Property as of the Effective Date and is at Lessee’s sole cost and expense), individually, costing less than $500,000, as adjusted by changes in the Price Index, without Lessor’s prior written consent. Lessee may undertake any non-structural alteration to the Properties, so long as Lessee provides Lessor with fourteen (14) days prior written notice of such alterations, if greater than $10,000, as adjusted by changes in the Price Index. If Lessor’s consent is required hereunder and Lessor consents to the making of any such alterations, the same shall be made by Lessee at Lessee’s sole expense by a licensed contractor (which may be directly subcontracted with by Lessee) and according to plans and specifications approved by Lessor and subject to such other conditions as Lessor shall reasonably require. Any work at any time commenced by Lessee on the Properties shall be prosecuted diligently to completion, shall be of good workmanship and materials and shall comply fully with all the terms of this Lease and all Legal Requirements. Lessor shall reasonably cooperate with all improvements including, without limitation, signing applications. Upon completion of any alterations individually costing $10,000 or more, as adjusted by changes in the Price Index, Lessee shall promptly provide Lessor with evidence of full payment to all laborers and materialmen contributing to the alterations. Additionally, upon completion of any such alterations, Lessee shall promptly provide Lessor with (a) an architect’s certificate certifying the alterations to have been completed in conformity with the plans and specifications (if the alterations are of such a nature as would require the issuance of such a certificate from the architect); (b) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); and (c) any other documents or information reasonably requested by Lessor. Lessee shall keep the Properties free from any liens arising out of any work performed on, or materials furnished to, the Properties. Lessee shall execute and file or record, as appropriate, a “Notice of Non-Responsibility,” or any equivalent notice permitted under applicable law in the states where the Properties are located which provides that Lessor is not responsible for the payment of any costs or expenses relating to the additions or alterations. Any addition to or alteration of the Properties shall be deemed a part of the Properties and belong satisfactory to Lessor, and any mortgagee of Lessor. If Lessee shall execute desires to contest the validity of any lien or claim, Lessee may do so upon Lessor's prior written consent, provided Lessee sustains the cost of such contest, and deliver Lessee remains liable to pay or discharge any lien or claim deemed to be due or payable. Lessee hereby indemnifies and holds Lessor such instruments as Lessor may require to evidence the ownership harmless against any and all liability, loss or damage sustained by Lessor by reason of such addition contest, unless such contest arises from any negligent or alterationintentional act or omission of Lessor.

ALTERATIONS AND IMPROVEMENTS. During the Lease Term, Lessee (a) The Tenant shall not alter make or have made alterations, improvements, decorations, installations and substitutions (collectively called "Tenant's changes") in, of or to the exterior, structural, plumbing or electrical elements Demised Premises without the prior written reasonable consent of the Properties Landlord in any manner without each instance; provided, however, that, except as to structural alterations, improvements or additions and those prohibited by the Rules and Regulations attached hereto as Exhibit D, such consent shall not be unreasonably withheld or delayed. Unless otherwise specified in the consent referred to in this Section 13, any improvements or alterations in the Demised Premises made by the Tenant (including, without limitation, permanent partitions, wall paneling and lighting fixtures, but excepting the Tenant's Property (as defined in Section 14)) shall be and remain the property of Lessorthe Landlord and, except as provided in Section 21, shall remain upon and be surrendered with the Demised Premises at the termination of the term of this lease. If the Landlord consents to any such alterations, improvements or additions, it may impose such conditions with respect thereto as the Landlord reasonably deems appropriate, including, without limitation, requiring the Tenant to furnish the Landlord with security for the payment of all costs to be incurred in connection with such work, insurance against liabilities which may arise out of such work and plans, specifications and permits necessary for such work. The work necessary to make any alterations, improvements or additions to the Demised Premises shall be done at the Tenant's expense by employees of or contractors hired by the Landlord, except to the extent the Landlord gives its prior written consent to the Tenant's hiring employees or contractors, which consent shall not be unreasonably withheld, conditioned withheld or delayed; provided, however, Lessee may undertake structural, exterior, plumbing and electrical alterations, which may include the construction and demolition of additional improvements . The Tenant shall promptly pay to the Properties (if such demolition does not unreasonably impair Landlord or the ability to operate the Permitted Facility on the applicable Property, does not effect any improvements located on the applicable Property as of the Effective Date and is at Lessee’s sole cost and expense), individually, costing less than $500,000Tenant's contractors, as adjusted by changes in the Price Indexcase may be, without Lessor’s prior written consent. Lessee may undertake any non-structural alteration when due, the cost of all such work and of all repairs to the Properties, so long as Lessee provides Lessor with fourteen (14) days prior written notice of such alterations, if greater than $10,000, as adjusted Building required by changes in the Price Index. If Lessor’s consent is required hereunder and Lessor consents to the making of any such alterations, the same shall be made by Lessee at Lessee’s sole expense by a licensed contractor (which may be directly subcontracted with by Lessee) and according to plans and specifications approved by Lessor and subject to such other conditions as Lessor shall reasonably require. Any work at any time commenced by Lessee on the Properties shall be prosecuted diligently to completion, shall be of good workmanship and materials and shall comply fully with all the terms of this Lease and all Legal Requirements. Lessor shall reasonably cooperate with all improvements including, without limitation, signing applicationsreason thereof. Upon completion of any alterations individually costing $10,000 or moresuch work the Tenant shall deliver to the Landlord, as adjusted by changes in the Price Indexif payment is made directly to contractors, Lessee shall promptly provide Lessor with evidence of payment, contractors' affidavits and full payment and final waivers of all liens for labor, services or materials. (b) The Tenant, at its expense, shall obtain all necessary governmental permits and certificates for the commencement and prosecution of the Tenant's changes and for final approval thereof upon completion, and shall cause the Tenant's changes to be performed in compliance therewith and with all laborers applicable laws and materialmen contributing requirements of public authorities, and in a good and workmanlike manner. (c) The Tenant's changes shall not constitute the basis for a claim against the Landlord, nor a lien or charge upon or against the Land or the Building, and if at any time any such claim, lien or charge shall be filed against the Land or the Building, the Tenant shall cause such claim, lien or charge to be properly released of record within fifteen (15) days after the alterationsfiling thereof, and if the Tenant shall fail to do so, then the Landlord may discharge the same. AdditionallyThe Tenant shall defend, upon completion indemnify and save harmless the Landlord from and against any and all such claims, liens and charges, and all costs and expenses, including reasonable attorney's fees, incurred by the Landlord in procuring the discharge of any such alterationsclaim, Lessee lien or charge or in connection with any action or proceeding brought thereon. (d) The Tenant shall promptly provide Lessor with (a) an architect’s certificate certifying pay for all materials constituting Tenant's Changes, and the alterations to have been completed in conformity with the plans and specifications (if the alterations are Tenant agrees that none of such a nature as would require materials shall be at any time subject to or encumbered by any lien, security interest, encumbrance, charge, installment sales contract or the issuance interest of such a certificate from the architect); (b) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); and (c) any other documents person, firm or information reasonably requested by Lessor. Lessee shall keep the Properties free from any liens arising out of any work performed on, corporation whether created voluntarily or materials furnished to, the Properties. Lessee shall execute and file or record, as appropriate, a “Notice of Non-Responsibility,” or any equivalent notice permitted under applicable law in the states where the Properties are located which provides that Lessor is not responsible for the payment of any costs or expenses relating to the additions or alterations. Any addition to or alteration of the Properties shall be deemed a part of the Properties and belong to Lessor, and Lessee shall execute and deliver to Lessor such instruments as Lessor may require to evidence the ownership by Lessor of such addition or alterationinvoluntarily.

ALTERATIONS AND IMPROVEMENTS. During 10.1 Lessor shall improve the Lease TermPremises in accordance with working drawings to be approved by Lessee and Lessor prior to commencement of construction. The Premises will be prepared generally in accordance with the plans shown on EXHIBIT "C", attached hereto and by this reference made a part hereof. Notwithstanding the above Lessor shall provide Lessee a tenant improvement allowance equal to $9.00 per square foot or $123,723. These monies are to be used toward the improvement of the Premises subject to Lessor's reasonable approval and the above allowance shall also be applied toward the costs associated with architectural design, engineering, and construction supervision (5%) to complete the tenant improvement work. Any cost to improve the Premises in excess of the allowance provided for herein will be at the expense of Lessee. 10.2 Lessee shall not alter make any alterations, additions, or improvements in or to the exteriorPremises, structuralnor install or attach fixtures in or to the Premises, plumbing or electrical elements of the Properties in any manner without the prior written consent of Lessor, which consent Lessor shall not unreasonably withhold, delay or condition. If Lessor does not respond in writing to Lessee's request for consent within ten (10) business days of receipt of Lessee's request therefor, Lessee shall be deemed to have given consent. All alterations, additions, or improvements made, installed in, or attached to the Premises by Lessee, upon the consent specified above, shall be made at Lessee's expense in a good and workmanlike manner, strictly in accordance with the plans and specifications approved by Lessor, all applicable laws, ordinances, regulations, and other requirements of any appropriate governmental authority, and any applicable covenants or other restrictions. Prior to the commencement of any such work, Lessee shall deliver to Lessor certificates issued by insurance companies licensed and registered to operate in the State of Georgia evidencing that workers' compensation insurance and public liability insurance, all in amounts satisfactory to Lessor, are in force and effect and maintained by all contractors and subcontractors engaged by Lessee to perform the work. 10.3 Lessee shall keep the Premises free from all liens, preliminary notices of liens, right to liens, or claims of liens of contractors, subcontractors, mechanics, or material men for work done or materials furnished to the Property at the request of Lessee. Whenever and so often as any such lien shall attach or claims or notices thereof shall be filed against the Property or any part thereof as a result of work done or materials furnished to the Property at the request of Lessee, Lessee shall, within ten (10) days after Lessee has notice of the claim or notice of lien, cause it to be discharged of record, which discharge may be accomplished by deposit or bonding proceedings. If Lessee shall fail to cause the lien, or such claim or notice thereof, to be discharged within the ten-day period, then, in addition to any other right or remedy, Lessor may, but shall not be unreasonably withheldobligated to, conditioned discharge it either by paying the amount claimed to be due or delayedby procuring the discharge of the lien, or claim or notice thereof, by deposit or bonding proceedings. Any amount so paid by Lessor and all costs and expenses, including, without limitation, attorneys' fees, incurred by Lessor in connection therewith, shall constitute additional rent payable by Lessee under this Lease and shall be paid by Lessee in full on demand of Lessor together with interest thereon at the rate set forth in paragraph 2.2 hereof from the date it was paid by Lessor. Lessee shall not have the authority to subject the interest or estate of Lessor to any liens, rights to liens, or claims of liens for services, materials, supplies, or equipment furnished to Lessee, and all persons contracting with Lessee are hereby charged with notice that they must look to Lessee and to Lessee's interest only to secure payment. 10.4 All alterations, additions, or improvements, including, but not limited to, fixtures, partitions, counters, and window and floor coverings, which may be made or installed by either of the parties hereto upon the Premises, irrespective of the manner of annexation, and irrespective of which party may have paid the cost thereof, excepting only movable office furniture and shop equipment put in at the expenses of Lessee, shall be the property of Lessor, and shall remain upon and be surrendered with the Premises as a part thereof at the expiration or other termination of this Lease, without disturbance, molestation, or injury. Notwithstanding the foregoing, however, Lessor may elect that any or all installations made or installed by or on behalf of Lessee be removed at the end of the Lease Term, and, if Lessor so elects, it shall be Lessee's obligation to restore the Premises to the condition they were prior to the alterations, additions, or improvements on or before the expiration or other termination of this Lease; provided, however, that Lessor shall make such election to require Lessee may undertake structuralto remove installations at the time Lessor gives its consent to allow Lessee to install same. Such removal and restoration shall be at the sole expense of Lessee. Further, exteriornotwithstanding anything contained herein to the contrary except as otherwise provided in paragraph 9.3.1 hereof, plumbing and electrical Lessor shall be under no obligation to insure the alterations, which may include additions, or improvements or anything in the construction nature of a leasehold improvement made or installed by or on behalf of Lessee, the Lessee Parties, or any other person, and demolition such improvements shall be on the Premises at the risk of additional Lessee only. 10.5 In the event Lessor makes any capital investment, major structural repairs or improvements in or to the Properties (if such demolition does not unreasonably impair the ability Premises or Building which are required due to operate the Permitted Facility on the applicable Property, does not effect any improvements located on the applicable Property as willful act or omission of Lessee or any of the Effective Date Lessee Parties, any and is at Lessee’s sole all cost and expense)expenses incurred by Lessor in making the capital investment, individuallymajor structural repairs, costing less than $500,000, as adjusted by changes in the Price Index, without Lessor’s prior written consent. Lessee may undertake any non-structural alteration to the Properties, so long as Lessee provides Lessor with fourteen (14) days prior written notice of such alterations, if greater than $10,000, as adjusted by changes in the Price Index. If Lessor’s consent is required hereunder and Lessor consents to the making of any such alterations, the same or improvements shall be made constitute additional rent payable by Lessee at Lessee’s sole expense by a licensed contractor (which may be directly subcontracted with by Lessee) and according to plans and specifications approved by Lessor and subject to such other conditions as Lessor shall reasonably require. Any work at any time commenced by Lessee on the Properties shall be prosecuted diligently to completion, shall be of good workmanship and materials and shall comply fully with all the terms of under this Lease and all Legal Requirements. Lessor shall reasonably cooperate be paid by Lessee in full on demand of Lessor, together with all improvements including, without limitation, signing applications. Upon completion of any alterations individually costing $10,000 or more, as adjusted by changes in the Price Index, Lessee shall promptly provide Lessor with evidence of full payment to all laborers and materialmen contributing to the alterations. Additionally, upon completion of any such alterations, Lessee shall promptly provide Lessor with (a) an architect’s certificate certifying the alterations to have been completed in conformity with the plans and specifications (if the alterations are of such a nature as would require the issuance of such a certificate interest thereon from the architect); (b) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); and (c) any other documents or information reasonably requested by Lessor. Lessee shall keep the Properties free from any liens arising out of any work performed on, or materials furnished to, the Properties. Lessee shall execute and file or record, as appropriate, a “Notice of Non-Responsibility,” or any equivalent notice permitted under applicable law in the states where the Properties are located which provides that Lessor is not responsible for the payment of any costs or expenses relating to the additions or alterations. Any addition to or alteration date of the Properties shall be deemed a part of demand at the Properties and belong to Lessor, and Lessee shall execute and deliver to Lessor such instruments as Lessor may require to evidence the ownership by Lessor of such addition or alterationrate set forth in paragraph 2.2 hereof.

ALTERATIONS AND IMPROVEMENTS. During the Lease TermTenant shall be responsible, Lessee shall not alter the exteriorat its sole cost and expense, structuralfor all decorating, plumbing or electrical elements fixturizing, furnishing and equipping of the Properties in any manner without the consent of LessorPremises subject to Landlord's prior written approval, which consent approval shall not be unreasonably withheld, conditioned withheld or delayed; provided, however, Lessee may undertake structural, exterior, plumbing and electrical . Tenant shall not make any alterations, which may include the construction and demolition of additional improvements or changes ("Improvements") in or to the Properties (if such demolition does Premises without the prior written approval of Landlord, which approval shall not be unreasonably impair withheld or delayed. Any Improvements shall be at the ability to operate the Permitted Facility on the applicable Propertysole cost and expense of Tenant. Landlord may require Tenant, does not effect any improvements located on the applicable Property as of the Effective Date and is at Lessee’s Tenant's sole cost and expense), individuallyto furnish a bond, costing less than $500,000or other security satisfactory to Landlord, as adjusted to assure diligent and faithful performance of any work to be performed by changes Tenant. Any Improvements shall be made promptly, in good and workmanlike manner by duly licensed union contractors and in compliance with all insurance requirements and with all applicable permits, authorizations, building regulations, zoning laws and all other governmental rules, regulations, ordinances, statutes and laws, now or hereafter in effect, pertaining to the Premises or Tenant's use thereof. Tenant shall remove all Improvements, at Tenant's sole cost and expense, upon termination of this Lease and to surrender the Premises in the Price Index, without Lessor’s same condition as they were in prior written consent. Lessee may undertake any non-structural alteration to the Properties, so long as Lessee provides Lessor with fourteen (14) days prior written notice of such alterations, if greater than $10,000, as adjusted by changes in the Price Index. If Lessor’s consent is required hereunder and Lessor consents to the making of any or all such alterationsImprovements, ordinary wear and tear excepted. Notwithstanding the same above, Tenant shall be made have the right to remove any trade fixtures installed by Lessee at Lessee’s sole expense by a licensed contractor (which may be directly subcontracted with by Lessee) and according to plans and specifications approved by Lessor and subject to such other conditions as Lessor shall reasonably requireTenant upon the Premises. Any work at any time commenced by Lessee on the Properties shall be prosecuted diligently to completion, shall be of good workmanship and materials and shall comply fully with all the terms of this Lease and all Legal Requirements. Lessor shall reasonably cooperate with all improvements including, without limitation, signing applications. Upon completion of any alterations individually costing $10,000 or more, as adjusted by changes in the Price Index, Lessee shall promptly provide Lessor with evidence of full payment to all laborers and materialmen contributing to the alterations. Additionally, upon completion of any such alterations, Lessee shall promptly provide Lessor with (a) an architect’s certificate certifying the alterations to have been completed in conformity with the plans and specifications (if the alterations are of such a nature as would require the issuance of such a certificate from the architect); (b) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); and (c) any other documents or information reasonably requested by Lessor. Lessee shall keep the Properties free from any liens arising out of any work performed on, or materials furnished to, the Properties. Lessee shall execute and file or record, as appropriate, a “Notice of Non-Responsibility,” or any equivalent notice permitted under applicable law in the states where the Properties are located which provides that Lessor is not responsible for the payment of any costs or expenses relating to the additions or alterations. Any addition to or alteration of the Properties shall be deemed a part of the Properties and belong to Lessor, and Lessee shall execute and deliver to Lessor such instruments as Lessor may require to evidence the ownership by Lessor of such addition or alteration.SECTION 8

ALTERATIONS AND IMPROVEMENTS. During the Lease Term, Lessee Debtor shall not alter the exterior, structural, plumbing or electrical elements of the Properties Mortgaged Property in any manner without the consent of LessorMortgagee, which consent shall not be unreasonably withheld, conditioned withheld or delayedconditioned; provided, however, Lessee Debtor may undertake structural, exterior, plumbing and electrical alterations, which may include the construction and demolition of additional improvements nonstructural alterations to the Properties (if such demolition does not unreasonably impair the ability to operate the Permitted Facility on the applicable Property, does not effect any improvements located on the applicable Mortgaged Property as of the Effective Date and is at Lessee’s sole cost and expense), individually, costing less than $500,000, as adjusted by changes in the Price Index, 50,000 without Lessor’s prior written Mortgagee's consent. Lessee may undertake any non-structural alteration to the Properties, so long as Lessee provides Lessor with fourteen (14) days prior written notice of such alterations, if greater than $10,000, as adjusted by changes in the Price Index. If Lessor’s consent is required hereunder and Lessor Mortgagee consents to the making of any such alterations, the same shall be made by Lessee Debtor at Lessee’s Debtor's sole expense by a licensed contractor (which may be directly subcontracted with by Lessee) and according to plans and specifications approved by Lessor Mortgagee and subject to such other conditions as Lessor Mortgagee shall reasonably require. Any work at any time commenced by Lessee Debtor on the Properties Mortgaged Property shall be prosecuted diligently to completion, shall be of good workmanship and materials and shall comply fully with all the terms of this Lease and all Legal Requirements. Lessor shall reasonably cooperate with all improvements including, without limitation, signing applicationsMortgage. Upon completion of any alterations individually costing $10,000 or moreany Restoration, as adjusted by changes in the Price Index, Lessee Debtor shall promptly provide Lessor Mortgagee with (i) evidence of full payment to all laborers and materialmen contributing to the alterations. Additionally, upon completion of any such alterations, Lessee (ii) a certificate from Debtor stating that all alterations shall promptly provide Lessor with (a) an architect’s certificate certifying the alterations to have been completed in conformity with the plans and specifications specifications, (if the alterations are of such a nature as would require the issuance of such a certificate from the architect); (biii) a certificate of occupancy (occupancy, if the alterations are of such a nature as would require the issuance of a certificate of occupancy); required, and (civ) any other documents or information reasonably requested by LessorMortgagee. Lessee shall keep the Properties free from any liens arising out of any work performed on, or materials furnished to, the Properties. Lessee shall execute and file or record, as appropriate, a “Notice of Non-Responsibility,” or any equivalent notice permitted under applicable law Notwithstanding anything in the states where the Properties are located which provides that Lessor is not responsible for the payment of any costs or expenses relating foregoing paragraph to the additions or alterations. Any addition contrary, Debtor may make such alterations and improvements to or alteration the Mortgaged Property as are contemplated by Section 2(B) of the Properties shall be deemed a part of the Properties and belong to Lessor, and Lessee shall execute and deliver to Lessor such instruments as Lessor may require to evidence the ownership by Lessor of such addition or alterationLoan Agreement without Mortgagee's consent.

ALTERATIONS AND IMPROVEMENTS. During the Lease Term, Lessee shall not alter the exterior, structural, plumbing or electrical elements of the Properties in any manner without the consent of Lessor, which consent shall not be unreasonably withheld, conditioned delayed or delayedconditioned; provided, however, Lessee may undertake structural, exterior, plumbing and electrical alterations, which may include the construction and demolition of additional improvements nonstructural alterations to the Properties (if such demolition does not unreasonably impair the ability to operate the Permitted Facility on the applicable Property, does not effect any improvements located on the applicable Property as of the Effective Date and is at Lessee’s sole cost and expense)Properties, individually, costing $250,000 or less than $500,000, as adjusted by changes in the Price Index, without Lessor’s prior written consent. Lessee may undertake any non-structural alteration to the Properties, so long as Lessee provides Lessor with fourteen (14) days prior written notice of such alterations, if greater than $10,000, as adjusted by changes in the Price Index. If Lessor’s consent is required hereunder and Lessor consents to the making of any such alterations, the same shall be made by Lessee at Lessee’s sole expense by a licensed contractor (which may be directly subcontracted with by Lessee) and according to plans and specifications approved by Lessor and subject to such other conditions as Lessor shall reasonably require. Any work at any time commenced by Lessee on the Properties shall be prosecuted diligently to completion, shall be of good workmanship and materials and shall comply fully with all the terms of this Lease and all Legal Requirements. Lessor shall reasonably cooperate with all improvements including, without limitation, signing applications. Upon completion of any alterations individually costing more than $10,000 or more, as adjusted by changes in the Price Index250,000, Lessee shall promptly provide Lessor with evidence of full payment to all laborers and materialmen contributing to the alterations. Additionally, upon completion of any such alterations, Lessee shall promptly provide Lessor with (a) an architect’s certificate certifying the alterations to have been completed in conformity with the plans and specifications (if the alterations are of such a nature as would require the issuance of such a certificate from the architect); (b) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); and (c) any other related documents or information reasonably requested by Lessor. Lessee shall keep the Properties free from any liens arising out of any work performed on, or materials furnished to, the Properties. Lessee shall execute and file or record, as appropriate, a “Notice of Non-Non Responsibility,” or any equivalent notice permitted under applicable law Law in the states where the Properties are located which provides that Lessor is not responsible for the payment of any costs or expenses relating to the additions or alterations. Any addition to or alteration of the Properties shall be deemed a part of the Properties and belong to Lessor, and Lessee shall execute and deliver to Lessor such instruments as Lessor may require to evidence the ownership by Lessor of such addition or alteration. Lessor and Lessee acknowledge and agree that their relationship is and shall be solely that of “Lessor-Lessee” (thereby excluding a relationship of “owner-contractor,” “owner-agent” or other similar relationships). Accordingly, all materialmen, contractors, artisans, mechanics, laborers and any other persons now or hereafter contracting with Lessee, any contractor or subcontractor of Lessee or any other Lessee party for the furnishing of any labor, services, materials, supplies or equipment with respect to any portion of the Properties at any time from the date hereof until the end of the Lease Term, are hereby charged with notice that they look exclusively to Lessee to obtain payment for same.

ALTERATIONS AND IMPROVEMENTS. During the Lease Term, (a) The Lessee shall not alter have the exteriorprivilege from time to time of making Additional Improvements to the Facility Realty as it may determine in its discretion to be desirable for its uses and purposes, structural, plumbing or electrical elements provided that: (i) as a result of the Properties Additional Improvements, the fair market value of the Facility is not reduced below its value immediately before the Additional Improvements are made and the usefulness, structural integrity or operating efficiency of the Facility is not materially impaired, (ii) the Additional Improvements are effected with due diligence, in a good and workmanlike manner and in compliance with all applicable Legal Requirements, (iii) the Additional Improvements are promptly and fully paid for by the Lessee in accordance with the terms of the applicable contract(s) therefor, and (iv) the Additional Improvements do not change the nature of the Facility so that it would not constitute the Approved Facility and a qualified “project” within the meaning of the Act. (b) All Additional Improvements shall constitute a part of the Facility, subject to the Company Lease, this Agreement and the Sublease Agreement. (c) If at any manner time after the Operations Commencement Date, the Lessee shall make any Additional Improvements, the Lessee shall (i) notify an Authorized Representative of the Agency of such Additional Improvements by delivering written notice thereof within thirty (30) days after the completion of the Additional Improvements, and (ii) take the actions required by Section 5.1(f)(i)(3). (d) In addition to the Facility Personalty, the Lessee shall have the right to install or permit to be installed at the Facility Realty, machinery, equipment and other personal property at the Lessee’s own cost and expense (the “Lessee’s Property”). Once so installed, the Lessee’s Property shall not constitute Facility Personalty and shall not be subject to the Company Lease, this Agreement or the Sublease Agreement, nor constitute part of the Facility, provided that the same is not made fixtures appurtenant to the Facility Realty. The Lessee shall have the right to create or permit to be created any mortgage, encumbrance, lien or charge on, or conditional sale or other title retention agreement with respect to, the Lessee’s Property, without the consent of Lessor, which consent shall not be unreasonably withheld, conditioned or delayed; provided, however, Lessee may undertake structural, exterior, plumbing and electrical alterations, which may include the construction and demolition of additional improvements notice to the Properties (if such demolition does not unreasonably impair the ability to operate the Permitted Facility on the applicable Property, does not effect any improvements located on the applicable Property as of the Effective Date and is at Lessee’s sole cost and expense), individually, costing less than $500,000, as adjusted by changes in the Price Index, without Lessor’s prior written consent. Lessee may undertake any non-structural alteration to the Properties, so long as Lessee provides Lessor with fourteen (14) days prior written notice of such alterations, if greater than $10,000, as adjusted by changes in the Price Index. If Lessor’s consent is required hereunder and Lessor consents to the making of any such alterations, the same shall be made by Lessee at Lessee’s sole expense by a licensed contractor (which may be directly subcontracted with by Lessee) and according to plans and specifications approved by Lessor and subject to such other conditions as Lessor shall reasonably require. Any work at any time commenced by Lessee on the Properties shall be prosecuted diligently to completion, shall be of good workmanship and materials and shall comply fully with all the terms of this Lease and all Legal Requirements. Lessor shall reasonably cooperate with all improvements including, without limitation, signing applications. Upon completion of any alterations individually costing $10,000 or more, as adjusted by changes in the Price Index, Lessee shall promptly provide Lessor with evidence of full payment to all laborers and materialmen contributing to the alterations. Additionally, upon completion of any such alterations, Lessee shall promptly provide Lessor with (a) an architect’s certificate certifying the alterations to have been completed in conformity with the plans and specifications (if the alterations are of such a nature as would require the issuance of such a certificate from the architect); (b) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); and (c) any other documents or information reasonably requested by Lessor. Lessee shall keep the Properties free from any liens arising out of any work performed on, or materials furnished to, the Properties. Lessee shall execute and file or record, as appropriate, a “Notice of Non-Responsibility,” or any equivalent notice permitted under applicable law in the states where the Properties are located which provides that Lessor is not responsible for the payment of any costs or expenses relating to the additions or alterations. Any addition to or alteration of the Properties shall be deemed a part of the Properties and belong to Lessor, and Lessee shall execute and deliver to Lessor such instruments as Lessor may require to evidence the ownership by Lessor of such addition or alterationAgency.

ALTERATIONS AND IMPROVEMENTS. During Sublandlord shall have no obligation to make any alterations or improvements to the Lease TermPremises for Subtenants use or occupancy thereof. Subtenant shall have the same rights to make alterations as granted to Sublandlord under the Master Lease, Lessee shall not alter the exterior, structural, plumbing or electrical elements of the Properties in any manner without the consent of Lessor, subject to Sublandlord's approval which consent shall not be unreasonably withheld, conditioned or delayed; provided, however, Lessee may undertake structural, exterior, plumbing . Any alterations and electrical alterations, which may include the construction and demolition of additional improvements additions to the Properties (if such demolition does not unreasonably impair the ability to operate the Permitted Facility on the applicable Property, does not effect any improvements located on the applicable Property as of the Effective Date Premises made by Subtenant shall be at Subtenant's expense and is at Lessee’s sole cost and expense), individually, costing less than $500,000, as adjusted by changes in the Price Index, without Lessor’s prior written consent. Lessee may undertake any non-structural alteration to the Properties, so long as Lessee provides Lessor with fourteen (14) days prior written notice of such alterations, if greater than $10,000, as adjusted by changes in the Price Index. If Lessor’s consent is required hereunder and Lessor consents to the making of any such alterations, the same shall be made in accordance with the Master Lease, and shall be subject to prior written approval of Sublandlord and Master Landlord to the extent required under the Master Lease. Sublandlord shall not unreasonably withhold its consent to any alterations. Subtenant shall bear any costs charged by Lessee at Lessee’s sole expense Master Landlord in reviewing Subtenant's alterations or plans/specifications for same. At Sublandlord's option, all alterations, additions and improvements (except for movable trade fixtures) shall be and remain the property of Sublandlord upon installation and shall be surrendered to Sublandlord upon the termination of this Sublease, or shall be removed by Subtenant and the Premises restored to their condition on the Commencement Date pursuant to the Master Lease. If Master Landlord requires such removal and restoration and Subtenant fails to comply, Sublandlord may do so and the reasonable cost thereof shall be additional rent payable by Subtenant on demand. Subtenant desires to build out within the Premises, a licensed contractor (which may be directly subcontracted with by Lessee) and according to "computer lab." Should the plans and specifications approved by Lessor and subject for such computer lab be acceptable to such other conditions as Lessor shall reasonably require. Any work at any time commenced by Lessee on the Properties shall be prosecuted diligently to completionSublandlord, shall be of good workmanship and materials and shall comply fully consistent with all the terms of this Lease section, then Sublandlord will use reasonable efforts to assist Subtenant in obtaining the approval of the Master Landlord, and all Legal Requirements. Lessor shall reasonably cooperate with all improvements including, without limitation, signing applications. Upon completion of to obtain any alterations individually costing $10,000 necessary plans for the Premises or more, as adjusted by changes in the Price Index, Lessee shall promptly provide Lessor with evidence of full payment to all laborers and materialmen contributing to the alterations. Additionally, upon completion of any such alterations, Lessee shall promptly provide Lessor with (a) an architect’s certificate certifying the alterations to have been completed in conformity with the plans and specifications (if the alterations are of such a nature as would require the issuance of such a certificate from the architect); (b) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); and (c) any other documents or information reasonably requested by Lessor. Lessee shall keep the Properties free from any liens arising out of any work performed on, or materials furnished to, the Properties. Lessee shall execute and file or record, as appropriate, a “Notice of Non-Responsibility,” or any equivalent notice permitted under applicable law in the states building where the Properties Premises are located which provides that Lessor is not responsible for the payment of any costs or expenses relating to the additions or alterations. Any addition to or alteration of the Properties shall be deemed a part of the Properties and belong to Lessor, and Lessee shall execute and deliver to Lessor such instruments as Lessor may require to evidence the ownership by Lessor of such addition or alterationlocated.

ALTERATIONS AND IMPROVEMENTS. During 10.1 Lessor shall improve the Premises in accordance with working drawings to be approved by Lessee and Lessor prior to commencement of construction. Lessor shall have such work performed promptly, diligently and in a good and workmanlike manner. Lessor shall provide Lessee with an allowance (the "Allowance") of EIGHT HUNDRED TWENTY THREE THOUSAND ONE HUNDRED SIXTY AND NO/100 DOLLARS ($823,160.00) ($20.00 per rentable square foot) for the design, supervision and construction of the improvements to the Premises in accordance with such drawings, including, without limitation, all costs of design, all costs of materials and labor to install such improvements, (Lessor will not charge an overhead and supervisory fee for initial design and construction), and Lessor will pay all such costs as and when incurred by Lessor on a timely basis to the extent of the Allowance. Lessor shall provide at Lessor's expense, the base Building improvements which include the slab, four exterior walls, roof, main sprinkler lines, standard window blinds, dock high loading doors, and exterior improvements, and does not include alteration of loading dock doors, striping parking on the truck court, mechanical systems, electrical distribution or plumbing (excepting main domestic water and sewer lines). If such costs should exceed the Allowance, then Lessee shall pay for all such costs in excess of the Allowance on the Commencement Date. Prior to the Lease TermCommencement Date, Lessor and Lessee will inspect the Premises to determine any deficiencies in construction of the improvements ( the "Punch List") and Lessor will work diligently to correct; or start to correct, Punch List items within thirty (30) days following their disclosure. Lessor shall withhold ten percent (10%) of the Allowance from the general contractor until such time as the Punch List items have been completed. 10.1.1 The Lessor and Lessee agree to work diligently to complete architectural, mechanical, electrical, plumbing, and finish schedule construction drawings by; April 1, 1997 and, to price, permit, and issue a release for construction by April 21, 1997. The Lessor will make a reasonable effort to provide early access to the Premises for the purpose of installing telecommunications and computer network cabling, and to begin installation of modular furniture. In the event the Lessor has not received a complete set of construction drawings which have been approved and released for construction by Lessee and permitted by April 21, 1997, then the extent of the delay from said date shall correspondingly delay those dates included in Section 10.1.1 and Section 22 hereof. Any such delays other than those prescribed in Section 22 shall not extend or delay the payment of Base Rent as prescribed in Section 2.1. 10.1.2 Any contractor/supplier warranties applying to work or materials performed by Lessor on behalf of Lessee shall be assigned to Lessee. 10.1.3 Lessor and Lessee will cooperatively work together with the contractor to timely satisfy any punch list items which have not been completed prior to the Commencement Date. 10.2 Lessee shall not alter make any alterations, additions, or improvements in or to the exteriorPremises, structuralnor install or attach fixtures in or to the Premises, plumbing or electrical elements of the Properties in any manner without the prior written consent of Lessor, which consent Lessor shall not be unreasonably withheldwithhold, conditioned delay or delayed; provided, however, Lessee may undertake structural, exterior, plumbing and electrical condition. All alterations, which may include the construction and demolition of additional additions, or improvements made, installed in, or attached to the Properties (if such demolition does not unreasonably impair Premises by Lessee, upon the ability to operate the Permitted Facility on the applicable Propertyconsent specified above, does not effect any improvements located on the applicable Property as of the Effective Date and is at Lessee’s sole cost and expense), individually, costing less than $500,000, as adjusted by changes in the Price Index, without Lessor’s prior written consent. Lessee may undertake any non-structural alteration to the Properties, so long as Lessee provides Lessor with fourteen (14) days prior written notice of such alterations, if greater than $10,000, as adjusted by changes in the Price Index. If Lessor’s consent is required hereunder and Lessor consents to the making of any such alterations, the same shall be made by Lessee at Lessee’s sole 's expense by in a licensed contractor (which may be directly subcontracted good and workmanlike manner, strictly in accordance with by Lessee) and according to the plans and specifications approved by Lessor, all applicable laws, ordinances, regulations, and other requirements of any appropriate governmental authority, and any applicable covenants or other restrictions. Prior to the commencement of any such work, Lessee shall deliver to Lessor certificates issued by insurance companies licensed and registered to operate in the State of Georgia evidencing that workers' compensation insurance and public liability insurance, all in amounts satisfactory to Lessor, are in force and effect and maintained by all contractors and subcontractors engaged by Lessee to perform the work. 10.3 Lessee shall keep the Premises free from all liens, preliminary notices of liens, right to liens, or claims of liens of contractors, subcontractors, mechanics, or materialmen for work done or materials furnished to the Property at the request of Lessee. Whenever and so often as any such lien shall attach or claims or notices thereof shall be filed against the Property or any part thereof as a result of work done or materials furnished to the Property at the request of Lessee, Lessee shall, within ten (10) days after Lessee has notice of the claim or notice of lien, cause it to be discharged of record, which discharge may be accomplished by deposit or bonding proceedings. If Lessee shall fail to cause the lien, or such claim or notice thereof, to be discharged within the ten-day period, then, in addition to any other right or remedy, Lessor may, but shall not be obligated to, discharge it either by paying the amount claimed to be due or by procuring the discharge of the lien, or claim or notice thereof, by deposit or bonding proceedings. Any amount so paid by Lessor and subject to such other conditions as Lessor shall reasonably require. Any work at any time commenced by Lessee on the Properties shall be prosecuted diligently to completionall costs and expenses, shall be of good workmanship and materials and shall comply fully with all the terms of this Lease and all Legal Requirements. Lessor shall reasonably cooperate with all improvements including, without limitation, signing applications. Upon completion attorneys' fees, incurred by Lessor in connection therewith shall constitute additional rent payable by Lessee under this Lease and shall be paid by Lessee in full on demand of any alterations individually costing $10,000 or more, as adjusted by changes Lessor together with interest thereon at the rate set forth in the Price Index, Lessee shall promptly provide Lessor with evidence of full payment to all laborers and materialmen contributing to the alterations. Additionally, upon completion of any such alterations, Lessee shall promptly provide Lessor with (a) an architect’s certificate certifying the alterations to have been completed in conformity with the plans and specifications (if the alterations are of such a nature as would require the issuance of such a certificate paragraph 2.2 hereof from the architect); (b) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); and (c) any other documents or information reasonably requested date it was paid by Lessor. Lessee shall keep not have the Properties free from authority to subject the interest or estate of Lessor to any liens arising out of any work performed onliens, rights to liens, or materials claims of liens for services, materials, supplies, or equipment furnished to Lessee, and all persons contracting with Lessee are hereby charged with notice that they must look to Lessee and to Lessee's interest only to secure payment. 10.4 All alterations, additions, or improvements, including, but not limited to, the Properties. Lessee shall execute fixtures, partitions, counters, and file window and floor coverings, which may be made or record, as appropriate, a “Notice of Non-Responsibility,” or any equivalent notice permitted under applicable law in the states where the Properties are located which provides that Lessor is not responsible for the payment of any costs or expenses relating to the additions or alterations. Any addition to or alteration installed by either of the Properties parties hereto upon the Premises, irrespective of the manner of annexation, and irrespective of which party may have paid the cost thereof, excepting only movable office furniture and shop equipment put in at the expense of Lessee, shall be deemed a part the property of the Properties and belong to Lessor, and Lessee shall execute remain upon and deliver to Lessor such instruments be surrendered with the Premises as a part thereof at the expiration or other termination of this Lease, without disturbance, molestation, or injury. Notwithstanding the foregoing, however, Lessor may require elect that any or all installations made or installed by or on behalf of Lessee be removed at the end of the Lease Term, and, if Lessor so elects, it shall be Lessee's obligation to evidence restore the ownership Premises to the condition they were prior to the alterations, additions, or improvements on or before the expiration or other termination of this Lease. Such removal and restoration shall be at the sole expense of Lessee. Further, notwithstanding anything contained herein to the contrary except as otherwise provided in paragraph 9.3.1 hereof, Lessor shall be under no obligation to insure the alterations, additions, or improvements or anything in the nature of a leasehold improvement made or installed by or on behalf of Lessee, the Lessee Parties, or any other person, and such improvements shall be on the Premises at the risk of Lessee only. 10.5 In the event Lessor makes any capital investment, major structural repairs or improvements in or to the Premises or Building which are required due to any act or omission of Lessee or any of the Lessee Parties, any and all cost and expenses incurred by Lessor in making the capital investment, major structural repairs, or improvements shall constitute additional rent payable by Lessee under this Lease and shall be paid by Lessee in full on demand of such addition or alterationLessor, together with interest thereon from the date of the demand at the rate set forth in paragraph 2.2 hereof.

ALTERATIONS AND IMPROVEMENTS. During the Lease Term(a) Except as otherwise hereinafter expressly set forth, Lessee Tenant shall not alter make any alterations, additions or improvements to the exteriorDemised Premises, structuralwhether structural or non-structural (the "Alterations"), plumbing or electrical elements of the Properties in any manner without the consent of LessorLandlord's prior written consent, which consent with respect to non-structural alterations only shall not be unreasonably withheld, conditioned . In no event shall Alterations reduce the size or delayed; provided, however, Lessee may undertake structural, exterior, plumbing and electrical alterations, which may include the construction and demolition of additional improvements to the Properties (if such demolition does not unreasonably impair the ability to operate the Permitted Facility on the applicable Property, does not effect any improvements located on the applicable Property as cubic content of the Effective Date and is at Lessee’s sole cost and expense), individually, costing less than $500,000, as adjusted by changes in Building or reduce the Price Index, without Lessor’s prior written consentvalue of the Demised Premises or Building. Lessee may undertake any non-structural alteration Tenant shall submit to the Properties, so long as Lessee provides Lessor with fourteen (14) days prior written notice of such alterations, if greater than $10,000, as adjusted by changes in the Price Index. If Lessor’s consent is required hereunder and Lessor consents to the making of any such alterations, the same shall be made by Lessee at Lessee’s sole expense by a licensed contractor (which may be directly subcontracted with by Lessee) and according to Landlord detailed plans and specifications approved stamped by Lessor and subject Tenant's architect or licensed engineer for all proposed Alterations. In the event any such Alteration is structural in nature or involves or impacts upon the electrical, plumbing or HVAC systems of the Premises and/or Property, Tenant shall reimburse Landlord for all reasonable, third-party, out-of-pocket expenses incurred by Landlord in connection with Landlord's review thereof. Prior to such other conditions as Lessor the commencement of any Alterations, Tenant shall reasonably requirealso provide to Landlord for Landlord's prior approval the identity of the contractor Tenant proposes to employ to construct the Alterations, which approval shall not be unreasonably withheld. Any work at any time commenced by Lessee on the Properties All Alterations shall be prosecuted diligently accomplished in accordance with the following conditions: (1) Tenant and its contractor shall execute an agreement in form reasonably satisfactory to completion, shall be of good workmanship and materials and shall comply fully with all the terms of this Lease and all Legal Requirements. Lessor shall reasonably cooperate with all improvements including, without limitation, signing applications. Upon completion of Landlord indemnifying Landlord for any alterations individually costing $10,000 or more, as adjusted by changes in the Price Index, Lessee shall promptly provide Lessor with evidence of full payment to all laborers and materialmen contributing damage to the alterations. AdditionallyBuilding caused by the contractor and its subcontractors. (2) Tenant shall procure all governmental permits and authorizations for the Alterations, and obtain and provide to Landlord an official certificate of occupancy and/or compliance upon completion of any the Alterations, if appropriate. (3) Tenant shall arrange for extension of the general liability insurance provided for in Section 6(a) to apply to the construction of the Alterations. Further, Tenant shall procure and maintain or cause its contractors and other agents to procure and maintain Builders Risk Casualty Insurance in the amount of the full replacement cost of the Alterations and statutory Workers Compensation Insurance covering persons employed in connection with the work. All such alterationsinsurance shall conform to the requirements of Section 6(b). (4) Tenant shall construct the Alterations in a good and workmanlike manner utilizing materials of first class quality and in compliance with all laws and governmental regulations. (b) Within thirty (30) days of completion of the Alterations, Lessee shall promptly provide Lessor with (a) an architect’s certificate certifying if the alterations to have been completed in conformity with Alterations as actually performed and constructed are different than the Alterations as depicted on the plans and specifications therefor, Tenant shall provide Landlord with "as built" sepia transparency plans (if or the alterations are equivalent thereof) of such a nature as would require the issuance of such a certificate from the architect); (b) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); and Alterations. (c) Except for Tenant's fixtures, furniture, machinery, equipment and personal property, including any HVAC equipment installed by Tenant, all Alterations shall be the property of Landlord and shall remain on the Demised Premises upon termination of the Lease, or, if Landlord so requires, a portion of or all Alterations shall be removed by Tenant on or prior to the termination of the Lease and Tenant shall restore the Demised Premises substantially to its condition prior to such Alterations, reasonable wear and tear excepted. (d) Tenant shall not install antennas, communication towers, satellite dishes or any other documents equipment on the roof, exterior walls or information reasonably requested by Lessorwindow sills of the Building. Lessee Tenant shall keep not install cable television in ▇▇▇ Premises or penetrate the Properties free wall of the Building with cables, conduits and exhaust vents or fans, without Landlord's prior approval, which shall not be unreasonably withheld. It shall be reasonable for Landlord to withhold its consent from any liens arising out Alteration or other work or improvement which would adversely affect the integrity of the roof or the enforceability of any work performed onroof warranty. (e) It is agreed that Tenant may make non-structural, or materials furnished to, the Properties. Lessee shall execute and file or record, as appropriate, a “Notice of Non-Responsibility,” or any equivalent notice permitted under applicable law in the states where the Properties are located which provides that Lessor is not responsible for the payment of any costs or expenses relating interior Alterations to the additions or alterations. Any addition Premises without Landlord's prior consent, but subject to or alteration all of the Properties shall be deemed a part other provisions of this Lease which govern Alterations, if the aggregate cost of such non-structural, interior Alterations does not exceed $10,000.00 and if such non-structural, interior Alterations do not affect the electric system of the Properties and belong to Lessor, and Lessee shall execute and deliver to Lessor such instruments as Lessor may require to evidence Property and/or the ownership by Lessor HVAC system of such addition the Property and/or the plumbing system of the Property and/or the structural system of the Property and/or the Property's fenestration and/or the exterior doors of the Premises and/or any of the hallways or alterationCommon Areas of the Property.

ALTERATIONS AND IMPROVEMENTS. During (a) Tenant may not make any alterations or improvements to any existing buildings, or cut any trees, shrubs or any other existing foliage at, or install or create any paths or roads on, the Lease TermPremises without first obtaining Landlord's prior written consent and any consent required from all applicable governmental agencies. Notwithstanding the foregoing, Lessee once Tenant has obtained its planned development permit and all appeals periods have expired, Tenant may construct such structures on the Premises as it traditionally has constructed in connection with the operation of past Renaissance ▇▇▇▇▇▇. Any alterations and improvements made by Tenant to the Premises shall not alter be subject to all the exterior, structural, plumbing or electrical elements other provisions of the Properties in this Paragraph 8. (b) If Tenant makes any manner without the consent of Lessor, which consent shall not be unreasonably withheld, conditioned or delayed; provided, however, Lessee may undertake structural, exterior, plumbing and electrical alterations, which may include the construction and demolition of additional additions or improvements to the Properties Premises, then any and all work done by Tenant: (if i) shall be done at Tenant's sole expense and in such demolition does manner as not unreasonably impair the ability to operate the Permitted Facility on the disturb adjoining property owners and their tenants; (ii) shall comply with all applicable Propertylaws, does not effect any improvements located on the applicable Property rules, orders, permits, authorizations, and governmental requirements and orders, as well as rules and regulations of the Effective Date National Board of Fire Underwriters, the Board of Fire Underwriters responsible for the geographic area in which the Premises are located and other bodies hereafter exercising similar functions; and (iii) shall be made promptly and in a good workmanlike manner using prime quality materials. Tenant shall promptly correct any work not conforming to the provisions of this paragraph or to any plans, specifications, permits, or other documents required by this paragraph to be obtained by Tenant and shall promptly repair any damage caused by such nonconforming work. Additionally, Tenant shall provide Landlord with at least five (5) business days' prior written notice of any work to be performed in the Premises. (c) Prior to commencing any work in the Premises (other than work for which Landlord's consent is not required under subparagraph 8(a) above), Tenant shall procure (at Lessee’s its sole cost and expense), individually, costing less than $500,000, as adjusted by changes in the Price Index, without Lessor’s furnish to Landlord and obtain Landlord's prior written consent. Lessee may undertake consent for: (i) Plans and specifications of such proposed alterations, additions and improvements; (ii) A certificate evidencing that Tenant or Tenant's contractor has procured and paid for workers' compensation insurance covering all persons employed in connection with the work; (iii) Such additional personal injury and property damage insurance (over and above any non-structural alteration insurance required to be carried by Tenant pursuant to the Propertiesprovisions of Paragraph 13 of this Lease) as Landlord may reasonably require in connection with the work and including the Landlord and any first mortgagee or beneficiary as an additional insured; (iv) Such permits, so long authorizations or consents as Lessee provides Lessor may be required by any applicable law, rule, order or requirement of any governmental authority having jurisdiction thereover; and (d) If Tenant fails to comply with fourteen (14) days prior written notice any provision of such alterationsthis Paragraph, if greater than $10,000Landlord, as adjusted in addition to any other remedy herein provided, may require Tenant to cease all work being performed by changes in the Price Index. If Lessor’s consent is required hereunder or on behalf of Tenant and Lessor consents Landlord may deny access to the making of Premises to any such alterationsperson performing work in or supplying materials to the Premises. (e) During the Term, all improvements, alterations and additions (including fixtures) installed in or made to the same Premises by Tenant after the Lease Commencement Date ("TENANT ADDITIONS") shall be made the property of Tenant. As of the expiration of the Term or earlier termination of this Lease, Tenant shall have removed all Tenant Additions and restored the Premises to the condition it was in before Tenant entered onto the Premises under the Prior Lease (including removal of all of Tenant's trade fixtures, equipment, personal property and exterior signage). Tenant shall, at its sole cost, immediately repair any damage to the Premises caused by Lessee its removal of Tenant Alterations and other property. (f) Tenant shall, at Lessee’s its sole expense by a licensed contractor (which may be directly subcontracted with by Lessee) cost and according to plans expense, immediately following the Lease Commencement Date fence off the Protected Areas and specifications approved by Lessor and subject to such other conditions as Lessor shall reasonably require. Any work at any time commenced by Lessee post signs on the Properties fences stating that no one is to enter the Protected Areas. Tenant shall be prosecuted diligently to completionensure during the Term that neither its activities nor the activities of its employees, workers, contractors, agents, Visitors, invitees and licensees shall be of good workmanship and materials and shall comply fully with all the terms of this Lease and all Legal Requirements. Lessor shall reasonably cooperate with all improvements including, without limitation, signing applications. Upon completion of cause any alterations individually costing $10,000 or more, as adjusted by changes in the Price Index, Lessee shall promptly provide Lessor with evidence of full payment to all laborers and materialmen contributing damage to the alterations. Additionally, upon completion of any such alterations, Lessee shall promptly provide Lessor with (a) an architect’s certificate certifying the alterations to have been completed in conformity with the plans and specifications (if the alterations are of such a nature as would require the issuance of such a certificate from the architect); (b) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); and (c) any other documents or information reasonably requested by Lessor. Lessee shall keep the Properties free from any liens arising out of any work performed on, or materials furnished to, the Properties. Lessee shall execute and file or record, as appropriate, a “Notice of Non-Responsibility,” or any equivalent notice permitted under applicable law in the states where the Properties are located which provides that Lessor is not responsible for the payment of any costs or expenses relating to the additions or alterations. Any addition to or alteration of the Properties shall be deemed a part of the Properties and belong to Lessor, and Lessee shall execute and deliver to Lessor such instruments as Lessor may require to evidence the ownership by Lessor of such addition or alterationProtected Areas.

ALTERATIONS AND IMPROVEMENTS. During Lessee shall not make any improvements, alterations, additions or installations in or to the Lease TermPremises (hereinafter referred to as the "Work") without Lessor's prior written consent, which consent (subject to other provisions in this Article VIII) shall not unreasonably be conditioned, withheld or delayed. Along with any request for Lessor's consent and before commencement of the Work or delivery of any materials to be used in the Work to the Premises or into the Office/Warehouse Complex, Lessee shall not alter furnish Lessor with plans and specifications, names and addresses of contractors, copies of contracts, necessary permits and licenses, and an indemnification in such form and amount as may be reasonably satisfactory to Lessor and a performance bond executed by a commercial surety reasonably satisfactory to Lessor, and in an amount equal to the exteriorWork and the payment of all liens for labor and material arising therefrom. Lessee agrees to defend and hold Lessor forever harmless from any and all claims and liabilities of any kind and description which may arise out of or be connected in any way with said improvements, structuralalterations, plumbing additions or electrical elements installations. All Work shall be done only by contractors or mechanics reasonably approved by Lessor and at such time and in such manner as Lessor may from time to time reasonably designate. All work done by Lessee, its agents, employees, or contractors shall be done in such a manner as to avoid labor disputes. Lessee shall pay the cost of all such improvements, alterations, additions or installations (including a reasonable charge for Lessor's services and for Lessor's inspection and engineering time), and also the cost of painting, restoring, or repairing the Premises and the Office/Warehouse Complex occasioned by such improvements, alterations, additions or installations. Upon completion of the Properties Work, Lessee shall furnish Lessor with contractor's affidavits and full and final waivers of liens, and receipted bills covering all labor and materials expended and used. The Work shall comply with all insurance requirements and all laws, ordinances, rules and regulations of all governmental authorities and shall be constructed in any manner without a good and workmanlike manner. Lessee shall permit Lessor to inspect construction operations in connection with the consent of Lessor, which consent Work. Lessee shall not be unreasonably withheldallowed to make any alterations, conditioned modifications, improvements, additions, or delayedinstallations if such action results or would result in a labor dispute or otherwise would materially interfere with Lessor's operation of the Office/Warehouse Complex. Lessor, by written notice to Lessee given at or prior to termination of this Lease, may require Lessee to remove any improvements, additions or installation installed by Lessee in the Premises at Lessee's sole cost and expense, and repair or restore any damage caused by the installation and removal of such improvements, additions, or installations; provided, however, the only improvements, additions or installations which Lessee may undertake structural, exterior, plumbing and electrical alterations, which may include the construction and demolition of additional improvements to the Properties (if such demolition does not unreasonably impair the ability to operate the Permitted Facility on the applicable Property, does not effect any improvements located on the applicable Property as of the Effective Date and is at Lessee’s sole cost and expense), individually, costing less than $500,000, as adjusted by changes in the Price Index, without Lessor’s prior written consent. Lessee may undertake any non-structural alteration to the Properties, so long as Lessee provides Lessor with fourteen (14) days prior written notice of such alterations, if greater than $10,000, as adjusted by changes in the Price Index. If Lessor’s consent is required hereunder and Lessor consents to the making of any such alterations, the same shall remove shall be made by Lessee at Lessee’s sole expense by a licensed contractor (which may be directly subcontracted with by Lessee) and according to plans and specifications approved by Lessor and subject to those specified in such other conditions as Lessor shall reasonably require. Any work at any time commenced by Lessee on the Properties shall be prosecuted diligently to completion, shall be of good workmanship and materials and shall comply fully with all the terms of this Lease and all Legal Requirements. Lessor shall reasonably cooperate with all improvements including, without limitation, signing applications. Upon completion of any alterations individually costing $10,000 or more, as adjusted by changes in the Price Index, Lessee shall promptly provide Lessor with evidence of full payment to all laborers and materialmen contributing to the alterations. Additionally, upon completion of any such alterations, Lessee shall promptly provide Lessor with (a) an architect’s certificate certifying the alterations to have been completed in conformity with the plans and specifications (if the alterations are of such a nature as would require the issuance of such a certificate from the architect); (b) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); and (c) any other documents or information reasonably requested by Lessor. Lessee shall keep the Properties free from any liens arising out of any work performed on, or materials furnished to, the Properties. Lessee shall execute and file or record, as appropriate, a “Notice of Non-Responsibility,” or any equivalent notice permitted under applicable law in the states where the Properties are located which provides that Lessor is not responsible for the payment of any costs or expenses relating to the additions or alterations. Any addition to or alteration of the Properties shall be deemed a part of the Properties and belong to Lessor, and Lessee shall execute and deliver to Lessor such instruments as Lessor may require to evidence the ownership by Lessor of such addition or alterationnotice.

ALTERATIONS AND IMPROVEMENTS. During the Lease Term, Lessee shall not materially alter the exterior, structural, plumbing or electrical elements of the Properties in any manner without the consent of Lessor, which consent shall not be unreasonably withheld, conditioned delayed or delayedconditioned; provided, however, Lessee may undertake structural, exterior, plumbing and electrical alterations, which may include the construction and demolition of additional improvements alterations to the Properties (if such demolition does not unreasonably impair the ability to operate the Permitted Facility on the applicable Property, does not effect any improvements located on the applicable Property as of the Effective Date and is at Lessee’s sole cost and expense)Properties, individually, costing $750,000.00 or less than $500,000, as adjusted by changes in the Price Index, without Lessor’s prior written consent. Lessee may undertake Notwithstanding the foregoing, any non-structural alteration or exterior alterations to the Properties, so long as Lessee provides Lessor with fourteen (14) days prior written notice Properties shall require the consent of such alterations, if greater than $10,000, as adjusted by changes in the Price Index. If Lessor’s consent is required hereunder and Lessor consents to the making of any such alterations, the same shall be made by Lessee at Lessee’s sole expense by a licensed contractor (which may be directly subcontracted with by Lessee) and according to plans and specifications approved by Lessor and subject to such other conditions as Lessor shall reasonably require. Any work at any time commenced by Lessee on the Properties shall be performed by a licensed contractor, prosecuted diligently to completion, shall be of good workmanship and materials and shall comply fully with all the terms of this Lease and all Legal Requirements. Lessor shall reasonably cooperate with all improvements including, without limitation, signing applications. Upon completion of any alterations individually costing more than $10,000 or more, as adjusted by changes in the Price Index750,000.00, Lessee shall promptly provide Lessor with evidence of full payment to all laborers and materialmen contributing to the alterations. Additionally, upon written request and completion of any such alterationsalterations individually costing more than $750,000.00, Lessee shall promptly provide Lessor with (a) an architect’s certificate certifying the alterations to have been completed in conformity with the plans and specifications (if the alterations are of such a nature as would require the issuance of such a certificate from the architect); (b) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); and (c) any other related documents or information reasonably requested by Lessor▇▇▇▇▇▇. Lessee shall keep the Properties free from any liens arising out of any work performed on, or materials furnished to, the PropertiesProperties to the extent not being disputed by ▇▇▇▇▇▇. Lessee shall execute and file or record, as appropriate, a “Notice of Non-Non Responsibility,” or any equivalent notice permitted under applicable law Law in the states where the Properties are located which provides that Lessor is not responsible for the payment of any costs or expenses relating to the additions or alterations. Any addition to or alteration of the Properties Properties, shall be deemed a part of the Properties and belong to Lessor, and Lessee ▇▇▇▇▇▇ shall execute and deliver to Lessor such instruments as Lessor may require to evidence the ownership by Lessor of such addition or alteration. ▇▇▇▇▇▇ and ▇▇▇▇▇▇ acknowledge and agree that their relationship is and shall be solely that of “Lessor-Lessee” (thereby excluding a relationship of “owner-contractor,” “owner-agent” or other similar relationships). Accordingly, all materialmen, contractors, artisans, mechanics, laborers and any other persons now or hereafter contracting with Lessee, any contractor or subcontractor of Lessee or any other Lessee party for the furnishing of any labor, services, materials, supplies or equipment with respect to any portion of the Properties at any time from the date hereof until the end of the Lease Term, are hereby charged with notice that they look exclusively to Lessee to obtain payment for same.

ALTERATIONS AND IMPROVEMENTS. During the Lease Term, Lessee shall not alter make any improvements, alterations, additions or installations in or to the exterior, structural, plumbing or electrical elements of Premises (hereinafter referred to as the Properties in any manner "Work") without the consent of Lessor's prior written consent, which consent shall not be unreasonably withheldwithheld or delayed except in the event that any such Work involves or affects the roof or the structural, conditioned mechanical, electrical, plumbing, or delayedfire/life safety systems in the Premises or the Complex, in which event such consent may be withheld in Lessor's sole discretion. Along with any request for Lessor's consent and before commencement of the Work or delivery of any materials to be used in the Work to the Premises or into the Complex, Lessee shall furnish Lessor with plans and specifications, names and addresses of contractors, copies of contracts, necessary permits and licenses, an indemnification in such form and amount as may be reasonably satisfactory to Lessor. Lessee agrees to defend and hold Lessor forever harmless from any and all claims and liabilities of any kind and description which may arise out of or be connected in any way with said improvements, alterations, additions or installations. All Work shall be done only by contractors or mechanics reasonably approved by Lessor and at such time and in such manner as Lessor may from time to time reasonably designate. All work done by Lessee or its agents, employees or contractors shall be done in such a manner as to avoid labor disputes. Lessee shall pay the cost of all such improvements, alterations, additions or installations (including a reasonable charge for Lessor's services and for Lessor's inspection and engineering time) and the cost of painting, restoring or repairing the Premises and the Complex occasioned by such improvements, alterations, additions or installations. Upon completion of the Work, Lessee shall furnish Lessor with contractor's affidavits, cull and final waivers of liens and receipted bills covering all labor and materials expended and used. The Work shall comply with all insurance requirements and all laws, ordinances, rules and regulations of all governmental authorities and shall be constructed in a good and workmanlike manner. Lessee shall permit Lessor to inspect construction operations in connection with the Work. Lessee shall not be allowed to make any improvements, alterations, additions or installations if such action results or would result in a labor dispute or otherwise would materially interfere with Lessor's operation of the Complex. Lessor, by written notice to Lessee giving at or prior to termination of this Lease, may require Lessee, at Lessee's sole cost and expense, to remove any improvements exclusive of Tenant Improvement as set forth herein, alterations, additions or installations installed by Lessee in the Premises and to repair or restore any damage caused by the installation and removal of such improvements, alterations, additions or installations; provided, however, the only improvements, additions or installations which Lessee may undertake structural, exterior, plumbing and electrical alterations, which may include the construction and demolition of additional improvements to the Properties (if such demolition does not unreasonably impair the ability to operate the Permitted Facility on the applicable Property, does not effect any improvements located on the applicable Property as of the Effective Date and is at Lessee’s sole cost and expense), individually, costing less than $500,000, as adjusted by changes in the Price Index, without Lessor’s prior written consent. Lessee may undertake any non-structural alteration to the Properties, so long as Lessee provides Lessor with fourteen (14) days prior written notice of such alterations, if greater than $10,000, as adjusted by changes in the Price Index. If Lessor’s consent is required hereunder and Lessor consents to the making of any such alterations, the same shall remove shall be made by Lessee at Lessee’s sole expense by a licensed contractor (which may be directly subcontracted with by Lessee) and according to plans and specifications approved by Lessor and subject to such other conditions as Lessor shall reasonably require. Any work at any time commenced by Lessee on the Properties shall be prosecuted diligently to completion, shall be of good workmanship and materials and shall comply fully with all the terms of this Lease and all Legal Requirements. Lessor shall reasonably cooperate with all improvements including, without limitation, signing applications. Upon completion of any alterations individually costing $10,000 or more, as adjusted by changes those specified in the Price Index, Lessee shall promptly provide Lessor with evidence of full payment to all laborers and materialmen contributing to the alterations. Additionally, upon completion of any such alterations, Lessee shall promptly provide Lessor with (a) an architect’s certificate certifying the alterations to have been completed in conformity with the plans and specifications (if the alterations are of such a nature as would require the issuance of such a certificate from the architect); (b) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); and (c) any other documents or information reasonably requested by Lessor's notice. Lessee shall keep the Properties Premises and the Complex free from any liens arising out of any work performed, material furnished or obligations incurred by Lessee, and shall indemnify, protect, defend and hold harmless Lessor from any liens and encumbrances arising out of any work performed onor material furnished by or at the direction of Lessee. In the event that Lessee shall not, within twenty (20) days following the imposition of any such lien, cause such lien to be released of record by payment or materials furnished toposting of a proper bond, Lessor shall have, in addition to all other remedies provided herein and by law, the Properties. Lessee right, but not the obligation, to cause the same to be released by such means as it shall execute and file or recorddeem proper, as appropriate, a “Notice of Non-Responsibility,” or any equivalent notice permitted under applicable law in the states where the Properties are located which provides that Lessor is not responsible for the including payment of any costs or and/or defense against the claim giving rise to such lien. All such sums paid by Lessor and all expenses relating to the additions or alterations. Any addition to or alteration of the Properties incurred by it in connection therewith, including attorneys' fees and costs, shall be deemed a part of the Properties and belong to Lessor, and Lessee shall execute and deliver payable as Additional Rent to Lessor such instruments as Lessor may require to evidence by Lessee on demand with interest at the ownership rate provided in Article III accruing from the date paid or incurred by Lessor of such addition or alterationuntil reimbursed to Lessor by Lessee.

ALTERATIONS AND IMPROVEMENTS. During the Lease Term, Lessee LESSEE shall not alter the exteriorinstall, structuralmake, plumbing or electrical elements of the Properties in suffer to be made, any manner without the consent of Lessor, which consent shall not be unreasonably withheld, conditioned alterations or delayed; provided, however, Lessee may undertake structural, exterior, plumbing and electrical alterations, which may include the construction and demolition of additional improvements to the Properties (if such demolition does PREMISES or any part thereof without the prior written consent of LESSOR which shall not unreasonably impair be withheld. All work performed by LESSEE shall be performed in accordance with good construction practices, applicable governmental requirements, the ability requirements of any insurance policy providing coverage to operate the Permitted Facility on PREMISES and the general and special conditions, plans and specifications approved by LESSOR. LESSEE shall comply with all construction and labor regulations of LESSOR and shall provide all bonds and insurance required by ▇▇▇▇▇▇, including such proof of bonding and insurance coverage as LESSOR may require. All alterations or improvements performed by LESSEE shall be carried out by licensed contractors reasonably approved by ▇▇▇▇▇▇ and shall be carried out in accordance with all applicable Propertylaws and regulations. LESSEE shall, does not effect any improvements located on the applicable Property as of the Effective Date and is at Lessee’s ▇▇▇▇▇▇'s sole cost and expense), individuallyobtain all necessary permits, costing licenses and authorizations in connection with the construction. ▇▇▇▇▇▇'s work shall be subject to the general inspection of LESSOR. LESSEE shall provide proof satisfactory to LESSOR that ▇▇▇▇▇▇'s contractor will (a) provide warranties for not less than $500,000one year against defects in workmanship, materials, and equipment; (b) carry or cause to be carried worker's compensation insurance covering all of the contractor's and its subcontractor's employees; and (c) carry public liability and property damage insurance which names LESSOR as adjusted by changes in the Price Index, without Lessor’s prior written consent. Lessee may undertake any non-structural alteration to the Properties, so long as Lessee provides Lessor with fourteen an insured and requires thirty (1430) days prior written notice to LESSOR before any change in or cancellation of such alterations, if greater coverage becomes effective. The policy or policies shall contain liability limits of not less than One Million Dollars ($10,000, as adjusted by changes in 1,000,000) single limit coverage. ▇▇▇▇▇▇ shall have the Price Index. If Lessor’s consent is required hereunder and Lessor consents right to the making post a notice of any such alterations, the same shall be made by Lessee at Lessee’s sole expense by a licensed contractor (which may be directly subcontracted with by Lessee) and according to plans and specifications approved by Lessor and subject to such other conditions as Lessor shall reasonably require. Any work at any time commenced by Lessee on the Properties shall be prosecuted diligently to completion, shall be of good workmanship and materials and shall comply fully with all the terms of this Lease and all Legal Requirements. Lessor shall reasonably cooperate with all improvements including, without limitation, signing applications. Upon completion of any alterations individually costing $10,000 or more, as adjusted by changes in the Price Index, Lessee shall promptly provide Lessor with evidence of full payment to all laborers and materialmen contributing to the alterations. Additionally, upon completion of any such alterations, Lessee shall promptly provide Lessor with (a) an architect’s certificate certifying the alterations to have been completed in conformity with the plans and specifications (if the alterations are of such a nature as would require the issuance of such a certificate from the architect); (b) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); and (c) any other documents or information reasonably requested by Lessor. Lessee shall keep the Properties free from any non-responsibility for liens arising out of any work performed onperformed, materials furnished and obligations incurred by ▇▇▇▇▇▇. ▇▇▇▇▇▇ agrees to advise ▇▇▇▇▇▇ in writing at least ten (10) business days in advance of the date upon which alterations will be commenced in order to permit LESSOR to post such a notice. LESSEE shall keep the PREMISES free from any and all liens arising out of any work performed, materials furnished or obligations incurred by ▇▇▇▇▇▇. ▇▇▇▇▇▇ shall indemnify, defend and hold LESSOR harmless against any claim, demand, liability or expense on account of claims for work done or materials supplied for LESSEE or person claiming under it. All improvements made by LESSEE which are attached to the PREMISES so that they cannot be removed without material injury to the PREMISES shall become the property of the LESSOR upon installation. Not later than the last day of the term of this agreement, LESSEE shall, at LESSEE’S expense, remove all of LESSEE’S personal property and those improvements made by LESSEE which have not become the property of the LESSOR, including trade fixtures, cabinet work, moveable paneling, partitions and the like; repair all damage resulting from the installation or removal of such property and improvements; surrender the PREMISES in as good order, condition or repair as they were at the beginning of the term, except for reasonable use and wear thereof, and damage by fire, the elements, casualty, act of God or other cause not due to misuse or neglect of LESSEE or LESSEE’S officers, agents, employees, or materials furnished tovisitors; and remove at LESSEE’S expense any signs, the Properties. Lessee shall execute and file notices or record, as appropriate, a “Notice of Non-Responsibility,” displays placed or any equivalent notice permitted under applicable law in the states where the Properties are located which provides that Lessor is not responsible for the payment of any costs or expenses relating to the additions or alterations. Any addition to or alteration of the Properties shall be deemed a part of the Properties and belong to Lessor, and Lessee shall execute and deliver to Lessor such instruments as Lessor may require to evidence the ownership installed by Lessor of such addition or alterationLESSEE.

ALTERATIONS AND IMPROVEMENTS. During 10.1 Lessor shall improve the Premises in accordance with working drawings to be approved by Lessee and Lessor prior to commencement of construction. Lessor shall have such work performed promptly, diligently and in a good and workmanlike manner. Lessor shall provide Lessee with an allowance (the "Allowance") of EIGHT HUNDRED TWENTY THREE THOUSAND ONE HUNDRED SIXTY AND NO/100 DOLLARS ($823,160.00) ($20.00 per rentable square foot) for the design, supervision and construction of the improvements to the Premises in accordance with such drawings, including, without limitation, all costs of design, all costs of materials and labor to install such improvements, (Lessor will not charge an overhead and supervisory fee for initial design and construction), and Lessor will pay all such costs as and when incurred by Lessor on a timely basis to the extent of the Allowance. Lessor shall provide at Lessor's expense, the base Building improvements which include the slab, four exterior walls, roof, main sprinkler lines, standard window blinds, dock high loading doors, and exterior improvements, and does not include alteration of loading dock doors, striping parking on the truck court, mechanical systems, electrical distribution or plumbing (excepting main domestic water and sewer lines). If such costs should exceed the Allowance, then Lessee shall pay for all such costs in excess of the Allowance on the Commencement Date. Prior to the Lease TermCommencement Date, Lessor and Lessee will inspect the Premises to determine any deficiencies in construction of the improvements ( the "Punch List") and Lessor will work diligently to correct; or start to correct, Punch List items within thirty (30) days following their disclosure. Lessor shall withhold ten percent (10%) of the Allowance from the general contractor until such tune as the Punch List items have been completed. 10.1.1 The Lessor and Lessee agree to work diligently to complete architectural, mechanical, electrical, plumbing, and finish schedule construction drawings by; April 1, 1997 and, to price, permit, and issue a release for construction by April 21, 1997. The Lessor will make a reasonable effort to provide early access to the premises for the purpose of installing telecommunications and computer network cabling, and to begin installation of modular furniture. In the event the Lessor has not received a complete set of construction drawings which have been approved and released for construction by Lessee and permitted by April 21, 1997, then the extent of the delay from said date shall correspondingly delay those dates included in Section 10.1.1 and Section 22 hereof. Any such delays other than those prescribed in Section 22 shall not extend or delay the payment of Base Rent as prescribed in Section 2.1. 10.1.2 Any contractor/supplier warranties applying to work or materials performed by Lessor on behalf of Lessee shall be assigned to Lessee. 10.1.3 Lessor and Lessee will cooperatively work together with the contractor to timely satisfy any punch list items which have not been completed prior to the Commencement Date. 10.2 Lessee shall not alter make any alterations, additions, or improvements in or to the exteriorPremises, structuralnor install or attach fixtures in or to the Premises, plumbing or electrical elements of the Properties in any manner without the prior written consent of Lessor, which consent Lessor shall not be unreasonably withheldwithhold, conditioned delay or delayed; provided, however, Lessee may undertake structural, exterior, plumbing and electrical condition. All alterations, which may include the construction and demolition of additional additions, or improvements made, installed in, or attached to the Properties (if such demolition does not unreasonably impair Premises by Lessee, upon the ability to operate the Permitted Facility on the applicable Propertyconsent specified above, does not effect any improvements located on the applicable Property as of the Effective Date and is at Lessee’s sole cost and expense), individually, costing less than $500,000, as adjusted by changes in the Price Index, without Lessor’s prior written consent. Lessee may undertake any non-structural alteration to the Properties, so long as Lessee provides Lessor with fourteen (14) days prior written notice of such alterations, if greater than $10,000, as adjusted by changes in the Price Index. If Lessor’s consent is required hereunder and Lessor consents to the making of any such alterations, the same shall be made by Lessee at Lessee’s sole 's expense by in a licensed contractor (which may be directly subcontracted good and workmanlike manner, strictly in accordance with by Lessee) and according to the plans and specifications approved by Lessor, all applicable laws, ordinances, regulations, and other requirements of any appropriate governmental authority, and any applicable covenants or other restrictions. Prior to the commencement of any such work, Lessee shall deliver to Lessor certificates issued by insurance companies licensed and registered to operate in the State of Georgia evidencing that workers' compensation insurance and public liability insurance, all in amounts satisfactory to Lessor, are in force and effect and maintained by all contractors and subcontractors engaged by Lessee to perform the work. 10.3 Lessee shall keep the Premises free from all liens, preliminary notices of liens, right to liens, or claims of liens of contractors, subcontractors, mechanics, or materialmen for work done or materials furnished to the Property at the request of Lessee. Whenever and so often as any such lien shall attach or claims or notices thereof shall be filed against the Property or any part thereof as a result of work done or materials furnished to the Property at the request of Lessee, Lessee shall, within ten (10) days after Lessee has notice of the claim or notice of lien, cause it to be discharged of record, which discharge may be accomplished by deposit or bonding proceedings. If Lessee shall fail to cause the lien, or such claim or notice thereof, to be discharged within the ten-day period, then, in addition to any other right or remedy, Lessor may, but shall not be obligated to, discharge it either by paying the amount claimed to be due or by procuring the discharge of the lien, or claim or notice thereof, by deposit or bonding proceedings. Any amount so paid by Lessor and subject to such other conditions as Lessor shall reasonably require. Any work at any time commenced by Lessee on the Properties shall be prosecuted diligently to completionall costs and expenses, shall be of good workmanship and materials and shall comply fully with all the terms of this Lease and all Legal Requirements. Lessor shall reasonably cooperate with all improvements including, without limitation, signing applications. Upon completion attorneys' fees, incurred by Lessor in connection therewith shall constitute additional rent payable by Lessee under this Lease and shall be paid by Lessee in full on demand of any alterations individually costing $10,000 or more, as adjusted by changes Lessor together with interest thereon at the rate set forth in the Price Index, Lessee shall promptly provide Lessor with evidence of full payment to all laborers and materialmen contributing to the alterations. Additionally, upon completion of any such alterations, Lessee shall promptly provide Lessor with (a) an architect’s certificate certifying the alterations to have been completed in conformity with the plans and specifications (if the alterations are of such a nature as would require the issuance of such a certificate paragraph 2.2 hereof from the architect); (b) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); and (c) any other documents or information reasonably requested date it was paid by Lessor. Lessee shall keep not have the Properties free from authority to subject the interest or estate of Lessor to any liens arising out of any work performed onliens, rights to liens, or materials claims of liens for services, materials, supplies, or equipment furnished to Lessee, and all persons contracting with Lessee are hereby charged with notice that they must look to Lessee and to Lessee's interest only to secure payment. 10.4 All alterations, additions, or improvements, including, but not limited to, the Properties. Lessee shall execute fixtures, partitions, counters, and file window and floor coverings, which may be made or record, as appropriate, a “Notice of Non-Responsibility,” or any equivalent notice permitted under applicable law in the states where the Properties are located which provides that Lessor is not responsible for the payment of any costs or expenses relating to the additions or alterations. Any addition to or alteration installed by either of the Properties parties hereto upon the Premises, irrespective of the manner of annexation, and irrespective of which party may have paid the cost thereof, excepting only movable office furniture and shop equipment put in at the expense of Lessee, shall be deemed a part the property of the Properties and belong to Lessor, and Lessee shall execute remain upon and deliver to Lessor such instruments be surrendered with the Premises as a part thereof at the expiration or other termination of this Lease, without disturbance, molestation, or injury. Notwithstanding the foregoing, however, Lessor may require elect that any or all installations made or installed by or on behalf of Lessee be removed at the end of the Lease Term, and, if Lessor so elects, it shall be Lessee's obligation to evidence restore the ownership Premises to the condition they were prior to the alterations, additions, or improvements on or before the expiration or other termination of this Lease. Such removal and restoration shall be at the sole expense of Lessee. Further, notwithstanding anything contained herein to the contrary except as otherwise provided in paragraph 9.3.1 hereof, Lessor shall be under no obligation to insure the alterations, additions, or improvements or anything in the nature of a leasehold improvement made or installed on behalf of Lessee, the Lessee Parties, or any other person, and such improvements shall be on the Premises at the risk of Lessee only. 10.5 In the event Lessor makes any capital investment, major structural repairs or improvements in or to the Premises or Building which are required due to any act or omission of Lessee or any of the Lessee Parties, any and all cost and expenses incurred by Lessor in making the capital investment, major structural repairs, or improvements shall constitute additional rent payable by Lessee under this Lease and shall be paid by Lessee in full on demand of such addition or alterationLessor, together with interest thereon from the date of the demand at the rate set forth in paragraph 2.2 hereof.

ALTERATIONS AND IMPROVEMENTS. During the Lease TermTenant shall be responsible, Lessee shall not alter the exteriorat its sole cost and expense, structuralfor all decorating, plumbing or electrical elements fixturizing, furnishing and equipping of the Properties in any manner without the consent of LessorPremises subject to Landlord's prior written approval, which consent approval shall not be unreasonably withheld, conditioned withheld or delayed; provided, however, Lessee may undertake structural, exterior, plumbing and electrical . Tenant shall not make any alterations, which may include the construction and demolition of additional improvements or changes ("Improvements") in or to the Properties (if such demolition does Premises without the prior written approval of Landlord, which approval shall not be unreasonably impair withheld or delayed. Any Improvements shall be at the ability to operate the Permitted Facility on the applicable Propertysole cost and expense of Tenant. Landlord may require Tenant, does not effect any improvements located on the applicable Property as of the Effective Date and is at Lessee’s Tenant's sole cost and expense), individuallyto furnish a bond, costing less than $500,000or other security satisfactory to Landlord, as adjusted to assure diligent and faithful performance of any work to be performed by changes Tenant. Any Improvements shall be made promptly, in good and workmanlike manner by duly licensed union contractors and in compliance with all insurance requirements and with all applicable permits, authorizations, building regulations, zoning laws and all other governmental rules, regulations, ordinances, statutes and laws, now or hereafter in effect, pertaining to the Premises or Tenant's use thereof. Tenant shall remove all Improvements, at Tenant's sole cost and expense, upon termination of this Lease and to surrender the Premises in the Price Index, without Lessor’s same condition as they were in prior written consent. Lessee may undertake any non-structural alteration to the Properties, so long as Lessee provides Lessor with fourteen (14) days prior written notice of such alterations, if greater than $10,000, as adjusted by changes in the Price Index. If Lessor’s consent is required hereunder and Lessor consents to the making of any or all such alterationsImprovements, ordinary wear and tear excepted. Notwithstanding the same above, Tenant shall be made have the right to remove any trade fixtures installed by Lessee at Lessee’s sole expense by a licensed contractor (which may be directly subcontracted with by Lessee) and according to plans and specifications approved by Lessor and subject to such other conditions as Lessor shall reasonably require. Any work at any time commenced by Lessee on Tenant upon the Properties shall be prosecuted diligently to completion, shall be of good workmanship and materials and shall comply fully with all the terms of this Lease and all Legal Requirements. Lessor shall reasonably cooperate with all improvements including, without limitation, signing applications. Upon completion of any alterations individually costing $10,000 or more, as adjusted by changes in the Price Index, Lessee shall promptly provide Lessor with evidence of full payment to all laborers and materialmen contributing to the alterations. Additionally, upon completion of any such alterations, Lessee shall promptly provide Lessor with (a) an architect’s certificate certifying the alterations to have been completed in conformity with the plans and specifications (if the alterations are of such a nature as would require the issuance of such a certificate from the architect); (b) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); and (c) any other documents or information reasonably requested by Lessor. Lessee shall keep the Properties free from any liens arising out of any work performed on, or materials furnished to, the Properties. Lessee shall execute and file or record, as appropriate, a “Notice of Non-Responsibility,” or any equivalent notice permitted under applicable law in the states where the Properties are located which provides that Lessor is not responsible for the payment of any costs or expenses relating to the additions or alterations. Any addition to or alteration of the Properties shall be deemed a part of the Properties and belong to Lessor, and Lessee shall execute and deliver to Lessor such instruments as Lessor may require to evidence the ownership by Lessor of such addition or alterationPremises.

ALTERATIONS AND IMPROVEMENTS. During the Lease Term, Lessee Tenant shall not alter the exterior, structural, plumbing or electrical elements any structural component of the Properties in Building (including the roof and roof membrane), nor perform any manner alterations, additions or improvements which would affect the exterior of the Building or the Property, except that Landlord acknowledges and agrees (i) that Tenant contemplates removing a steel column on the third floor of the Building as a part of Tenant’s fit-up, which Tenant may do so long as the contractor is the same as that which installed the column upon construction, and further that (ii)Tenant shall have the right to designate a portion of the Property not within the Building as a Smoking Area and, at its expense, Tenant may provide for the accommodation of its employees, agents and invitees who do smoke, so long as such Smoking Area does not unreasonably interfere with or impact the appearance or use of the Premises or surrounding Technology Park complex. In addition, no other alteration, addition, or improvement to the Premises costing more than Fifty Thousand Dollars ($50,000.00) shall be made by Tenant without the prior written consent of LessorLandlord, which consent shall not be unreasonably withheld, conditioned conditioned, or delayed; provided, however, Lessee may undertake structuralthat Tenant shall not be required to obtain Landlord’s consent to interior painting, exteriorredecorating, plumbing and electrical alterations, which may include nor for the construction and demolition installation of additional improvements to the Properties (if such demolition does not unreasonably impair the ability to operate the Permitted Facility on the applicable Property, does not effect any improvements located on the applicable Property as of the Effective Date and is at Lessee’s sole cost and expense), individually, costing less than $500,000, as adjusted by changes in the Price Index, without Lessor’s prior written consent. Lessee may undertake any non-structural alteration to the Properties, window coverings so long as Lessee provides Lessor with fourteen (14) days prior written notice the same are of such alterationsthe same character as other existing buildings at Technology Park, if greater than nor shall Tenant be required to use Landlord’s contractor for any work that is anticipated to cost $10,00050,000.00 or less. Landlord may impose, as adjusted by changes a condition of its consent, such reasonable requirements as it chooses in its discretion, including without limitation relating to times of construction, locations of access and storage for construction materials and workers, the Price Indexprovision of contractors’ insurance, and the posting of notices of non-responsibility. If Lessor’s consent is required hereunder All work with respect to any alteration, addition or improvement must be done in a good and Lessor consents workmanlike manner and be diligently prosecuted to completion. Tenant may place any interior signage at the Premises that conforms to the making applicable laws and regulations, and is consistent with the signage plan at Technology Park. Tenant shall have the exclusive right to place its logo and name on the existing monument sign at the eastern side of any such alterationsthe Property, the same shall be made by Lessee at LesseeTenant’s sole expense by a licensed contractor (which may cost. Tenant shall first ask permission from Landlord to erect any other exterior signs, such permission not be directly subcontracted with by Lessee) and according to plans and specifications approved by Lessor and subject to unreasonably withheld, conditioned, or delayed so long as such other conditions as Lessor shall reasonably require. Any work signage is at any time commenced by Lessee on the Properties shall be prosecuted diligently to completionTenant’s sole cost, shall be of good workmanship and materials and shall comply fully is in conformity with all the terms building and zoning codes and applicable permits, and is of this Lease and all Legal Requirements. Lessor shall reasonably cooperate with all improvements a character similar to other exterior signage at Technology Park (including, without limitation, signing applications. Upon completion of any alterations individually costing $10,000 no flashing or moreanimated signs), as adjusted by changes and provided that nothing in the Price Indexforegoing restricts Landlord’s rights to grant exclusive naming rights to any other structure at Technology Park. Any alteration, Lessee addition, or improvement made by Tenant during the term of this Lease shall promptly provide Lessor with evidence become the property of full payment to all laborers Landlord upon the expiration or other sooner termination of this Lease unless Tenant notifies Landlord not less than two hundred and materialmen contributing seventy (270) days prior to the alterations. Additionally, upon completion expiration of any the Lease that Tenant desires to remove such alterations, Lessee shall promptly provide Lessor with additions or improvements. For purposes of clarification, (ai) an architect’s certificate certifying the alterations if Tenant elects to have been completed in conformity with the plans remove any alterations, additions or improvements (other than its personal property, furniture, fixtures and specifications (if the alterations are of equipment), then Tenant must remove all such a nature as would require the issuance of such a certificate from the architect); (b) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); alterations, additions or improvements, i.e., Tenant may not selectively remove only certain alterations, additions or improvements, and (cii) irrespective of its decision with respect to interior improvements, Tenant may remove any other documents backup generator installed by it at its cost, on the pad on the western exterior of the Building. If Tenant does elect removal of interior improvements, Tenant may remove such alterations, additions or information reasonably requested by Lessor. Lessee shall keep the Properties free from improvements provided that Tenant repairs any liens arising out of any work performed on, or materials furnished to, the Properties. Lessee shall execute and file or record, as appropriate, a “Notice of Non-Responsibility,” or any equivalent notice permitted under applicable law in the states where the Properties are located which provides that Lessor is not responsible for the payment of any costs or expenses relating damage to the Premises caused by such removal. Landlord shall not have a right to require removal of alterations, additions or alterations. Any addition to or alteration improvements at the end of the Properties shall be deemed a part of the Properties and belong to Lessor, and Lessee shall execute and deliver to Lessor such instruments as Lessor may require to evidence the ownership by Lessor of such addition or alterationterm.

ALTERATIONS AND IMPROVEMENTS. During the Lease Term, Lessee shall not alter be permitted to make any alterations, additions or improvements (“Alterations”) to the exterior, structural, plumbing or electrical elements of the Properties in any manner Premises without the prior written consent of Lessor, which consent shall not be unreasonably withheldwithheld and shall be granted or reasonably withheld by Lessor (with its reasons therefor) by written notice to Lessee within fifteen (15) business days after Lessee’s request. If Lessor shall fail to respond to Lessee’s request for consent within the aforesaid fifteen (15) business day period, conditioned Lessor’s consent shall be deemed to have been granted. Failure of Lessee to remove (by payment or delayed; providedbond or otherwise), howeverwithin thirty (30) days of notice to Lessee of imposition, any lien against the Premises and/or the property resulting from any Alterations performed by or on behalf of the Lessee (other than by Lessor), shall constitute an event of default. Lessor hereby grants its consent to the Improvements. Notwithstanding the foregoing, or anything to the contrary contained elsewhere in this Lease, Lessee may undertake structural, exterior, plumbing and electrical alterations, which may include shall have the construction and demolition of additional improvements to the Properties (if such demolition does not unreasonably impair the ability to operate the Permitted Facility on the applicable Property, does not effect any improvements located on the applicable Property as of the Effective Date and is at Lessee’s sole cost and expense), individually, costing less than $500,000, as adjusted by changes in the Price Indexright, without Lessor’s prior written consent, to make any Alteration that is (i) decorative in nature (such as paint, carpet or other wall or floor finishes, movable partitions or other such work), or does not otherwise materially affect the Base Building. Lessee may undertake any non-structural alteration to For purposes of the Properties, so long as Lessee provides Lessor with fourteen (14) days prior written notice of such alterations, if greater than $10,000, as adjusted by changes in the Price Index. If Lessor’s consent is required hereunder and Lessor consents to the making of any such alterations, the same shall be made by Lessee at Lessee’s sole expense by a licensed contractor (which may be directly subcontracted with by Lessee) and according to plans and specifications approved by Lessor and subject to such other conditions as Lessor shall reasonably require. Any work at any time commenced by Lessee on the Properties shall be prosecuted diligently to completion, shall be of good workmanship and materials and shall comply fully with all the terms of this Lease and all Legal Requirements. Lessor shall reasonably cooperate with all improvements includingforegoing, without limitation, signing applicationsan Alteration shall not be deemed to materially affect the Base Building if the total hard costs of such Alteration do not exceed Fifty Thousand Dollars ($50,000.00). Upon completion of Prior to commencing any alterations individually costing $10,000 or more, as adjusted by changes in the Price IndexAlterations under this Paragraph, Lessee shall promptly secure all necessary permits and provide Lessor with evidence of full payment copies thereof to all laborers and materialmen contributing to the alterations. Additionally, upon completion of any such alterations, Lessee shall promptly provide Lessor with (a) an architect’s certificate certifying the alterations to have been completed in conformity with the plans and specifications (if the alterations are of such a nature as would require the issuance of such a certificate from the architect); (b) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); and (c) any other documents or information reasonably requested by Lessor. Lessee shall keep the Properties free from cause all contractors performing any liens arising out Alterations for Lessee to carry reasonable limits of any work performed on, or materials furnished to, the Propertiesliability and workers compensation insurance. Lessee shall execute indemnify and file hold the Lessor harmless from any and all damages and personal injuries resulting from any Alterations, and work associated therewith, undertaken by Lessee. This indemnification and hold harmless provision shall survive the expiration or record, as appropriate, a “Notice earlier termination of Non-Responsibility,” or any equivalent notice permitted under applicable law in the states where the Properties are located which provides that Lessor is not responsible for the payment of any costs or expenses relating to the additions or alterationsthis Lease. Any addition to or alteration of the Properties All Alterations by Lessee shall be deemed performed in a part work in a good and workmanlike manner, employing materials of the Properties good quality and belong to Lessor, and Lessee shall execute and deliver to Lessor such instruments as Lessor may require to evidence the ownership by Lessor of such addition or alterationcomplying with all governmental requirements.

ALTERATIONS AND IMPROVEMENTS. During the Lease TermTenant shall not, Lessee shall not alter the exterior, structural, plumbing or electrical elements of the Properties in any manner without the prior written consent of LessorLandlord, which consent shall not be unreasonably withheld, conditioned conditioned, or delayed, make or cause to be made any alterations, improvements, additions or installations in or to the Premises subsequent to the initial occupancy of the Premises by Tenant (other than repair or replacement of non-structural, interior Tenant improvements). If Landlord so consents, before commencement of any such work or delivery of any materials into the Premises or the Building, Tenant shall furnish to Landlord for approval: architectural plans and specifications, names and addresses of all contractors, contracts, necessary permits and licenses, certificates of insurance and instruments of indemnification against any and all claims, costs, expenses, damages and liabilities which may arise in connection with such work, all in such form and amount as may be reasonably satisfactory to Landlord. All work performed by Tenant shall be performed and supervised by a licensed Florida general contractor. In addition, prior to commencement of any such work or delivery of any materials into the Premises, Tenant shall provide Landlord security for the payment of said work and materials as Landlord may require (which security may be in the form of a payment and performance bond reasonably acceptable to Landlord) if at any time the total materials and work undertaken by Tenant (and not fully completed, as evidenced by final waivers of lien) exceeds, in the aggregate, $10,000, or such work is commenced in the last 120 days of the term of this Lease, or any Renewal Term thereof. Tenant agrees to hold Landlord, its partners, officer, directors, the managing agent of the Building and each of their respective agents and employees forever harmless against all claims and liabilities of every kind, nature and description which may arise out of or in any way be connected with such work. The Landlord's interest in the Premises shall in no way be subject to any liens for improvements or repairs made by Tenant or any contractor, subcontractor, materialman, or laborer. Tenant shall notify any contractor making improvements to the Premises of this provision as required by Florida Statute 713.10 and shall provide Landlord with a receipt of such notice signed by the contractor. If Landlord desires to make a recording as contemplated by Florida Statute 713.10, Tenant shall cooperate with Landlord in recording in the appropriate clerk's office either (a) a short form of this Lease or (b) a notice which complies with the provisions of said statute. All such work shall be performed and insured under insurance policies reasonably satisfactory to Landlord. If at any time such work shall cause or threaten to cause disharmony or interference, including labor disharmony, Landlord may revoke Tenant's authority to continue to perform such work. Upon completion of such work, Tenant shall furnish Landlord with contractors' affidavits and full and final waivers of lien and receipted bills covering all labor and materials expended. All such work shall be in compliance with all applicable legal, governmental and quasi governmental requirements, ordinances and rules (including the Board of Fire Underwriters), and all requirements of applicable insurance companies. Tenant shall permit Landlord, if Landlord so desires, to supervise construction operations in connection with such work at no cost to Tenant; provided, however, Lessee may undertake structuralthat such supervision or right to supervise by Landlord shall not constitute any warranty by Landlord to Tenant of the adequacy of the design, exterior, plumbing and electrical workmanship or quality of such work or materials for Tenant's intended use or impose any liability upon Landlord in connection with the performance of such work. All alterations, which may include the construction improvements, additions and demolition of additional improvements installations to the Properties (if such demolition does not unreasonably impair the ability to operate the Permitted Facility or on the applicable Property, does not effect any improvements located on the applicable Property as Premises shall become (subject to Article ) part of the Effective Date Premises at the time of their installation and is at Lessee’s sole cost and expense), individually, costing less than $500,000, as adjusted by changes shall remain in the Price Index, without Lessor’s prior written consent. Lessee may undertake any non-structural alteration to Premises at the Properties, so long as Lessee provides Lessor with fourteen (14) days prior written notice of such alterations, if greater than $10,000, as adjusted by changes in the Price Index. If Lessor’s consent is required hereunder and Lessor consents to the making of any such alterations, the same shall be made by Lessee at Lessee’s sole expense by a licensed contractor (which may be directly subcontracted with by Lessee) and according to plans and specifications approved by Lessor and subject to such other conditions as Lessor shall reasonably require. Any work at any time commenced by Lessee on the Properties shall be prosecuted diligently to completion, shall be of good workmanship and materials and shall comply fully with all the terms expiration or termination of this Lease and all Legal Requirements. Lessor shall reasonably cooperate with all improvements including, without limitation, signing applications. Upon completion of any alterations individually costing $10,000 compensation or more, as adjusted by changes in the Price Index, Lessee shall promptly provide Lessor with evidence of full payment credit to all laborers and materialmen contributing to the alterations. Additionally, upon completion of any such alterations, Lessee shall promptly provide Lessor with (a) an architect’s certificate certifying the alterations to have been completed in conformity with the plans and specifications (if the alterations are of such a nature as would require the issuance of such a certificate from the architect); (b) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); and (c) any other documents or information reasonably requested by Lessor. Lessee shall keep the Properties free from any liens arising out of any work performed on, or materials furnished to, the Properties. Lessee shall execute and file or record, as appropriate, a “Notice of Non-Responsibility,” or any equivalent notice permitted under applicable law in the states where the Properties are located which provides that Lessor is not responsible for the payment of any costs or expenses relating to the additions or alterations. Any addition to or alteration of the Properties shall be deemed a part of the Properties and belong to Lessor, and Lessee shall execute and deliver to Lessor such instruments as Lessor may require to evidence the ownership by Lessor of such addition or alterationTenant.

ALTERATIONS AND IMPROVEMENTS. During 10.1 Subject to the Lease Termprovisions of this Section 10, Lessor agrees that Lessee may do phased renovations to the Building as described herein ("Lessee's Improvements") after the Commencement Date and after Lessee occupies the Premises and commences paying Base Rent and additional rent. The Lessee's Improvements shall be constructed in accordance with final plans, specifications and construction drawings (collectively the "Lessee's Plans and Specifications") provided by Lessee and agreed upon by Lessor and Lessee in accordance with the terms hereof. 10.2 After Lessee shall have commenced paying Base Rent and additional rent for the Premises, Lessee shall not alter cause plans and specifications to be prepared by a licensed, professional engineer or architect, and submitted to Lessor, at Lessee's sole cost and expense, covering all work to be performed in constructing the exteriorLessee's Improvements. The Lessee's Plans and Specifications shall be in reasonable detail. Lessee shall ensure that the Lessee's Plans and Specifications comply with all applicable statutes, structuralcodes, plumbing or electrical elements ordinances and regulations ("Codes"). The submitted Lessee's Plans and Specifications shall be subject to review, comment and approval by Lessor. Lessor shall advise Lessee of its approval of the Properties Lessee's Plans and Specifications, or raise any objections thereto, in writing within fifteen (15) business days after Lessor receives all of the Lessee's Plans and Specifications. Lessee will have Lessee's Plans and Specifications modified as reasonably required by Lessor and will resubmit the modified plans to Lessor within fifteen (15) business days after Lessee receives all of the modification requirements. Lessor will expeditiously review such modifications and return Lessor's final approvals or any manner without further comments or objections within an additional fifteen (15) business days after Lessee's resubmission. Lessee shall then have an additional ten (10) business days to address such further comments or objections, if any. If Lessee and Lessor cannot agree on such changes, the consent disagreement shall be resolved by submission to an independent architect (selected mutually by Lessor and Lessee) having at least ten (10) years experience in the construction or renovation of property comparable to the Building. If the parties are not able to agree on such an independent architect within ten (10) days of notice from either party of such a disagreement, either party may request the selection of such an architect by the president of the local chapter of the American Institute of Architects. 10.3 Lessee shall obtain all building permits covering Lessee's Improvements pursuant to the Lessee's Plans and Specifications, and, if required, other permits, licenses, and approvals for Lessee's Improvements from any governmental agency or private third party. Lessee shall provide Lessor copies of all the same. Lessor will cooperate reasonably with Lessee's efforts to obtain such permits, licenses, and approvals. The contractor for Lessee's Improvements may be chosen by Lessee, subject to Lessor's reasonable prior approval. Such contractor shall be a reputable, licensed contractor with proven experience in the kind of work involved in doing Lessee's Improvements, capable of providing performance and payment bonds for the total cost of the Lessee's Improvements, creditworthy, and in good standing with applicable licensing agencies. Lessor may require Lessee to have the contractor obtain such bonds from an established, reputable surety and to name Lessor as a beneficiary of such bonds by dual obligee rider or other appropriate means. Lessee shall provide Lessor a copy of any construction contract or similar agreement which consent Lessee proposes to make for installation of the Lessee's Improvements for verification that such contract will contain terms and conditions consistent with Lessee's obligations under this Lease concerning construction of the Lessee's Improvements. Lessor and Lessee will cooperate reasonably, diligently, and in good faith in Lessee's finalization of such contract. Lessee represents to Lessor that Lessee intends to use for the basic form of such construction contract the American Institute of Architects (AIA) form of construction contract in substantial part (either cost plus or stipulated sum, at Lessee's discretion) with AIA general conditions thereto and other contract documents, subject to such modifications (not contravening any obligation of Lessee under this Lease) as may be negotiated between Lessee and Lessee's general contractor, including but not limited to a ten percent (10%) retention from payments thereunder. Lessor shall not have the right to have a representative of Lessor (who may be unreasonably withhelda professional architect or engineer) observe and inspect the installation of the Lessee's Improvements, conditioned or delayedand to participate reasonably in management of the same. 10.4 Lessee will prosecute construction of the Lessee's Improvements diligently to Substantial Completion after commencement of such construction; provided, however, that if Lessee may undertake structuralshall be unable to accomplish such Substantial Completion on or before the intended completion date due to force majeure as defined herein, exteriorsuch inability of Lessee shall not give Lessee a right to cancel this Lease, plumbing and electrical alterations, which may include the construction and demolition of additional improvements to the Properties (if such demolition does not unreasonably impair the ability to operate the Permitted Facility on the applicable Property, does not effect any improvements located on the applicable Property as of the Effective Date and is at Lessee’s sole cost and expense), individually, costing less than $500,000, as adjusted by changes in the Price Index, without Lessor’s prior written consent. Lessee may undertake any non-structural alteration to the Propertiesand, so long as Lessee provides continues diligently in making Lessee's Improvements and is not otherwise in default under this Lease, shall not give Lessor with fourteen (14) days prior written notice of the right to cancel this Lease; provided, further, that Lessee shall in any event Substantially Complete the Lessee's Improvements by July 31, 2006 and failure to complete the Lessee's Improvements by such alterationsfinal date, if greater than $10,000, as adjusted by changes in the Price Index. If Lessor’s consent is required hereunder and Lessor consents to the making of any such alterations, the same shall be made or failure by Lessee at to prosecute construction of Lessee’s sole expense 's Improvements as required by a licensed contractor (which may be directly subcontracted with by Lessee) and according to plans and specifications approved by Lessor and subject to such other conditions as Lessor shall reasonably require. Any work at any time commenced by Lessee on the Properties shall be prosecuted diligently to completionthis Lease, shall be of good workmanship and materials and shall comply fully with all the terms a breach of this Lease and Lessor shall have all Legal Requirementsavailable remedies provided under this Lease for such breach including the right to terminate this Lease in connection with such breach. Upon Substantial Completion of Lessee's Improvements, a representative of Lessor and a representative of Lessee together shall inspect the Premises and prepare a "punchlist" of defective or uncompleted items relating to the construction of the Lessee's Improvements. Lessee shall, within a reasonable time but in no event more then thirty (30) days after such punchlist is prepared and agreed upon by Lessor and Lessee, complete such incomplete work and remedy any defective work as set forth on the punchlist. 10.5 No material amendments to the final approved Lessee's Plans and Specifications will be implemented without the written approval of Lessor. Any proposed material amendment to such final approved plans shall be submitted by the Lessee to the Lessor in writing and shall be approved or rejected in writing within ten (10) business days after receipt thereof by the Lessor. Lessee shall advise Lessor of the additional costs of the Lessee's proposed changes. Lessor and Lessee shall reasonably cooperate act reasonably, diligently and in good faith to agree upon any such proposed amendment to final approved plans. 10.6 Lessee shall have all work in constructing the Lessee's Improvements or any other construction on the Premises performed promptly, diligently and in a good and workmanlike manner, free of defects, and in accordance with all improvements the applicable plans and specifications. 10.7 Lessor shall provide Lessee with an allowance (herein called the "Allowance") of TWO HUNDRED TWENTY ONE THOUSAND TWO HUNDRED NINETY SIX AND NO/100 DOLLARS ($221,296.00) for the design, supervision and construction of the Lessee's Improvements to the Premises, including, without limitation, signing applicationsall costs of design, all costs of materials and labor to install such improvements, and an overhead and supervisory fee to Lessor of five percent (5%) of all such costs, and Lessor will pay all such costs to the extent of the Allowance. Upon completion If such costs should exceed the Allowance, then Lessee shall pay for all such costs in excess of the Allowance. Lessor makes no representation or warranty that the Allowance will be sufficient to pay for Lessee's Improvements. 10.8 The Allowance shall be paid out as follows: Lessor will disburse funds from the Allowance to Lessee to pay the costs of constructing Lessee's Improvements according to customary and reasonable methods of payment for construction, including but not limited to progress payments not more frequently than monthly, lien releases from Lessee's general contractor and retention from such funds in connection with progress payments to the contractor, and appropriate evidence of such general contractor's payment of subcontractors and material suppliers. If the actual expenditures by Lessee for costs of construction of the Lessee's Improvements shall total less than the Allowance, the Allowance shall automatically be deemed reduced to the actual costs. The Allowance shall be applied to reimburse only costs of improving real property in the Premises, and not to costs of any alterations individually costing $10,000 furniture, furnishings, fixtures, equipment, or more, as adjusted by changes in the Price Index, Lessee shall promptly provide Lessor with evidence of full payment to all laborers and materialmen contributing to the alterations. Additionally, upon completion other personal property of any such alterations, Lessee shall promptly provide Lessor with (a) an architect’s certificate certifying the alterations to have been completed in conformity with the plans and specifications (if the alterations are of such a nature as would require the issuance of such a certificate from the architect); (b) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); and (c) any other documents or information reasonably requested by Lessorkind. Lessee may submit to Lessor monthly requests for disbursement, less retention of ten percent (10%), which Lessor may withhold from progress payments to Lessee's contractor. Lessee's request shall keep be in writing and shall be accompanied by the Properties free from following items: (i) Signed lien release or releases by Lessee's general contractor and major subcontractors, which release(s) may include a conditional lien release (conditional upon the contractor's receipt of payment in a specified amount), for the work covered by the progress payment applied for. "Major subcontractors" means any liens arising out supplier of any work performed on, services or materials furnished to, the Properties. Lessee shall execute and file or record, as appropriate, a “Notice of Non-Responsibility,” or any equivalent notice permitted under applicable law in the states where the Properties are located which provides that Lessor is not responsible for the payment of any costs or expenses relating to the additions or alterations. Any addition to or alteration of the Properties shall be deemed a part of the Properties and belong to Lessor, and Lessee shall execute and deliver to Lessor such instruments as Lessor may require to evidence the ownership by Lessor of such addition or alteration.costing more than $5,000.00;

ALTERATIONS AND IMPROVEMENTS. During the Lease Term, Lessee Tenant shall not alter the exterior, structural, plumbing or electrical elements of the Properties in any manner without the consent of LessorLandlord, which consent shall not be unreasonably withheld, conditioned or delayed; provided, however, Lessee Tenant may undertake structural, exterior, plumbing nonstructural alterations to (i) the New Mexico Property and electrical alterations, which may include the construction and demolition of additional improvements to the Properties (if such demolition does not unreasonably impair the ability to operate the Permitted Facility on the applicable Minnesota Property, does not effect any improvements located on the applicable Property as of the Effective Date and is at Lessee’s sole cost and expense), individually, costing less than $250,000, and (ii) the New York Property costing less than $500,000, as adjusted by changes in the Price Index, any calendar year without LessorLandlord’s prior written consent. Lessee No USTs may undertake be installed at any non-structural alteration to the Properties, so long as Lessee provides Lessor with fourteen (14) days prior Property without Landlord’s written notice of such alterations, if greater than $10,000, as adjusted by changes in the Price Indexconsent. If LessorLandlord’s consent is required hereunder and Lessor Landlord consents to the making of any such alterations, the same shall be made by Lessee Tenant at LesseeTenant’s sole expense by a licensed contractor (which may be directly subcontracted with by Lessee) and according to plans and specifications reasonably approved by Lessor Landlord and subject to such other conditions as Lessor Landlord shall reasonably require. Any work at any time commenced by Lessee Tenant on the Properties shall be prosecuted diligently to completion, shall be of good workmanship and materials and shall comply fully in all material respects with all the terms of this Lease and all Legal Requirements. Lessor shall reasonably cooperate with all improvements including, without limitation, signing applications. Upon completion of any alterations individually costing $10,000 50,000 or more, as adjusted by changes in the Price Index, Lessee Tenant shall promptly provide Lessor Landlord with evidence of full payment to all laborers and materialmen contributing to the alterations. Additionally, upon completion of any such alterations, Lessee Tenant shall promptly provide Lessor with Landlord with: (a) an architect’s certificate certifying the alterations to have been completed in conformity with the plans and specifications (if the alterations are of such a nature as would require the issuance of such a certificate from the architect); ; (b) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); and and (c) any other documents or information reasonably requested by LessorLandlord. Lessee Tenant shall keep the Properties free from any liens arising out of any work performed on, or materials furnished to, the Properties. Lessee Tenant shall execute and file or record, as appropriate, a “Notice of Non-Responsibility,” or any equivalent notice permitted under applicable law Law in the states where the Properties are located which provides that Lessor Landlord is not responsible for the payment of any costs or expenses relating to the additions or alterations. Any addition to or alteration of the Properties shall be deemed a part of the Properties and belong to LessorLandlord, and Lessee Tenant shall execute and deliver to Lessor Landlord such instruments as Lessor Landlord may require to evidence the ownership by Lessor Landlord of such addition or alteration. In no event shall the provisions of this Section 8.02 be deemed to limit Tenant’s rights or obligations with respect to any Personalty.

ALTERATIONS AND IMPROVEMENTS. During the Lease Term, Lessee shall not alter make any improvements, alterations, additions or installations in or to the exteriorPremises (hereinafter referred to as the "Work") without Lessor's prior written consent, which consent may be withheld in Lessor's sole discretion in the event such improvements, alterations, additions or installations affect the structural, plumbing mechanical or electrical elements systems of the Properties in any manner without the consent of LessorPremises, and which consent shall not be unreasonably withheldwithheld for other improvements, conditioned alterations, additions or delayedinstallations. In the event Lessor should grant its consent to any improvements, alterations, additions or installations, such consent shall be contingent upon Lessee providing to Lessor, before commencement of the Work or delivery of any materials to be used in the Work to the Premises or into the Complex, plans and specifications, names and addresses of contractors, copies of contracts, necessary permits and licenses, an indemnification in such form and amount as may be reasonably satisfactory to Lessor and a performance bond executed by a commercial surety reasonably satisfactory to Lessor in an amount equal to the cost of the Work and for the payment of all liens for labor and material arising therefrom. Lessee agrees to defend and hold Lessor forever harmless from any and all claims and liabilities of any kind and description which may arise out of or be connected in any way with said improvements, alterations, additions or installations. All Work shall be done only by contractors or mechanics reasonably approved by Lessor and at such reasonable times and in such manner as Lessor may from time to time reasonably designate. All work done by Lessee or its agents, employees or contractors shall be done in such a manner as to avoid labor disputes. Lessee shall pay the cost of all such improvements, alterations, additions or installations (including a reasonable charge for Lessor's services and for Lessor's inspection and engineering time in the event Lessor is required to retain the services of a consultant in connection with such services) and the cost of painting, restoring or repairing the Premises and the Complex occasioned by such improvements, alterations, additions or installations. Upon completion of the Work, Lessee shall furnish Lessor with contractor's affidavits, full and final waivers of liens and receipted bills covering all labor and materials expended and used. The Work shall comply with all insurance requirements and all laws, ordinances, rules and regulations of all governmental authorities and shall be constructed in a good and workmanlike manner. Lessee shall permit Lessor to inspect construction operations in connection with the Work. Lessee shall not be allowed to make any improvements, alterations, additions or installations without taking reasonable steps to assure that such action does not result in a labor dispute or otherwise would not materially interfere with Lessor's operation of the Complex. Lessor, by written notice to Lessee given at or prior to termination of this Lease, may require Lessee, at Lessee's sole cost and expense, to remove any improvements, alterations, additions or installations installed by Lessee in the Premises (except for improvements related to general office use that were installed by Lessee with Lessor's approval) and to repair or restore any damage caused by the installation and removal of such improvements, alterations, additions or installations; provided, however, Lessee may undertake structural, exterior, plumbing with the exception of Lessee's trade fixtures and electrical alterations, which may include the construction and demolition of additional improvements to the Properties (if such demolition does not unreasonably impair the ability to operate the Permitted Facility on the applicable Property, does not effect any improvements located on the applicable Property as of the Effective Date and is at Lessee’s sole cost and expense), individually, costing less than $500,000, as adjusted by changes in the Price Index, without Lessor’s prior written consent. Lessee may undertake any non-structural alteration to the Properties, so long as Lessee provides Lessor with fourteen (14) days prior written notice of such alterations, if greater than $10,000, as adjusted by changes in the Price Index. If Lessor’s consent is required hereunder and Lessor consents to the making of any such alterationsequipment, the same only improvements, additions or installations which Lessee shall remove shall be made by Lessee at Lessee’s sole expense by a licensed contractor (which may be directly subcontracted with by Lessee) and according to plans and specifications approved by Lessor and subject to such other conditions as Lessor shall reasonably require. Any work at any time commenced by Lessee on the Properties shall be prosecuted diligently to completion, shall be of good workmanship and materials and shall comply fully with all the terms of this Lease and all Legal Requirements. Lessor shall reasonably cooperate with all improvements including, without limitation, signing applications. Upon completion of any alterations individually costing $10,000 or more, as adjusted by changes those specified in the Price Index, Lessee shall promptly provide Lessor with evidence of full payment to all laborers and materialmen contributing to the alterations. Additionally, upon completion of any such alterations, Lessee shall promptly provide Lessor with (a) an architect’s certificate certifying the alterations to have been completed in conformity with the plans and specifications (if the alterations are of such a nature as would require the issuance of such a certificate from the architect); (b) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); and (c) any other documents or information reasonably requested by Lessor's notice. Lessee shall keep the Properties Premises and the Complex free from any liens arising out of any work performed, material furnished or obligations incurred by Lessee, and shall indemnify, protect, defend and hold harmless Lessor from any liens and encumbrances arising out of any work performed onor material furnished by or at the direction of Lessee. In the event that Lessee shall not, within twenty (20) days following the imposition of any such lien, cause such lien to be released of record by payment or materials furnished toposting of a proper bond, Lessor shall have, in addition to all other remedies provided herein and by law, the Properties. Lessee right, but not the obligation, to cause the same to be released by such means as it shall execute and file or recorddeem proper, as appropriate, a “Notice of Non-Responsibility,” or any equivalent notice permitted under applicable law in the states where the Properties are located which provides that Lessor is not responsible for the including payment of any costs or and/or defense against the claim giving rise to such lien. All such sums paid by Lessor and all expenses relating to the additions or alterations. Any addition to or alteration of the Properties incurred by it in connection therewith, including attorneys' fees and costs, shall be deemed a part of the Properties and belong to Lessor, and Lessee shall execute and deliver payable as Additional Rent to Lessor such instruments as Lessor may require to evidence by Lessee on demand with interest at the ownership rate provided in Article III accruing from the date paid or incurred by Lessor of such addition or alterationuntil reimbursed to Lessor by Lessee.

ALTERATIONS AND IMPROVEMENTS. During the Lease Term, Lessee shall not alter the exterior, structural, plumbing or electrical elements of the Properties in any manner without the consent of Lessor, which consent shall not be unreasonably withheld, conditioned or delayed; provided, however, Lessee may undertake structural, exterior, plumbing and electrical alterations, which may include the construction and demolition of additional improvements nonstructural alterations to the Properties (if such demolition does not unreasonably impair the ability to operate the Permitted Facility on the applicable Property, does not effect any improvements located on the applicable Property as of the Effective Date and is at Lessee’s sole cost and expense)Properties, individually, costing less than $500,000250,000.00, as adjusted by changes in the Price Index, without Lessor’s prior written consent. Lessee may undertake any non-structural alteration to the Properties, so long as Lessee provides Lessor with fourteen (14) days prior written notice of such alterations, if greater than $10,000, as adjusted by changes in the Price Index. If Lessor’s consent is required hereunder and Lessor consents to the making of any such alterations, the same shall be made by Lessee at Lessee’s sole expense by a licensed contractor (which may be directly subcontracted with by Lessee) and according to plans and specifications approved by Lessor and subject to such other conditions as Lessor shall reasonably require. Any work at any time commenced by Lessee on the Properties shall be prosecuted diligently to completion, shall be of good workmanship and materials and shall comply fully with all the terms of this Lease and all Legal Requirements. Lessor shall reasonably cooperate with all improvements including, without limitation, signing applications. Upon completion of any alterations individually costing $10,000 250,000.00 or more, as adjusted by changes in the Price Index, Lessee shall promptly provide Lessor with evidence of full payment to all laborers and materialmen contributing to the alterations. Additionally, upon completion of any such alterations, Lessee shall promptly provide Lessor with (a) an architect’s certificate certifying the alterations to have been completed in conformity with the plans and specifications (if the alterations are of such a nature as would require the issuance of such a certificate from the architect); (b) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); and (c) any other documents or information reasonably requested by Lessor. Lessee shall keep the Properties free from any liens arising out of any work performed on, or materials furnished to, the Properties. Lessee shall execute and file or record, as appropriate, a “Notice of Non-Responsibility,” or any equivalent notice permitted under applicable law Law in the states where the Properties are located which provides that Lessor is not responsible for the payment of any costs or expenses relating to the additions or alterations. Any addition to or alteration of the Properties shall be deemed a part of the Properties and belong to Lessor, and Lessee shall execute and deliver to Lessor such instruments as Lessor may require to evidence the ownership by Lessor of such addition or alteration. The interest of Lessor in the Properties shall not be subject in any way to any liens, including any lien rights under Chapter 713, Florida Statutes, for improvements to or other work performed to the Properties by or on behalf of Lessee. Lessee shall have no power or authority to create any lien or permit any lien to attach to the present estate, reversion or other interest of Lessor in the Properties. All mechanics, materialmen, contractors, laborers, artisans, suppliers, and other parties contracting with Lessee, its representatives or contractors with respect to the Properties are hereby given notice that they must look solely to Lessee to secure payment for any labor, services or materials furnished or to be furnished to Lessee, or to anyone holding any of the Properties through or under Lessee during the Lease Term. The foregoing provisions are made with express reference to Section 713.10, Florida Statutes (2005). Lessee shall notify every contractor making improvements to the Properties that the interest of Lessor in the Properties shall not be subject to liens for improvements to or other work performed with respect to the Properties by or on behalf of Lessee.

ALTERATIONS AND IMPROVEMENTS. During (a) No structural alteration in, or structural addition to, the Lease TermPremises or the mechanical, Lessee shall not alter the exteriorelectrical, structural, plumbing or electrical elements any other systems (other than security) of the Properties in any manner Premises will be made without the consent of Lessorfirst obtaining Landlord’s prior written consent, which consent shall not be unreasonably withheld, conditioned conditioned, or delayed, and any such work consented to, although paid for by Tenant, may be done by Landlord’s contractor. However, in the event the same is performed by Tenant then all such work performed by Tenant shall meet any and all applicable building codes, and shall otherwise be performed in full compliance with any and all applicable laws, ordinances, codes and regulations, and further, Tenant shall (i) perform all such work in a reasonable manner; provided(ii) utilize only contractors or other vendors with a first class reputation; (iii) cause such work to be completed promptly on a lien free basis; (iv) cause such work to be completed in compliance with all applicable laws, ordinances, regulations and rules; (v) utilize the same or similar materials as any materials which may be replaced; (vi) obtain Landlord’s prior written approval of all contractors, subcontractors and other vendors to be utilized by Tenant in performing any such work; and (vii) obtain any and all required building permits and other required approvals prior to performing any such work. Tenant shall, however, Lessee may undertake structural, exterior, plumbing and electrical alterations, which may include the construction and demolition of additional improvements be entitled to perform nonstructural alterations or nonstructural additions to the Properties (if such demolition does not unreasonably impair the ability Premises and shall be entitled to operate the Permitted Facility work on the applicable Property, does security system (but not effect any improvements located on the applicable Property as of the Effective Date and is at Lessee’s sole cost and expense), individually, costing less than $500,000, as adjusted by changes in the Price Index, other Building system) without LessorLandlord’s prior written consent. Lessee may undertake consent but subject to and in compliance with the terms and conditions set forth in this Section 13 regarding any non-structural alteration work performed by Tenant. (b) If Tenant’s actions, omissions or occupancy of the Premises shall knowingly cause the rate of fire or other insurance either on the Building or the Premises to the Propertiesbe increased, so long as Lessee provides Lessor with fourteen (14) days prior written notice of such alterations, if greater than $10,000Tenant shall pay, as adjusted by changes in additional rent, the Price Index. If Lessor’s consent is required hereunder and Lessor consents to the making amount of any such alterationsincrease promptly upon demand by Landlord; and (c) All erections, additions, fixtures and improvements, whether temporary or permanent in character (except only the same movable office furniture of Tenant) made in or upon the Premises shall be made by Lessee at Lesseeand remain Landlord’s sole expense by a licensed contractor (which may be directly subcontracted with by Lessee) and according to plans and specifications approved by Lessor and subject to such other conditions as Lessor shall reasonably require. Any work at any time commenced by Lessee on the Properties shall be prosecuted diligently to completion, shall be of good workmanship and materials property and shall comply fully with all remain upon the terms Premises at the termination of this Lease and all Legal Requirementsby lapse of time or otherwise, with no compensation to Tenant. Lessor shall reasonably cooperate with all improvements including, without limitation, signing applications. Upon completion of any alterations individually costing $10,000 or more, as adjusted by changes in At the Price Index, Lessee shall promptly provide Lessor with evidence of full payment to all laborers and materialmen contributing to the alterations. Additionally, upon completion of any such alterations, Lessee shall promptly provide Lessor with (a) an architect’s certificate certifying the alterations to have been completed in conformity with the plans and specifications (if the alterations are of such a nature as would require the issuance of such a certificate from the architect); (b) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); and (c) any other documents or information reasonably requested by Lessor. Lessee shall keep the Properties free from any liens arising out of any work performed on, or materials furnished to, the Properties. Lessee shall execute and file or record, as appropriate, a “Notice of Non-Responsibility,” or any equivalent notice permitted under applicable law in the states where the Properties are located which provides that Lessor is not responsible for the payment of any costs or expenses relating to the additions or alterations. Any addition to or alteration expiration of the Properties Term of this Lease, Tenant shall be deemed a part of leave the Properties Premises broom clean and belong to Lessorin good condition, normal wear and Lessee shall execute and deliver to Lessor such instruments as Lessor may require to evidence the ownership by Lessor of such addition or alterationtear accepted.

ALTERATIONS AND IMPROVEMENTS. During the Lease Term, Lessee Tenant shall not alter the exterior, structural, plumbing or electrical elements of the Properties Property in any manner without the consent of LessorLandlord, which consent shall not be unreasonably withheld, conditioned withheld or delayedconditioned; provided, however, Lessee Tenant may undertake structural, exterior, plumbing and electrical alterations, which may include the construction and demolition of additional improvements nonstructural alterations to the Properties (if such demolition does not unreasonably impair the ability to operate the Permitted Facility on the applicable Property, does not effect any improvements located on the applicable Property as of the Effective Date and is at Lessee’s sole cost and expense), individually, costing less than $500,000, as adjusted by changes 75,000 in the Price Index, aggregate per year without LessorLandlord’s prior written consent. Lessee may undertake any non-structural alteration to the Properties, so long as Lessee provides Lessor with fourteen (14) days prior written notice of such alterations, if greater than $10,000, as adjusted by changes in the Price Index. If LessorLandlord’s consent is required hereunder and Lessor Landlord consents to the making of any such alterations, the same shall be made by Lessee Tenant at LesseeTenant’s sole expense by a licensed contractor (which may be directly subcontracted with by Lessee) and according to plans and specifications approved by Lessor Landlord and subject to such other conditions as Lessor Landlord shall reasonably require. Any work at any time commenced by Lessee Tenant on the Properties Property shall be prosecuted diligently to completion, shall be of good workmanship and materials and shall comply fully with all the terms teens of this Lease and all Legal Requirements. Lessor shall reasonably cooperate with all improvements including, without limitation, signing applications. Upon completion of any alterations individually costing $10,000 75,000 or more, as adjusted by changes in the Price Index, Lessee Tenant shall promptly provide Lessor Landlord with evidence of full payment to all laborers and materialmen contributing to the alterations. Additionally, upon completion of any such alterations, Lessee Tenant shall promptly provide Lessor with Landlord with (a) an architect’s certificate certifying the alterations to have been completed in conformity with the plans and specifications (if the alterations are of such a nature as would require the issuance of such a certificate from the architect); ; (b) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); and and (c) any other documents or information reasonably requested by LessorLandlord. Lessee Tenant shall keep the Properties Property free from any liens arising out of any work performed on, or materials furnished to, the PropertiesProperty. Lessee Tenant shall execute and file or record, as appropriate, a “Notice of Non-Responsibility,” or any equivalent notice permitted under applicable law in the states state where the Properties are Property is located which provides that Lessor Landlord is not responsible for the payment of any costs or expenses relating to the additions or alterations. Any addition to or alteration of the Properties Property shall be deemed a part of the Properties Property and belong to LessorLandlord, and Lessee Tenant shall execute and deliver to Lessor Landlord such instruments as Lessor Landlord may require to evidence the ownership by Lessor Landlord of such addition or alteration.

ALTERATIONS AND IMPROVEMENTS. During the Lease Term, Lessee shall not alter the exterior, structural, plumbing or electrical elements a. Landlord will make available a Tenant Improvements Allowance ("Landlord's Tenant Improvement Allowance") of $14.00 per square foot of Expansion Space. Included as part of the Properties Tenant Improvement Allowance shall be a construction management fee in the amount of five percent (5%) of the actual improvement cost, and all costs associated with architectural & mechanical drawings. The design and construction of the Tenant Improvements shall be in accordance with working drawings to be approved by Landlord and Tenant prior to commencement of construction. The Premises will be prepared in accordance with Exhibit "A" attached hereto and by this reference made a part hereof ("Landlord's Construction"). Landlord shall have such work performed promptly, diligently and in a good and workmanlike manner. The aforementioned Tenant Improvement Allowance shall be utilized by the earlier of 1) June 30, 2001 or 2) 90 days from the day Buil▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇ ▇▇▇, ▇▇ich is presently occupied by Heritage Property Management becomes vacant. Should Tenant fail to utilize the Tenant Improvement Allowance by June 30, 2001 then this obligation of the Landlord shall be null and void and of no further force or effect. Landlord agrees and acknowledges to allow Tenant to utilize any manner without excess Tenant Improvement Allowance within the consent of Lessor, which consent shall not be unreasonably withheld, conditioned existing premises or delayed; provided, however, Lessee may undertake structural, exterior, plumbing and electrical alterations, which may include the construction and demolition of additional within other premises occupied by Tenant for improvements to the Properties (if Premises. Tenant acknowledges and agrees that any such demolition does not unreasonably impair the ability work to operate the Permitted Facility on the applicable Property, does not effect any improvements located on the applicable Property as of the Effective Date and is at Lessee’s sole cost and expense), individually, costing less than $500,000, as adjusted by changes in the Price Index, without Lessor’s prior written consent. Lessee may undertake any non-structural alteration be performed pursuant to the Properties, so long as Lessee provides Lessor with fourteen (14) days prior written notice of such alterations, if greater than $10,000, as adjusted by changes in the Price Index. If Lessor’s consent is required hereunder and Lessor consents to the making of any such alterations, the same shall be made by Lessee at Lessee’s sole expense by a licensed contractor (which may be directly subcontracted with by Lessee) and according to plans and specifications approved by Lessor and subject to such other conditions as Lessor shall reasonably require. Any work at any time commenced by Lessee on the Properties shall be prosecuted diligently to completionherein defined excess Tenant Improvement Allowance, shall be subject to Landlord's reasonable approval and in the event Tenant does not utilize the excess Tenant Improvement Allowance prior to December 31, 2001; this obligation of good workmanship the Landlord shall be null and materials void and shall comply fully with all the terms of this Lease and all Legal Requirements. Lessor shall reasonably cooperate with all improvements including, without limitation, signing applications. no further force or effect. b. Upon substantial completion of any alterations individually costing $10,000 or moreLandlord's Construction, as adjusted by changes Tenant shall inspect the Premises and identify "punch-list" items for Tenant's final acceptance. "Substantial Completion" means the Premise is reasonably satisfactory for acceptance and in the Price Index, Lessee shall promptly provide Lessor with evidence of full payment to all laborers and materialmen contributing to the alterations. Additionally, upon completion of any such alterations, Lessee shall promptly provide Lessor with (a) an architect’s certificate certifying the alterations to have been completed in conformity accordance with the plans and specifications (if the alterations are of such a nature as would require the issuance of such a certificate from the architect); (b) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); and (c) any other documents or information reasonably requested by Lessor. Lessee shall keep the Properties free from any liens arising out of any work performed on, or materials furnished to, the Properties. Lessee shall execute and file or record, as appropriate, a “Notice of Non-Responsibility,” or any equivalent notice permitted under applicable law in the states where the Properties are located which provides that Lessor is not responsible for the payment of any costs or expenses relating to the additions or alterations. Any addition to or alteration of the Properties shall be deemed a part of the Properties and belong to Lessor, and Lessee shall execute and deliver to Lessor such instruments as Lessor may require to evidence the ownership by Lessor of such addition or alterationdepicted on Exhibit "A".

ALTERATIONS AND IMPROVEMENTS. During After Completion of the Lease TermLessor’s Work, Lessee or any of its assignees or subtenants shall have the right, in accordance with this Section 22, to make any alterations or improvements to the Premises for the purpose of its business or the business of its assignees or subtenants (“Lessee Change”); provided, that (i) for any Lessee Change having a cost in excess of Fifty Thousand Dollars ($50,000), Lessee shall not alter give Lessor written notice of any Lessee Change prior to commencement of any work and provide a set of plans and specifications for the exterior, structural, plumbing or electrical elements proposed Lessee Change; (ii) no Lessee change may affect any structural element of the Properties Buildings or system in any manner the Buildings, nor be visible from the exterior of the Buildings without the prior written consent of Lessor, which consent shall not to be unreasonably withheldwithheld or denied; (iii) all Lessee Changes shall be made in accordance with the requirements of all governmental authorities having jurisdiction thereover and the Permitted Exceptions; and (iv) no Lessee Change may cause the value of the property to be materially diminished thereby. Lessor agrees to sign promptly, conditioned at no expense or delayed; providedliability to Lessor, howeverapplications, permits or consents which may be required by public authorities in connection with alterations, improvements, or stockroom additions to the Premises which are in compliance with this Section 22 and are requested by Lessee, its assignees or subtenants. Subject to the following sentence, Lessor may require Lessee to have all or any portion of such items designated by Lessor to be removed from the Premises upon the expiration or earlier termination of this Lease (except in the event of an early termination that is the result of Lessee’s purchase of the Premises), or to remain in the Premises, in which event they shall be and become the property of Lessor upon the expiration or earlier termination of this Lease. Lessee may request Lessor to identify whether or not a particular Lessee Change will be required to be removed at the time that Lessee seeks Lessor’s consent for such Lessee Change, or if no consent is required for a particular Lessee Change, Lessee may undertake structural, exterior, plumbing and electrical alterations, which may include the construction and demolition of additional improvements seek such determination prior to the Properties (if such demolition does not unreasonably impair the ability to operate the Permitted Facility on the applicable Property, does not effect any improvements located on the applicable Property as of the Effective Date and is at Lessee’s sole cost and expense), individually, costing less than $500,000, as adjusted by changes in the Price Index, without Lessor’s prior written consent. Lessee may undertake any non-structural alteration to the Properties, so long as Lessee provides Lessor with fourteen (14) days prior written notice of such alterations, if greater than $10,000, as adjusted by changes in the Price Index. If Lessor’s consent is required hereunder and Lessor consents to the making of any such alterations, the same shall be made by Lessee at Lessee’s sole expense by a licensed contractor (which may be directly subcontracted with by Lessee) and according to plans and specifications approved by Lessor and subject to such other conditions as Lessor shall reasonably require. Any work at any time commenced by Lessee on the Properties shall be prosecuted diligently to completion, shall be of good workmanship and materials and shall comply fully with all the terms of this Lease and all Legal Requirements. Lessor shall reasonably cooperate with all improvements including, without limitation, signing applications. Upon completion of any alterations individually costing $10,000 or more, as adjusted by changes in the Price Index, Lessee shall promptly provide Lessor with evidence of full payment to all laborers and materialmen contributing to the alterations. Additionally, upon completion of any such alterations, Lessee shall promptly provide Lessor with (a) an architect’s certificate certifying the alterations to have been completed in conformity with the plans and specifications (if the alterations are of such a nature as would require the issuance of such a certificate from the architect); (b) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); and (c) any other documents or information reasonably requested by Lessorits construction. Lessee shall keep repair all damage to the Properties free from any liens arising out Premises caused by the installation or removal of any work performed on, or materials furnished to, the Properties. Lessee shall execute and file or record, as appropriate, a “Notice of Non-Responsibility,” or any equivalent notice permitted under applicable law in the states where the Properties are located which provides that Lessor is not responsible for the payment of any costs or expenses relating to the additions or alterations. Any addition to or alteration of the Properties shall be deemed a part of the Properties and belong to Lessor, and Lessee shall execute and deliver to Lessor such instruments as Lessor may require to evidence the ownership by Lessor of such addition or alterationChanges.

ALTERATIONS AND IMPROVEMENTS. During the Lease TermTenant shall not, Lessee shall not alter the exterior, structural, plumbing or electrical elements of the Properties in any manner without the prior written consent of LessorLandlord, which consent shall not be unreasonably withheld, conditioned withheld or delayed; provided, howevermake any alterations, Lessee may undertake structuralimprovements or additions to the Premises and/or the Storage Area (hereinafter referred to as a "Change"). Tenant's reconfiguration of its office units shall not require Landlord's consent unless such reconfiguration results in alterations to the Building's HVAC, exteriorelectrical, plumbing and electrical alterations, which may include the construction and demolition of additional improvements to the Properties (if such demolition does not unreasonably impair the ability to operate the Permitted Facility on the applicable Property, does not effect any improvements located on the applicable Property as of the Effective Date and is at Lessee’s sole cost and expense), individually, costing less than $500,000, as adjusted by changes in the Price Index, without Lessor’s prior written consent. Lessee may undertake any non-structural alteration to the Properties, so long as Lessee provides Lessor with fourteen (14) days prior written notice of such alterations, if greater than $10,000, as adjusted by changes in the Price Indexor other utility system. If Lessor’s consent is required hereunder and Lessor Landlord consents to the making of any a Change it may impose such alterationsconditions with respect thereto as Landlord, the same shall be made by Lessee at Lessee’s sole expense by a licensed contractor (which may be directly subcontracted with by Lessee) and according to plans and specifications approved by Lessor and subject to such other conditions as Lessor shall reasonably require. Any work at any time commenced by Lessee on the Properties shall be prosecuted diligently to completionacting in its reasonable discretion, shall be of good workmanship and materials and shall comply fully with all the terms of this Lease and all Legal Requirements. Lessor shall reasonably cooperate with all improvements includingdeems appropriate, including without limitation, signing applications. Upon completion requiring Tenant to furnish Landlord security for the payment of any alterations individually costing $10,000 or moreall costs to be incurred in connection with the Change, as adjusted by changes in the Price Index, Lessee shall promptly provide Lessor with evidence insurance against liabilities which may arise out of full payment to all laborers such work and materialmen contributing to the alterations. Additionally, upon completion of any such alterations, Lessee shall promptly provide Lessor with (a) an architect’s certificate certifying the alterations to have been completed in conformity with the plans and specifications naming Landlord as an additional insured together with all necessary permits for such Change. The work necessary to make the Change shall be done at Tenant's expense by employees or contractors selected by Tenant and, with respect to a Change, approved by Landlord, which approval shall not be unreasonably withheld or delayed, and shall be performed in such manner and at such times as Landlord shall direct to minimize disturbance to other tenants (if and without limiting the alterations are generality of the foregoing, Tenant acknowledges that Landlord may withhold its consent to the use of employees or contractors selected by Tenant if, in Landlord's judgment, the retention of such a nature as would require the issuance of such a certificate from the architect); (b) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); and (c) any other documents employees or information reasonably requested by Lessor. Lessee shall keep the Properties free from any liens arising out of any work performed oncontractor might delay, or materials furnished to, the Properties. Lessee shall execute and file or record, as appropriate, a “Notice of Non-Responsibility,” or any equivalent notice permitted under applicable law in the states where the Properties are located which provides that Lessor is not responsible for the payment of any costs or expenses relating to the additions or alterations. Any addition to or alteration of the Properties shall be deemed a part of the Properties and belong to Lessor, and Lessee shall execute and deliver to Lessor such instruments as Lessor may require to evidence the ownership by Lessor of such addition or alteration.hinder or

ALTERATIONS AND IMPROVEMENTS. During the Lease Term, Lessee LESSEE shall not alter the exteriorinstall, structuralmake, plumbing or electrical elements of the Properties in suffer to be made, any manner without the consent of Lessor, which consent shall not be unreasonably withheld, conditioned alterations or delayed; provided, however, Lessee may undertake structural, exterior, plumbing and electrical alterations, which may include the construction and demolition of additional improvements to the Properties (if such demolition does PREMISES or any part thereof without the prior written consent of LESSOR which shall not unreasonably impair be withheld. All work performed by LESSEE shall be performed in accordance with good construction practices, applicable governmental requirements, the ability requirements of any insurance policy providing coverage to operate the Permitted Facility on PREMISES and the general and special conditions, plans and specifications approved by LESSOR. LESSEE shall comply with all construction and labor regulations of LESSOR and shall provide all bonds and insurance required by LESSOR, including such proof of bonding and insurance coverage as LESSOR may require. All alterations or improvements performed by LESSEE shall be carried out by licensed contractors reasonably approved by LESSOR and shall be carried out in accordance with all applicable Property, does not effect any improvements located on the applicable Property as of the Effective Date laws and is regulations. LESSEE shall at Lessee’s LESSEE's sole cost and expense)expense obtain all necessary permits, individually, costing licenses and authorizations in connection with the construction. LESSEE's work shall be subject to the general inspection of LESSOR. LESSEE shall provide proof satisfactory to LESSOR that LESSEE's contractor will (a) provide warranties for not less than $500,000one year against defects in workmanship, materials, and equipment; (b) carry or cause to be carried worker's compensation insurance covering all of the contractor's and its subcontractor's employees; and (c) carry public liability and property damage insurance which names LESSOR as adjusted by changes in the Price Index, without Lessor’s prior written consent. Lessee may undertake any non-structural alteration to the Properties, so long as Lessee provides Lessor with fourteen an insured and requires thirty (1430) days prior written notice to LESSOR before any change in or cancellation of such alterations, if greater coverage becomes effective. The policy or policies shall contain liability limits of not less than One Million Dollars ($10,000, as adjusted by changes in 1,000,000) single limit coverage. LESSOR shall have the Price Index. If Lessor’s consent is required hereunder and Lessor consents right to the making post a notice of any such alterations, the same shall be made by Lessee at Lessee’s sole expense by a licensed contractor (which may be directly subcontracted with by Lessee) and according to plans and specifications approved by Lessor and subject to such other conditions as Lessor shall reasonably require. Any work at any time commenced by Lessee on the Properties shall be prosecuted diligently to completion, shall be of good workmanship and materials and shall comply fully with all the terms of this Lease and all Legal Requirements. Lessor shall reasonably cooperate with all improvements including, without limitation, signing applications. Upon completion of any alterations individually costing $10,000 or more, as adjusted by changes in the Price Index, Lessee shall promptly provide Lessor with evidence of full payment to all laborers and materialmen contributing to the alterations. Additionally, upon completion of any such alterations, Lessee shall promptly provide Lessor with (a) an architect’s certificate certifying the alterations to have been completed in conformity with the plans and specifications (if the alterations are of such a nature as would require the issuance of such a certificate from the architect); (b) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); and (c) any other documents or information reasonably requested by Lessor. Lessee shall keep the Properties free from any non- responsibility for liens arising out of any work performed onperformed, materials furnished and obligations incurred by LESSEE. LESSEE agrees to advise LESSOR in writing at least ten (10) business days in advance of the date upon which alterations will be commenced in order to permit LESSOR to post such a notice. LESSEE shall keep the PREMISES free from any and all liens arising out of any work performed, materials furnished or obligations incurred by LESSEE. LESSEE shall indemnify, defend and hold LESSOR harmless against any claim, demand, liability or expense on account of claims for work done or materials supplied for LESSEE or person claiming under it. All improvements made by LESSEE which are attached to the PREMISES so that they cannot be removed without material injury to the PREMISES shall become the property of the LESSOR upon installation. Not later than the last day of the term of this Lease, LESSEE shall, at LESSEE’S expense, remove all of LESSEE’S personal property and those improvements made by LESSEE which have not become the property of the LESSOR, including trade fixtures, cabinet work, moveable paneling, partitions and the like; repair all damage resulting from the installation or removal of such property and improvements; surrender the PREMISES in as good order, condition or repair as they were at the beginning of the term, except for reasonable use and wear thereof, and damage by fire, the elements, casualty, act of God or other cause not due to misuse or neglect of LESSEE or LESSEE’S officers, agents, employees, or materials furnished tovisitors; and remove at LESSEE’S expense any signs, the Properties. Lessee shall execute and file notices or record, as appropriate, a “Notice of Non-Responsibility,” displays placed or any equivalent notice permitted under applicable law in the states where the Properties are located which provides that Lessor is not responsible for the payment of any costs or expenses relating to the additions or alterations. Any addition to or alteration of the Properties shall be deemed a part of the Properties and belong to Lessor, and Lessee shall execute and deliver to Lessor such instruments as Lessor may require to evidence the ownership installed by Lessor of such addition or alterationLESSEE.

ALTERATIONS AND IMPROVEMENTS. During the Lease Term, Lessee Tenant shall not alter the exterior, structural, plumbing or electrical elements of the Properties in any manner without the consent of Lessor, which consent shall not be unreasonably withheld, conditioned or delayed; provided, however, Lessee may undertake structural, exterior, plumbing and electrical make no alterations, which may include the construction and demolition of additional changes or improvements to the Properties (if such demolition does not unreasonably impair Premises without the ability to operate the Permitted Facility on the applicable Property, does not effect any improvements located on the applicable Property as of the Effective Date and is at Lessee’s sole cost and expense), individually, costing less than $500,000, as adjusted by changes in the Price Index, without Lessor’s prior written consent. Lessee may undertake any non-structural alteration consent of Landlord, not to the Propertiesbe unreasonably withheld or delayed, so long as Lessee provides Lessor with fourteen (14) days prior written notice of such alterations, if greater than $10,000, as adjusted by changes in the Price Index. If Lessor’s consent is required hereunder and Lessor consents without first submitting to the making of any such alterations, the same shall be made by Lessee at Lessee’s sole expense by a licensed contractor (which may be directly subcontracted with by Lessee) and according to Landlord plans and specifications approved for such work. All work done by Lessor Tenant shall be performed in a good and subject workmanlike manner, in compliance with all applicable laws and at such times and in such manner as not to such cause interference with any work of Landlord or with other conditions as Lessor shall reasonably requiretenants in the Building. Any work at any time commenced by Lessee on the Properties shall be prosecuted diligently to completion, shall be of good workmanship and materials and shall comply fully with all the terms of this Lease and all Legal Requirements. Lessor shall reasonably cooperate with all improvements including, without limitation, signing applications. Upon completion of any alterations individually costing $10,000 or more, as adjusted by changes in the Price Index, Lessee shall promptly provide Lessor with evidence of full payment to all laborers and materialmen contributing to the alterations. Additionally, upon completion of any such alterations, Lessee shall promptly provide Lessor with (a) an architect’s certificate certifying the alterations to have been completed in conformity with the plans and specifications (if the alterations are of such a nature as would require the issuance of such a certificate from the architect); (b) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); and (c) any other documents or information reasonably requested by Lessor. Lessee shall keep the Properties free from any liens arising out of any work performed onadditions, or materials furnished improvements (whether temporary or permanent in character) made in or upon the Premises, either by Landlord or Tenant (including but not be limited to, the Properties. Lessee shall execute wall covering, carpeting or other floor covering, paneling, built-in trac moveable file systems, nurses call systems, built-in book shelves and file or recordbuilt-in cabinet work), as appropriate, a “Notice of Non-Responsibility,” or any equivalent notice permitted under applicable law in the states where the Properties are located which provides that Lessor is not responsible for the payment of any costs or expenses relating to the additions or alterations. Any addition to or alteration of the Properties shall be deemed a part of the Properties property of Landlord and belong shall be surrendered with the Premises at termination of this Lease and shall remain on the Premises without compensation to LessorTenant. All other furniture, movable trade fixtures (including but not be limited to, x-ray equipment, audio booths and laboratory equipment) and equipment installed by Tenant may (and shall at Landlord's option) be removed by Tenant at the termination of this Lease. Landlord reserves the right to prescribe that all improvements by Tenant shall be the same as or shall conform with Building standard items, materials and types of construction. All alterations, physical additions or improvements must be constructed by a contractor and workmen approved by Landlord, not to be unreasonably withheld or delayed. All furniture, movable trade and equipment installed by Tenant not removed from the Premises within fifteen (15) days of the termination of the Lease shall be conclusively presumed to have been abandoned by Tenant and Landlord may, at its option, take over the possession of such property and either (a) declare same to be property of Landlord by written notice thereof to Tenant or (b) at the sole risk, cost, and Lessee expense of Tenant, remove the same or any part thereof in any manner that Landlord shall execute choose and deliver dispose of or store the same without incurring liability to Lessor such instruments as Lessor may require Tenant or to evidence the ownership by Lessor of such addition or alteration.any other person. * *

ALTERATIONS AND IMPROVEMENTS. During 1. Tenant shall make no alterations or improvements to the Lease TermPremises without Landlord’s prior written consent, Lessee shall not alter the exteriorto be unreasonably withheld, structuralconditioned, plumbing or electrical elements delayed. Prior to commencement of the Properties Lease, Landlord will provide Landlord’s building standard finish out in any manner accordance with the parameters outlined in Exhibit “D” attached hereto (“Landlord’s Work”). Landlord shall proceed with due diligence to complete both Landlord’s Work and Tenant’s Work (collectively the “Work”) in compliance with Exhibit “D” attached hereto, or as otherwise agreed, and tender the Premises to Tenant. The Premises shall be “substantially complete” when all of the Work on the Premises shall have been fully performed, with only such omissions or deviations as are inadvertent and unintentional, and are remediable without impairing the consent intended use of Lessorthe Premises. The Premises shall be deemed to be ready for occupancy when Landlord certifies in writing to Tenant that Landlord has substantially completed the Work and Landlord has in fact substantially completed the Work to such point that Tenant may immediately occupy the premises and commence its intended business operations (“Substantial Completion”). Tenant shall promptly inspect the Work and accept same if in compliance with the terms hereof (“Acceptance”), which consent shall not be unreasonably withheld, conditioned or delayed; provided. All construction work done by Landlord shall be performed in a good and workmanlike manner, howeverin compliance with all governmental requirements, Lessee may undertake structuraland in accordance with the description of the Work in Exhibit “D.” If approved in writing by Tenant, exteriorany costs for tenant finish-out in excess of the Landlord’s building standard shall be borne by Tenant. If deemed reasonably necessary, plumbing specific construction details will be memorialized in a letter agreement between Landlord and electrical alterationsTenant prior to commencement of construction, which may include will form part of Exhibit “D” to this Lease. 2. At the construction and demolition of additional improvements to the Properties (if such demolition does not unreasonably impair the ability to operate the Permitted Facility on the applicable Property, does not effect any improvements located on the applicable Property as of the Effective Date and is at Lessee’s sole cost and expense), individually, costing less than $500,000, as adjusted by changes in the Price Index, without Lessor’s prior written consent. Lessee may undertake any non-structural alteration to the Properties, so long as Lessee provides Lessor with fourteen (14) days prior written notice of such alterations, if greater than $10,000, as adjusted by changes in the Price Index. If Lessor’s consent is required hereunder and Lessor consents to the making of any such alterations, the same shall be made by Lessee at Lessee’s sole expense by a licensed contractor (which may be directly subcontracted with by Lessee) and according to plans and specifications approved by Lessor and subject to such end or other conditions as Lessor shall reasonably require. Any work at any time commenced by Lessee on the Properties shall be prosecuted diligently to completion, shall be of good workmanship and materials and shall comply fully with all the terms Termination of this Lease and all Legal Requirements. Lessor Lease, Tenant shall reasonably cooperate deliver up the Premises with all improvements includinglocated thereon (except as otherwise herein provided) in as good repair and condition as when delivered to or constructed by Tenant, without limitation, signing applicationsreasonable wear and tear excepted. Upon completion of Tenant may remove its equipment and fixtures installed by it but must repair any alterations individually costing $10,000 or more, as adjusted damage occasioned by changes in the Price Index, Lessee shall promptly provide Lessor with evidence of full payment to all laborers and materialmen contributing to the alterations. Additionally, upon completion of any such alterations, Lessee shall promptly provide Lessor with (a) an architect’s certificate certifying the alterations to have been completed in conformity with the plans and specifications (removal if the alterations are of such a nature as would require the issuance of such a certificate from the architect); (b) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); and (c) any other documents or information reasonably requested by Lessor. Lessee shall keep the Properties free from any liens arising out of any work performed on, or materials furnished to, the Properties. Lessee shall execute and file or record, as appropriate, a “Notice of Non-Responsibility,” or any equivalent notice permitted under applicable law in the states where the Properties are located which provides that Lessor is not responsible for the payment of any costs or expenses relating to the additions or alterations. Any addition to or alteration of the Properties shall be deemed a part of the Properties and belong to Lessor, and Lessee shall execute and deliver to Lessor such instruments as Lessor may require to evidence the ownership by Lessor of such addition or alterationLandlord.

ALTERATIONS AND IMPROVEMENTS. During the Lease Term, Lessee shall not alter the exterior, structural, plumbing or electrical elements of the Properties in any manner without the consent of Lessor, which consent shall not be unreasonably withheld, conditioned withheld or delayedconditioned; provided, however, Lessee may undertake structural, exterior, plumbing and electrical alterations, which may include the construction and demolition of additional improvements nonstructural alterations to the Properties (if such demolition does not unreasonably impair the ability to operate the Permitted Facility on the applicable Property, does not effect any improvements located on the applicable Property as of the Effective Date and is at Lessee’s sole cost and expense)Properties, individually, costing less than $500,000, as adjusted by changes in the Price Index, 150,000 without Lessor’s prior written consent. Lessee may undertake any non-structural alteration to the Properties, so long as Lessee provides Lessor with fourteen (14) days prior written notice of such alterations, if greater than $10,000, as adjusted by changes in the Price Index. If Lessor’s consent (which consent shall not be unreasonably withheld or conditioned) is required hereunder and Lessor consents to the making of any such alterations, the same shall be made by Lessee at Lessee’s sole expense by a licensed contractor (which may be directly subcontracted with by Lessee) and according to plans and specifications reasonably approved by Lessor and subject to such other conditions as Lessor shall reasonably require. Any work at any time commenced by Lessee on the Properties shall be prosecuted diligently to completion, shall be of good workmanship and materials and shall comply fully with all the terms of this Lease and all Legal Requirements. Lessor shall reasonably cooperate with all improvements including, without limitation, signing applications. Upon completion of any alterations individually costing $10,000 50,000 or more, as adjusted by changes in the Price Index, Lessee shall promptly provide Lessor with evidence of full payment to all laborers and materialmen contributing to the alterations. Additionally, upon completion of any such alterations, Lessee shall promptly provide Lessor with (a) an architect’s certificate certifying the alterations to have been completed in conformity with the plans and specifications (if the alterations are of such a nature as would require the issuance of such a certificate from the architect); (b) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); and (c) any other documents or information reasonably requested by Lessor. Lessee shall keep the Properties free from any liens arising out of any work performed on, or materials furnished to, the PropertiesProperties by or on behalf of Lessee. To the extent applicable in the jurisdiction where the Properties are located, Lessee shall execute and file or record, as appropriate, a “Notice of Non-Responsibility,” or any equivalent notice permitted under applicable law Law in the states where the Properties are located which provides that Lessor is not responsible for the payment of any costs or expenses relating to the additions or alterationsalterations performed by or on behalf of Lessee. Any addition to or alteration of the Properties shall be deemed a part of the Properties and belong to Lessor, and Lessee shall execute and deliver to Lessor such instruments as Lessor may require to evidence the ownership by Lessor of such addition or alteration. The foregoing shall not include equipment installed at the Properties, which shall remain the property of Lessee.

ALTERATIONS AND IMPROVEMENTS. During the Lease Term, Lessee (a) Tenant shall not alter the exterior, structural, plumbing make any alterations or electrical elements of the Properties in any manner without the consent of Lessor, which consent shall not be unreasonably withheld, conditioned or delayed; provided, however, Lessee may undertake structural, exterior, plumbing and electrical alterations, which may include the construction and demolition of additional improvements to the Properties (if such demolition does not unreasonably impair the ability to operate the Permitted Facility on the applicable Property, does not effect any improvements located on the applicable Property as of the Effective Date and is at Lessee’s sole cost and expense), individually, costing less than $500,000, as adjusted by changes in the Price Index, without Lessor’s prior written consent. Lessee may undertake any non-structural alteration to the Properties, so long as Lessee provides Lessor with fourteen (14) days prior written notice of such alterations, if greater than $10,000, as adjusted by changes in the Price Index. If Lessor’s consent is required hereunder and Lessor consents to the making of any such alterations, the same shall be made by Lessee at Lessee’s sole expense by a licensed contractor (which may be directly subcontracted with by Lessee) and according to plans and specifications approved by Lessor and subject to such other conditions as Lessor shall reasonably require. Any work at any time commenced by Lessee on the Properties shall be prosecuted diligently to completion, shall be of good workmanship and materials and shall comply fully with all the terms of this Lease and all Legal Requirements. Lessor shall reasonably cooperate with all improvements including, without limitation, signing applications. Upon completion of any alterations individually interior Premises costing $10,000 or more, as adjusted by changes in the Price Index, Lessee shall promptly provide Lessor with evidence of full payment to all laborers and materialmen contributing or to the alterationsexterior of the Premises or the exterior of the Building, without Landlord's prior written consent, which consent may be granted or withheld in Landlord's sole and absolute subjective discretion. AdditionallyTenant agrees that all such work shall be done at Tenant's sole cost and expense, upon completion of any such alterations, Lessee shall promptly provide Lessor with (a) an architect’s certificate certifying the alterations to have been completed in conformity accordance with the plans and specifications approved by Landlord and in a good and workmanlike manner, that the structural integrity of the Building shall not be impaired, and that no liens shall attach to all or any part of the Premises, the Building, or the Property by reason thereof. Tenant shall, at its sole expense, obtain all permits required for such work. Landlord will condition its consent to proposed alterations and improvements upon, among other things, any one or more of the following: (if i) Tenant's agreement to remove any alterations or improvements upon the alterations are expiration or earlier termination of such the Lease Term, and to restore the Premises substantially to the prior condition. (ii) If the cost of the work exceeds $100,000, delivery to Landlord of a nature as would require satisfactory payment and performance bond equal to one and one-half times the issuance estimated cost of such a certificate from the architect); work. (iii) Delivery to Landlord of satisfactory evidence of the additional casualty and liability insurance necessary to protect both parties while the work is in progress. (b) a certificate In addition to any other conditions contained herein with respect to Tenant making any alterations or improvements, before making any alterations or improvements to the interior or exterior of occupancy the Premises, or any portion of the Building, Tenant shall (if a) deliver to Landlord evidence satisfactory to Landlord that Tenant shall cause such construction or alteration work (collectively, the alterations "Construction Activities") to be performed by contractors who shall employ craft workers who are members of unions that are affiliated with The Building and Construction Trades Department, AFL-CIO ("Union Labor"), and such a nature work shall conform to traditional craft jurisdictions as would require established in the issuance area (the "Construction Labor Covenant"), (b) include the Construction Labor Covenant in each of a certificate of occupancy); and its contracts for the Construction Activities, (c) provide such evidence as Landlord may reasonably require, from time to time during the course of the Construction Activities, that the Construction Labor Covenant is being fully and faithfully observed and Tenant shall include the obligation to provide such evidence in each contract entered into by Tenant for the Construction Activities, and (d) incorporate the foregoing requirements in any other documents sublease, license, or information reasonably requested occupancy agreement relating to all or any part of the Premises. Tenant shall require that all contractors and subcontractors, of whatever tier, performing Construction Activities agree to submit all construction jurisdictional disputes (i.e., disputes about which union is the appropriate union to perform a given contract) to final and binding arbitration through the procedures of the jointly administered "Plan for the Settlement of Jurisdictional Disputes in the Construction Industry," a dispute resolution plan established and administered by LessorThe Building and Construction Trades Department, AFL-CIO, and various construction industry employer associations. Lessee If a resolution to a construction-related jurisdictional dispute cannot be obtained through The Building and Construction Trades Department, AFL-CIO, contractors and subcontractors, of whatever tier, shall keep agree to submit all such disputes to final and binding arbitration procedures to be administered by the Properties free from any liens arising out American Arbitration Association ("AAA") and in conformity with AAA's Commercial Arbitration Rules, Expedited Procedures, with an arbitrator who is an experienced labor arbitrator and is a member of any work performed onthe National Academy of Arbitration. (c) Claims for, or purporting to be for, labor or materials furnished toto Tenant shall be paid by Tenant when due, or secured by bond, so as immediately to discharge any liens filed against the Premises, the PropertiesBuilding or the Property. Lessee If Tenant does not discharge any such lien within thirty (30) days after the imposition of such lien, Landlord shall execute have the right, but not the obligation, to discharge such lien. Any such amount paid or incurred by Landlord shall be immediately due and file payable as Additional Rent by Tenant to Landlord together with interest at the rate indicated in Section 24.10 (Interest on Past-Due Obligations) from the date of payment by Landlord until paid by Tenant. (d) Tenant shall promptly pay any franchise, minor privilege or recordother tax or assessment resulting directly or indirectly from any alterations or improvements made by Tenant to the Premises. At Landlord's option, Landlord may engage an architect or an engineer to assist Landlord in reviewing any plans and specifications or other materials submitted by Tenant to Landlord for any proposed alterations or improvements to the Premises costing $10,000 or more, and Tenant shall reimburse Landlord as appropriate, a “Notice of Non-Responsibility,” or any equivalent notice permitted under applicable law in the states where the Properties are located which provides that Lessor is not responsible Additional Rent for the payment reasonable fees and expenses of any costs such architect or expenses relating engineer engaged by Landlord within thirty (30) days after Landlord's demand therefor. Tenant shall repair promptly, at its sole expense, any damage to the additions Premises caused by bringing into the Premises any property for Tenant's use, or alterationsby the installation or removal of such property, regardless of fault or by whom the damage shall be caused. (e) Unless removal is required by Landlord, at Landlord's option, all alterations or improvements shall become the property of Landlord and shall be surrendered with the Premises at the expiration or earlier termination of the Lease Term, without payment by Landlord therefor. Tenant's machinery and equipment remains the property of Tenant and shall be removed by Tenant, at Tenant's sole expense, subject to the provisions of Section 7.4 (Surrender of Premises). Any addition to or alteration removal by Tenant of the Properties alterations, improvements, machinery and/or equipment in accordance with this Section 7.5 shall be deemed a part of at Tenant's sole expense and subject to the Properties and belong condition that Tenant, at Tenant's sole expense, repair promptly all damage to Lessor, and Lessee shall execute and deliver the Premises resulting from such removal so that the Premises are restored in all material respects to Lessor such instruments their condition as Lessor may require existing prior to evidence the ownership by Lessor installation of such addition or alterationalterations, improvements, machinery and equipment.

ALTERATIONS AND IMPROVEMENTS. During the Lease TermTenant shall not, Lessee shall not alter the exterior, structural, plumbing or electrical elements of the Properties in any manner without the prior written consent of LessorLandlord, which consent shall not be unreasonably withheld, conditioned or delayed; provided, however, Lessee may undertake structural, exterior, plumbing and electrical make any alterations, which may include the construction and demolition of additional improvements or additions to the Properties (if such demolition does not unreasonably impair the ability Premises. If Landlord consents to operate the Permitted Facility on the applicable Property, does not effect any improvements located on the applicable Property as of the Effective Date and is at Lessee’s sole cost and expense), individually, costing less than $500,000, as adjusted by changes in the Price Index, without Lessor’s prior written consent. Lessee may undertake any non-structural alteration to the Properties, so long as Lessee provides Lessor with fourteen (14) days prior written notice of such alterations, if greater than $10,000improvements or additions, as adjusted by changes in the Price Index. If Lessor’s consent is required hereunder and Lessor consents to the making of any it may impose such alterationsconditions with respect thereto a Landlord deems appropriate, the same shall be made by Lessee at Lessee’s sole expense by a licensed contractor (which may be directly subcontracted with by Lessee) and according to plans and specifications approved by Lessor and subject to such other conditions as Lessor shall reasonably require. Any work at any time commenced by Lessee on the Properties shall be prosecuted diligently to completion, shall be of good workmanship and materials and shall comply fully with all the terms of this Lease and all Legal Requirements. Lessor shall reasonably cooperate with all improvements including, without limitation, signing applicationsrequiting Tenant to furnish Landlord with security for the payment of all costs to be incurred in connection with such work, insurance against liabilities which may arise out of such work and the plans and specifications together with all permits necessary for such work. The work necessary to make any alterations, improvements or additions to the Premises shall be done at Tenant's expense by employees of or contractors hired by Landlord except to the extent Landlord gives its prior written consent to Tenant's hiring contractors. Tenant shall promptly pay to Landlord or to Tenant's contractors, as the case may be, when due, the cost of all such work and of all decorating required by reason thereof. Tenant shall also pay to Landlord a percentage of the cost of such work (such percentage to be established on a uniform basis for the Building) sufficient to reimburse Landlord for all overhead, general conditions, fees and other costs and expenses arising from Landlord's involvement with such work. Upon completion of any alterations individually costing $10,000 such work, Tenant shall deliver to Landlord, if payment is made directly to contractors, evidence of payment, contractors' affidavits and full and final waivers of all liens for labor, services or morematerials. Tenant shall defend and hold Landlord and the Land and Building harmless from all costs, as adjusted damages, liens and expenses related to such work. All work done by changes Tenant or its contractors shall be done in a first-class, workmanlike manner using only good grades of materials and shall comply with all insurance requirements and all applicable laws and ordinances and rules and regulations of governmental departments or agencies. All alterations, improvements and additions to the Premises, whether temporary or permanent in character, made or paid for by Landlord or Tenant shall without compensation to Tenant become Landlord's property at the termination of this Lease by lapse of time or otherwise and shall, unless Landlord requests their removal, be relinquished to Landlord in good condition, ordinary wear excepted. Landlord agrees to install at its cost and expense the items listed in the Price IndexWork Letter attached hereto as Exhibit B, Lessee shall promptly provide Lessor with evidence which such Work Letter specifies the improvements to be made at the cost and expense of full payment to all laborers and materialmen contributing to the alterationsLandlord. Additionally, upon completion Landlord hereby approves of any such those alterations, Lessee shall promptly provide Lessor with (a) an architect’s certificate certifying the alterations if any, listed in said Exhibit B to have been completed in conformity with the plans and specifications (if the alterations are of such a nature as would require the issuance of such a certificate from the architect); (b) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); and (c) any other documents or information reasonably requested by Lessor. Lessee shall keep the Properties free from any liens arising out of any work be performed on, or materials furnished to, the Properties. Lessee shall execute and file or record, as appropriate, a “Notice of Non-Responsibility,” or any equivalent notice permitted under applicable law in the states where the Properties are located which provides that Lessor is not responsible for the payment of any costs or expenses relating to the additions or alterations. Any addition to or alteration of the Properties shall be deemed a part of the Properties and belong to Lessor, and Lessee shall execute and deliver to Lessor such instruments as Lessor may require to evidence the ownership by Lessor of such addition or alterationat Tenant's expense.

ALTERATIONS AND IMPROVEMENTS. During the Lease Term, (a) Lessee shall not alter make any alterations or improvements (each an "Alteration," collectively, "Alterations") which affect the exteriorstructural ---------- ----------- components, structural, plumbing core components or electrical elements building systems components of the Properties in any manner Premises without the consent of first obtaining Lessor's approval, which consent shall may not be unreasonably withheld, conditioned delayed or delayed; provided, however, conditioned. Lessee may undertake structural, exterior, plumbing and electrical alterations, which may include the construction and demolition of additional improvements make any other commercially reasonable Alterations to the Properties (if Premises without Lessor's consent. All such demolition does permanent Alterations and improvements shall remain the property of Lessor, but Lessee shall have the right, but not unreasonably impair the ability to operate the Permitted Facility on the applicable Propertyobligation, does not effect any improvements located on the applicable Property as of the Effective Date and is at Lessee’s 's sole cost and expense), individually, costing less than $500,000, as adjusted by changes in to remove any and all Alterations which can reasonably be disassembled and removed from the Price Index, without Lessor’s prior written consentPremises upon the expiration or sooner termination of this Agreement. Lessee may undertake shall repair any non-structural alteration damage to the Properties, so long as Property caused by such removal within a reasonable amount of time. (b) All Alterations to be carried out by Lessee provides Lessor with fourteen (14) days prior written notice of such alterations, if greater than $10,000, as adjusted by changes in the Price Index. If Lessor’s consent is required hereunder and Lessor consents to the making of any such alterations, the same shall be made by Lessee at Lessee’s sole expense by performed: (i) in a licensed contractor good and workmanlike manner and free from defects; (which may be directly subcontracted ii) in accordance with by Lessee) and according to detailed plans and specifications approved reasonably agreed upon by Lessor and subject to Lessee, if such other conditions as Alterations affect the structural components, core components or building system components of the Premises; (iii) by contractors reasonably agreed upon by Lessor shall reasonably require. Any work at any time commenced by Lessee on and Lessee, if such Alterations affect the Properties shall be prosecuted diligently to completionstructural components, shall be core components or building system components of good workmanship and materials and shall comply fully the Premises consistent with applicable labor practices; (iv) in compliance with all the terms of this Lease laws and all Legal Requirements. Lessor shall reasonably cooperate with all improvements including, without limitation, signing applications. Upon completion requirements of any alterations individually costing $10,000 applicable federal, state, county, city and political subdivisions of the country in which the Premises is located and any board, bureau, council, commission, department, agency, court, legislative body or moreother instrumentality relating thereto; and (v) in such a manner so as to minimize any inconvenience or disturbance to the use, as adjusted by changes in the Price Indexoccupancy and business of Lessor. (c) If Lessee makes any Alterations, Lessee shall promptly provide Lessor with evidence of full payment to all laborers and materialmen contributing to the alterations. Additionally, upon completion of any such alterations, Lessee shall promptly provide Lessor with (a) an architect’s certificate certifying the alterations to have been completed in conformity with the plans and specifications (if the alterations are of such a nature as would require the issuance of such a certificate from the architect); (b) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); and (c) any other documents or information reasonably requested by Lessor. Lessee shall keep the Properties free from any liens arising out of any work performed on, or materials furnished to, the Properties. Lessee shall execute and file or record, as appropriate, a “Notice of Non-Responsibility,” or any equivalent notice permitted under applicable law in the states where the Properties are located which provides that Lessor is not be responsible for the payment of any costs necessary asbestos removal or expenses relating to the additions or alterations. Any addition to or alteration of the Properties shall be deemed remediation and any repairs reasonably required as a part of the Properties and belong to Lessor, and Lessee shall execute and deliver to Lessor such instruments as Lessor may require to evidence the ownership by Lessor of such addition or alterationresult thereof.

ALTERATIONS AND IMPROVEMENTS. During (a) No alteration, addition, improvement or installation (hereinafter collectively "Alterations" or individually referred to as an "Alteration") to the Lease TermPremises shall be made or permitted to be made by Tenant, Lessee shall not alter the exteriorexcept as provided in Section 12(b) below, structural, plumbing or electrical elements of the Properties in any manner without the prior written consent of LessorLandlord, which consent shall not be unreasonably withheld, conditioned withheld or delayed; provided. As a condition of giving any consent under this Section 12, howeverLandlord may require, Lessee may undertake structuralamong other things, exteriorthat Tenant (a) deliver to Landlord and obtain Landlord's approval of final plans and specifications for the Alterations, plumbing (b) obtain Landlord's approval of all contractors and electrical alterationssubcontractors performing Alterations, which may include (c) obtain all permits, approvals and certificates required by governmental or quasi-governmental bodies, and upon completion, certificates of final approval and shall deliver promptly duplicates of all such governmental permits, approvals and certificates to Landlord, (d) carry and cause all contractors and subcontractors to carry, worker's compensation, general liability, personal and property damage insurance, and (e) if notice is given by Landlord to Tenant concurrently with the construction and demolition delivery of additional improvements to Landlord's approval of any Alteration that Landlord will require the Properties (if such demolition does not unreasonably impair removal of an Alteration at the ability to operate the Permitted Facility on the applicable Property, does not effect any improvements located on the applicable Property as expiration or earlier termination of the Effective Date and is term, Landlord shall have the right to require Tenant, at Lessee’s its sole cost and expense, to remove any "Non-Standard" (hereinafter defined) Alteration, at the expiration or earlier termination of the Term. For purposes of this Section 12(a), individually, costing less a "Non-Standard" Alteration shall be any Alteration (y) that shall in Landlord's reasonable opinion require demolition costs on a per square foot basis materially greater than $500,000, as adjusted by changes the costs on a per square foot basis to demolish the tenant improvements initially installed in the Price IndexPremises and approved by Landlord and (z) that is of a nature not generally found in comparable office space at the time of the request for approval. Notwithstanding the foregoing provisions of this Section 12(a), Tenant shall have no right without Lessor’s Landlord's prior written consent, to make any Alterations which would (i) adversely affect the load bearing structural components and structural soundness of the Building, (ii) adversely affect the central environmental systems (excluding ventilation ducts, diffusers and returns), (iii) adversely affect the electrical, plumbing or other utility systems of the Building or (iv) adversely affect the roofing systems, window glass, window gaskets or glazing. Lessee may undertake any Tenant shall have the right, without Landlord's consent, to install a supplemental air-conditioning system (the "Supplemental Air-Conditioning System") and a UPS power backup system (the "UPS System"), to service Tenant's use of and operations at the Premises. If such installation requires penetrating the roof, then Tenant shall remain responsible for repairs of such roof penetration. Such installations and the future maintenance thereof by Tenant shall be at Tenant's sole cost and expense and shall comply with all applicable governmental laws, rules and regulations respecting same. Said systems shall be hooked up to the Building's electrical system, however, separately metered and paid by Tenant directly to the utility company by separate billing from said utility company. The Supplemental Air-Conditioning System shall be a 2.5 ton split system. Landlord will advise as to location of such air-conditioning equipment which shall either be on the roof of the Building on the exterior of the Building located within ten (10) feet of the building facade abutting the Premises. The parties agree that the Tenant Improvement Allowance applicable to the Tenant Build-Out shall be as set forth in the Work Letter. (b) Notwithstanding the foregoing, Tenant may, without Landlord's consent, make Alterations that are non-structural alteration to in nature and do not adversely affect the PropertiesBuilding mechanical, so long as Lessee provides Lessor with fourteen plumbing or electrical systems; provided (14i) Tenant shall give Landlord fifteen (15) days prior written advance notice of such alterationsAlterations which notice shall include a description of such Alterations; (ii) all such Alterations shall be installed or constructed in accordance with all laws; (iii) Tenant shall obtain all necessary permits required by governmental or quasi-governmental bodies; (iv) all contractors shall be approved by Landlord, such approval not to be unreasonably withheld or delayed; (v) Tenant shall deliver to Landlord upon completion thereof as-built plans therefor; (vi) if greater than $10,000the Alteration is a Non-Standard Alteration and if notice is given by Landlord to Tenant within said fifteen (15) day period that Landlord requires the removal of such Non-Standard Alteration at the expiration or earlier termination of the Term, as adjusted by changes then Tenant shall, at its sole costs and expense, remove any Non-Standard Alteration at the expiration or earlier termination of the Term; and (vii) Tenant shall carry and cause its contractors to carry worker's compensation, general liability, personal and property damage insurance. (c) Notwithstanding any provision in the Price Index. If Lessor’s consent is required hereunder and Lessor consents this Section 12 or otherwise in this Lease to the making contrary, Tenant shall not make any Alteration that shall affect the facade or exterior face of the Building or otherwise affect the appearance of the Building from the exterior of the Building in any respect. Landlord reserves the right to unreasonably withhold its consent to any such alterationsAlteration in Landlord's sole and absolute discretion. (d) Except as set forth in Section 11 (b) above, the same shall be made by Lessee at Lessee’s sole expense by a licensed contractor (all Alterations which may be directly subcontracted with by Lessee) and according made to plans and specifications approved by Lessor and subject to such other conditions as Lessor shall reasonably require. Any work at any time commenced by Lessee on the Properties shall be prosecuted diligently to completionPremises, shall become the property of Landlord and remain and be of good workmanship and materials and shall comply fully surrendered with all the terms of this Lease and all Legal RequirementsPremises. Lessor shall reasonably cooperate Tenant agrees to repair any damage to the Premises caused by or in connection with all improvements including, without limitation, signing applications. Upon completion the removal of any alterations individually costing $10,000 articles of personal property, business or moretrade fixtures, as adjusted by changes in including without limitation thereto, repairing the Price Index, Lessee shall promptly provide Lessor with evidence of full payment to all laborers floor and materialmen contributing to patching and painting the alterations. Additionally, upon completion of any such alterations, Lessee shall promptly provide Lessor with (a) an architect’s certificate certifying the alterations to have been completed in conformity with the plans and specifications (if the alterations are of such a nature as would require the issuance of such a certificate from the architect); (b) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); and (c) any other documents or information reasonably requested by Lessor. Lessee shall keep the Properties free from any liens arising out of any work performed on, or materials furnished to, the Properties. Lessee shall execute and file or record, as appropriate, a “Notice of Non-Responsibility,” or any equivalent notice permitted under applicable law in the states walls where the Properties are located which provides that Lessor is not responsible for the payment of any costs or expenses relating to the additions or alterations. Any addition to or alteration of the Properties shall be deemed a part of the Properties and belong to Lessor, and Lessee shall execute and deliver to Lessor such instruments as Lessor may require to evidence the ownership by Lessor of such addition or alterationdamaged.

ALTERATIONS AND IMPROVEMENTS. During the Lease Term, (a) The Lessee shall not alter have the exteriorprivilege from time to time of making Additional Improvements to the Facility Realty as it may determine in its discretion to be desirable for its uses and purposes, structural, plumbing or electrical elements provided that: (i) as a result of the Properties Additional Improvements, the fair market value of the Facility is not reduced below its fair market value immediately before the Additional Improvements are made and the usefulness, structural integrity or operating efficiency of the Facility is not materially impaired, (ii) the Additional Improvements are effected with due diligence, in a good and workmanlike manner and in compliance with all applicable Legal Requirements, (iii) the Additional Improvements are promptly and fully paid for by the Lessee in accordance with the terms of the applicable contract(s) therefor, and (iv) the Additional Improvements do not change the nature of the Facility so that it would not constitute the Approved Facility and a qualified “project” within the meaning of the Act. (b) All Additional Improvements shall constitute a part of the Facility, subject to the Master Lease Agreement, the ▇▇▇▇▇▇▇▇▇ Agreement, the Condominium Documents, the Company Lease and this Agreement. (c) If at any manner time after the Operations Commencement Date, the Lessee shall make any Additional Improvements, the Lessee shall (i) notify an Authorized Representative of the Agency of such Additional Improvements by delivering written notice thereof within thirty (30) days after the completion of the Additional Improvements, and (ii) take the actions required by Section 3.1(f) of the Uniform Project Agreement. (d) In addition to the Facility Personalty, the Lessee shall have the right to install or permit to be installed at the Facility Realty, machinery, equipment and other personal property at the Lessee’s own cost and expense (the “Lessee’s Property”). Once so installed, the Lessee’s Property shall not constitute Facility Personalty and shall not be subject to the Company Lease or this Agreement, nor constitute part of the Facility, provided that the same is not made fixtures appurtenant to the Facility Realty. The Lessee shall have the right to create or permit to be created any mortgage, encumbrance, lien or charge on, or conditional sale or other title retention agreement with respect to, the Lessee’s Property, without the consent of Lessor, which consent shall not be unreasonably withheld, conditioned or delayed; provided, however, Lessee may undertake structural, exterior, plumbing and electrical alterations, which may include the construction and demolition of additional improvements notice to the Properties (if such demolition does not unreasonably impair the ability to operate the Permitted Facility on the applicable Property, does not effect any improvements located on the applicable Property as of the Effective Date and is at Lessee’s sole cost and expense), individually, costing less than $500,000, as adjusted by changes in the Price Index, without Lessor’s prior written consent. Lessee may undertake any non-structural alteration to the Properties, so long as Lessee provides Lessor with fourteen (14) days prior written notice of such alterations, if greater than $10,000, as adjusted by changes in the Price Index. If Lessor’s consent is required hereunder and Lessor consents to the making of any such alterations, the same shall be made by Lessee at Lessee’s sole expense by a licensed contractor (which may be directly subcontracted with by Lessee) and according to plans and specifications approved by Lessor and subject to such other conditions as Lessor shall reasonably require. Any work at any time commenced by Lessee on the Properties shall be prosecuted diligently to completion, shall be of good workmanship and materials and shall comply fully with all the terms of this Lease and all Legal Requirements. Lessor shall reasonably cooperate with all improvements including, without limitation, signing applications. Upon completion of any alterations individually costing $10,000 or more, as adjusted by changes in the Price Index, Lessee shall promptly provide Lessor with evidence of full payment to all laborers and materialmen contributing to the alterations. Additionally, upon completion of any such alterations, Lessee shall promptly provide Lessor with (a) an architect’s certificate certifying the alterations to have been completed in conformity with the plans and specifications (if the alterations are of such a nature as would require the issuance of such a certificate from the architect); (b) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); and (c) any other documents or information reasonably requested by Lessor. Lessee shall keep the Properties free from any liens arising out of any work performed on, or materials furnished to, the Properties. Lessee shall execute and file or record, as appropriate, a “Notice of Non-Responsibility,” or any equivalent notice permitted under applicable law in the states where the Properties are located which provides that Lessor is not responsible for the payment of any costs or expenses relating to the additions or alterations. Any addition to or alteration of the Properties shall be deemed a part of the Properties and belong to Lessor, and Lessee shall execute and deliver to Lessor such instruments as Lessor may require to evidence the ownership by Lessor of such addition or alterationAgency.

ALTERATIONS AND IMPROVEMENTS. During the Lease Term7.1 Tenant, Lessee shall not alter the exterior, structural, plumbing or electrical elements of the Properties in any manner without the consent of Lessor, which consent shall not be unreasonably withheld, conditioned or delayed; provided, however, Lessee may undertake structural, exterior, plumbing and electrical alterations, which may include the construction and demolition of additional improvements to the Properties (if such demolition does not unreasonably impair the ability to operate the Permitted Facility on the applicable Property, does not effect any improvements located on the applicable Property as of the Effective Date and is at Lessee’s its sole cost and expense, shall have the right to make alterations, additions, or improvements to the interior of the Premises (collectively, “Improvements”), individuallyif such Improvements are normal for general office use, costing less than $500,000do not adversely affect the utility of the Premises for future tenants or the systems serving the Building, as adjusted by changes in do not alter the Price Indexexterior appearance of the Building, are not of a structural nature, and are not otherwise prohibited under this Lease; provided that no such Improvements shall be made without LessorLandlord’s prior written consent. Lessee may undertake any non-structural alteration to the Properties, so long as Lessee provides Lessor with fourteen (14) days prior written notice of and all such alterations, if greater than $10,000, as adjusted by changes in the Price Index. If Lessor’s consent is required hereunder and Lessor consents to the making of any such alterations, the same Improvements shall be made by Lessee at Lessee’s sole expense by a licensed contractor (which may be directly subcontracted with by Lessee) and according to plans and specifications approved by Lessor and subject to such other conditions as Lessor shall reasonably require. Any work at any time commenced by Lessee on the Properties shall be prosecuted diligently to completion, shall be of good workmanship and materials and shall comply fully with all the terms of this Lease and all Legal Requirements. Lessor shall reasonably cooperate with all improvements including, without limitation, signing applications. Upon completion of any alterations individually costing $10,000 or more, as adjusted by changes in the Price Index, Lessee shall promptly provide Lessor with evidence of full payment to all laborers and materialmen contributing to the alterations. Additionally, upon completion of any such alterations, Lessee shall promptly provide Lessor with (a) an architect’s certificate certifying the alterations to have been completed in conformity with the plans requirements of Paragraph 7.2, below. 7.2 Any Improvements to be installed by Tenant during the Term, shall only be done in compliance with the following: (a) No such work shall proceed without Landlord’s prior written approval of (i) Tenant’s contractor, and specifications (if ii) certificates of insurance from a company or companies approved by Landlord, furnished to Landlord by Tenant’s contractor, for public liability, automobile liability and property damage insurance with limits of not less than $1,000,000, $500,000, and $1,000,000, respectively, endorsed to show Landlord as an additional insured and for workmen’s compensation as required. Before commencing any work, Tenant shall give Landlord at least five (5) days’ written notice of the alterations are proposed commencement of such work and shall, if required by Landlord, secure at Tenant’s own cost and expense, a nature as would require completion and lien indemnity bond in a form and by a surety acceptable to Landlord and in amount no less than the issuance estimated cost of such a certificate Improvements to insure Landlord against liability from mechanic’s and materialmen’s liens and to insure completion of the architect); work. In addition, Landlord may require such additional items or assurances as Landlord in its sole discretion may deem reasonable or desirable. Landlord shall have the right at all times to enter the Premises to post notices of non-responsibility on the Premises and record verified copies thereof in connection with all work of any kind upon the Premises. (b) All such work shall be done in conformity with a certificate valid building permit or other permits or licenses when and where required, and any work not acceptable to any governmental authority or agency having or exercising jurisdiction over such work, or not reasonably satisfactory to Landlord, shall be promptly replaced at Tenant’s expense. Notwithstanding any failure by Landlord to object to any such work, Landlord shall have no responsibility therefor. Tenant covenants and agrees that all work done by or pursuant to the direction and instruction of occupancy (if Tenant shall be performed in full compliance with all laws, rules, orders, ordinances, directions, regulations and requirements of all governmental agencies, offices, departments, bureaus and boards having jurisdiction, and in full compliance with the alterations are rules, orders, directions, regulations, and requirements of the Insurance Service Office, and of any similar body. Landlord at its option may supervise such work, and Landlord shall be entitled to make a nature as would require the issuance of a certificate of occupancy); reasonable and customary charge for any supervisory services rendered. (c) Tenant shall reimburse Landlord for any other documents expense incurred by Landlord by reason of faulty or information reasonably requested improper work done by Lessor. Lessee shall keep Tenant or its contractors, for damage done by Tenant or its contractors to the Properties free from any liens arising out of any work performed onBuilding or the Property, or materials furnished toby reason of inadequate cleanup. (d) Tenant or its subcontractors will in no event be allowed to install plumbing, mechanical, electrical wiring or fixtures, or partitions over 5’10” in height. (e) All work by Tenant shall be diligently and continuously pursued from the Properties. Lessee shall execute and file or record, as appropriate, a “Notice date of its commencement through its completion. 7.3 Non-Responsibility,” standard installations made by or any equivalent notice permitted under applicable law for Tenant, whether temporary or permanent in the states where the Properties are located which provides that Lessor is not responsible for the payment of any costs character, made either by Landlord or expenses relating Tenant, and all personal property attached to the additions or alterations. Any addition to or alteration Building (including floor coverings) shall be Landlord’s property at the end of the Properties Term and shall remain on the Premises without compensation to Tenant; provided that, at the option of Landlord exercisable by written notice to Tenant, Tenant shall, at Tenant’s sole expense, within thirty (30) days after such notice, remove from the Premises any or all such improvements and personal property and repair all damage to the Premises caused by such removal. All other personal property shall be deemed a part removed by Tenant on or before the end of the Properties and belong to LessorTerm, and Lessee provided that Tenant shall execute and deliver to Lessor repair all damages caused by such instruments as Lessor may require to evidence the ownership by Lessor of such addition or alterationremoval.

ALTERATIONS AND IMPROVEMENTS. During the Lease Term, Lessee (a) Tenant shall not alter make any alterations, additions or replacements to the exteriorPremises, structuralor any repairs required of Landlord under this Lease, plumbing without the prior written consent of Landlord, such consent to be given or electrical elements withheld at the sole and absolute discretion of Landlord, except for the installation of unattached movable fixtures, which may be installed without drilling, cutting, or otherwise defacing the Premises. All alterations, additions, and improvements made in and to the Premises and all floor covering that is cemented or adhesively fixed to the floor and all fixtures (other than trade fixtures) which are installed in the Premises shall remain in and be surrendered with the Premises and shall become the property of Landlord at the expiration or sooner termination of this Lease. So long as Tenant is not in default hereunder, Tenant shall have the right to remove its trade fixtures from the Premises, provided that Tenant shall repair and restore any damage to the Premises caused or occasioned by such removal. (b) All repairs, alterations, additions and improvements done by Tenant within the Premises shall be performed in a good and workmanlike manner, in compliance with all governmental, requirements, and at such times and in such manner as will cause a minimum of interference with other construction in progress and with the transaction of business in the Building and/or Park. Whenever Tenant proposes to do any construction work within the Premises, Tenant shall first furnish to Landlord plans and specifications covering such work in such detail as Landlord may reasonably request. Such plans and specifications shall comply with such requirements as Landlord may from time to time proscribe for construction within the. Building and/or Park. In no event shall any construction work be commenced within the Premises without Landlord's written approval of such plans and specifications. In the event Tenant does perform any construction work without the prior written consent of Landlord, Landlord shall, in addition to all other remedies it might have hereunder or at law, have the right to require Tenant to immediately remove any unapproved additions or improvements and restore the Premises to -the condition existing prior to such unauthorized construction. Without limiting the generality of the Properties in foregoing, Tenant shall under no circumstances make any manner penetration of the roof of the Building without the consent of LessorLandlord's consent, which consent shall not may be unreasonably withheld, conditioned given or delayed; provided, however, Lessee may undertake structural, exterior, plumbing withheld by Landlord in its sole and electrical alterations, which may include absolute discretion. In the construction and demolition of additional improvements event Landlord consents to the Properties (if such demolition does not unreasonably impair the ability to operate the Permitted Facility on the applicable Property, does not effect any improvements located on the applicable Property as a penetration of the Effective Date and is at Lessee’s sole cost and expense)roof, individually, costing less than $500,000, as adjusted by changes in the Price Index, without Lessor’s prior written consent. Lessee may undertake any non-structural alteration to the Properties, so long as Lessee provides Lessor with fourteen (14) days prior written notice of all such alterations, if greater than $10,000, as adjusted by changes in the Price Index. If Lessor’s consent is required hereunder and Lessor consents to the making of any such alterations, the same work shall be made performed by Lessee at Lessee’s sole expense by a licensed contractor (which may be directly subcontracted with by Lessee) and according to plans and specifications contractors designated or approved by Lessor Landlord and shall be supervised by Landlord or its designees and performed under conditions and subject to such other conditions and requirements as Lessor may be established by Landlord. Tenant shall reasonably require. Any work at and hereby agrees to indemnify and hold Landlord harmless from and against any time commenced by Lessee on the Properties shall be prosecuted diligently to completion, shall be of good workmanship and materials and shall comply fully with all the terms of this Lease and all Legal Requirements. Lessor shall reasonably cooperate with all improvements loss, cost, damage, expense or liability (including, without limitation, signing applications. Upon completion court costs and attorneys' fees) ever suffered or incurred by Landlord as a result of any alterations individually costing $10,000 penetration of the roof, including, without limitation, costs of repair, loss of income, claims for damages from other tenants of the Building and damages which result if any warranty on the roof held or more, as adjusted maintained by changes in Landlord is voided or impaired by such penetration. The provisions hereof shall survive the Price Index, Lessee shall promptly provide Lessor with evidence expiration or sooner termination of full payment to all laborers and materialmen contributing to the alterationsthis Lease. Additionally, upon completion of any such alterations, Lessee shall promptly provide Lessor with (a) an architect’s certificate certifying the alterations to have been completed in conformity with the plans and specifications (if the alterations are of such a nature as would require the issuance of such a certificate from the architect); (b) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); and (c) any other documents or information reasonably requested by Lessor. Lessee shall keep the Properties free from any liens arising out of any work performed on, or materials furnished to, the Properties. Lessee shall execute and file or record, as appropriate, a “Notice of Non-Responsibility,” or any equivalent notice permitted under applicable law in the states where the Properties are located which provides that Lessor is not responsible for the payment of any costs or expenses relating to the additions or alterations. Any addition to or alteration penetration of the Properties roof without Landlord's consent shall be deemed a part an immediate event of default hereunder entitling Landlord to the Properties exercise of all rights and belong to Lessor, and Lessee shall execute and deliver to Lessor such instruments as Lessor may require to evidence the ownership by Lessor of such addition remedies provided in this Lease or alterationat law or equity.

ALTERATIONS AND IMPROVEMENTS. During Except as may be provided in the Lease Term"Work ---------------------------- Letter" attached hereto as Exhibit "E" and made a part hereof, Lessee shall not alter the exterioror as otherwise provided in this Lease, structural, plumbing or electrical elements of the Properties in any manner without the consent of Lessor, which consent Landlord shall not be unreasonably withheld, conditioned required to alter or delayed; provided, however, Lessee may undertake structural, exterior, plumbing improve the Premises or the Building. Tenant accepts the Premises in an "as is" condition and electrical alterations, which may include the construction and demolition of additional agrees to perform alterations or improvements to the Properties (if such demolition does not unreasonably impair the ability to operate the Permitted Facility on the applicable PropertyPremises in accordance with plans and specifications prepared by a certified architect, does not effect any improvements located on the applicable Property as of the Effective Date and is all at Lessee’s Tenant's sole cost and expense), individuallysubject to Landlord's prior approval, costing less than $500,000and in accordance with all applicable laws, as adjusted by changes in the Price Indexordinances, without Lessor’s prior written consentrules and regulations. Lessee may undertake Prior to commencing any non-structural alteration or improvement to the PropertiesPremises, so long Tenant shall forward to Landlord three (3) sets of blueprints and one (1) set of sepias of Tenant's proposed work, and Landlord will complete its review of Tenant's plans within three (3) business days. Landlord may in its sole discretion impose requirements as Lessee provides Lessor with fourteen (14) days prior written notice of such alterations, if greater than $10,000, as adjusted by changes in the Price Index. If Lessor’s consent is required hereunder and Lessor consents to the making manner of any such alterations, the same shall be made by Lessee at Lessee’s sole expense by a licensed contractor (which may be directly subcontracted with by Lessee) and according to plans and specifications approved by Lessor and subject to such other conditions as Lessor shall reasonably require. Any work at any time commenced by Lessee on the Properties shall be prosecuted diligently to completion, shall be of good workmanship and materials and shall comply fully with all the terms of this Lease and all Legal Requirements. Lessor shall reasonably cooperate with all improvements including, without limitation, signing applications. Upon completion of any alterations individually costing $10,000 or more, as adjusted by changes in the Price Index, Lessee shall promptly provide Lessor with evidence of full payment to all laborers and materialmen contributing to the alterations. Additionally, upon completion of any such alterations, Lessee shall promptly provide Lessor with (a) an architect’s certificate certifying the alterations to have been completed in conformity with the plans and specifications (if the alterations are of such a nature as would require the issuance of such a certificate from the architect); (b) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); and (c) any other documents or information reasonably requested by Lessor. Lessee shall keep the Properties free from any liens arising out performance of any work by or for Tenant in the Premises. All work shall be performed onin a good and workmanlike manner using quality material and shall be promptly completed, lien-free, by a contractor who is insured, bonded and has been pre-approved by Landlord. Prior to the commencement of such work, Tenant or materials furnished toTenant's general contractor agrees to deliver to Landlord a Certificate of Worker's Compensation insurance in statutory limits from each contractor and subcontractor as well as evidence of automobile insurance, including "non-owned" automobiles, covering personal injury, bodily injury and property damage, including death resulting therefrom, in the Propertiescombined single limit amount of $1,000,000.00 and comprehensive general liability in the combined single limit amount of $1,000,000.00, with Landlord listed as an additional named insured. Lessee Tenant shall execute and file or recordprovide Landlord with properly completed lien waivers executed by Tenant's general contractor and, as appropriateto labor and materials valued in excess of $5,000.00, a “Notice of Non-Responsibility,” or any equivalent notice permitted under applicable law by every subcontractor, including sole proprietorships, participating in the states where the Properties are located which provides that Lessor is not responsible for the payment of any costs or expenses relating Tenant's work, and every material supplier delivering materials directly to the additions or alterations. Any addition to or alteration of the Properties shall be deemed a part of the Properties and belong to Lessor, and Lessee shall execute and deliver to Lessor such instruments as Lessor may require to evidence the ownership by Lessor of such addition or alterationPremises.

ALTERATIONS AND IMPROVEMENTS. During the Lease Term, Lessee Borrower shall not alter alter, or permit Lessee to alter, the exterior, structural, plumbing or electrical elements of the Properties Mortgaged Property in any manner without the consent of LessorLender, which consent shall not be unreasonably withheld, conditioned withheld or delayedconditioned; provided, however, Borrower or Lessee may undertake structural, exterior, plumbing and electrical alterations, which may include the construction and demolition of additional improvements nonstructural alterations to the Properties (if such demolition does not unreasonably impair the ability to operate the Permitted Facility on the applicable Property, does not effect any improvements located on the applicable Mortgaged Property as of the Effective Date and is at Lessee’s sole cost and expense), individually, costing less than $500,000100,000 without Lender's consent. For purposes of this Mortgage, alterations to the exterior, structural, plumbing or electrical elements of the Mortgaged Property shall mean: (i) alterations which affect the foundation or "footprint" of the Improvements; (ii) alterations which involve the structural elements of the Improvements, such as adjusted by changes in a load-bearing wall, structural beams, columns, supports or roof; or (iii) alterations which materially affect any of the Price Indexbuilding systems, including, without Lessor’s prior written consent. Lessee may undertake any non-structural alteration to limitation, the Propertieselectrical systems, so long as Lessee provides Lessor with fourteen (14) days prior written notice of such alterationsplumbing, if greater than $10,000, as adjusted by changes in the Price IndexHVAC and fire and safety systems. If Lessor’s Lender's consent is required hereunder and Lessor Lender consents to the making of any such alterations, the same shall be made by Lessee Borrower at Borrower's or Lessee’s sole expense by a licensed contractor (which may be directly subcontracted with by Lessee) and according to plans and specifications approved by Lessor Lender and subject to such other conditions as Lessor Lender shall reasonably require. Any work at any time commenced by Lessee on the Properties Mortgaged Property shall be prosecuted diligently to completion, shall be of good workmanship and materials and shall comply fully with all the terms of this Lease and all Legal Requirements. Lessor shall reasonably cooperate with all improvements including, without limitation, signing applicationsMortgage. Upon completion of any alterations individually costing $10,000 or moreany Restoration, as adjusted by changes in the Price Index, Lessee Borrower shall promptly provide Lessor Lender with (i) evidence of full payment to all laborers and materialmen contributing to the alterations. Additionally, upon completion of any such alterations, Lessee shall promptly provide Lessor with (aii) an architect’s 's certificate certifying the alterations to have been completed in conformity with the plans and specifications specifications, (if the alterations are of such a nature as would require the issuance of such a certificate from the architect); (biii) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); , and (civ) any other documents or information reasonably requested by Lessor. Lessee shall keep the Properties free from any liens arising out of any work performed on, or materials furnished to, the Properties. Lessee shall execute and file or record, as appropriate, a “Notice of Non-Responsibility,” or any equivalent notice permitted under applicable law in the states where the Properties are located which provides that Lessor is not responsible for the payment of any costs or expenses relating to the additions or alterations. Any addition to or alteration of the Properties shall be deemed a part of the Properties and belong to Lessor, and Lessee shall execute and deliver to Lessor such instruments as Lessor may require to evidence the ownership by Lessor of such addition or alterationLender.

ALTERATIONS AND IMPROVEMENTS. During the Lease Term(a) Tenant, Lessee shall not alter the exterior, structural, plumbing or electrical elements of the Properties in any manner without the consent of Lessor, which consent shall not be unreasonably withheld, conditioned or delayed; provided, however, Lessee may undertake structural, exterior, plumbing and electrical alterations, which may include the construction and demolition of additional improvements to the Properties (if such demolition does not unreasonably impair the ability to operate the Permitted Facility on the applicable Property, does not effect any improvements located on the applicable Property as of the Effective Date and is at Lessee’s its sole cost and expense), individually, costing less than $500,000, will make all alterations and improvements to the Premises ("Tenant Improvements") as adjusted by changes more particularly described in the Price IndexWork Letter ("Work Letter") attached hereto as EXHIBIT E on the terms and conditions contained therein. Landlord shall provide Tenant with an allowance ("Tenant Improvement Allowance") of Ten Dollars ($10.00) per rentable square foot toward the costs of all Tenant Improvements in the Premises, including but not limited to, costs for: (i) bringing the Premises into compliance under the Americans with Disabilities Act of 1990, and (ii) abatement or removal of asbestos or other Hazardous Materials, subject to reduction of the Tenant Improvement Allowance as provided in the Work Letter. (b) Except for the Tenant improvements and any other alterations, additions or improvements expressly permitted by paragraph (c) below to be made by Tenant without Lessor’s Landlord's prior consent, Tenant shall not make, or cause to be made, any alterations, additions or improvements to the Premises or any part thereof without the prior written consentconsent of Landlord. Lessee may undertake any non-structural alteration Any alterations, additions, or Tenant Improvements to the PropertiesPremises, so long as Lessee provides Lessor with fourteen including without limitation any permanently mounted partitions and all carpeting and HVAC units, shall upon the expiration or earlier termination of the term of the Lease become a part of the realty and belong to Landlord. Movable furniture, equipment and trade fixtures (14including, but not limited to, any roof mounted ventilation equipment other than the HVAC units installed for office use and HVAC equipment installed by Landlord) days prior written notice shall remain the property of such alterations, if greater than $10,000, as adjusted by changes in the Price IndexTenant. If Lessor’s consent is required hereunder and Lessor Landlord consents to the making of any such alterations, additions or improvements to the Premises by ▇▇▇▇▇▇, the same shall be made by Lessee Tenant at Lessee’s Tenant's sole expense cost and expense, and any contractor or person selected by a licensed contractor Tenant to make the same must first be approved of in writing by Landlord. (which may be directly subcontracted with c) Other than for the Tenant Improvements, Tenant shall pay Landlord, as additional rent, the reasonable cost of professional services and costs (but in no event more than Two Thousand Five Dollars ($2,500) for any particular alteration) for any fees of third party consultants used by Lessee) Landlord for review of any plans, specifications and according to plans and specifications approved by Lessor and subject to such other conditions as Lessor shall reasonably requireworking drawings of any alterations. Any work at any time commenced by Lessee on the Properties The payment shall be prosecuted diligently made within ten (10) days after ▇▇▇▇▇▇'s receipt of invoices either from Landlord or its consultants. (d) Subject to completion, shall be of good workmanship and materials and shall comply fully with all the terms provisions of this Lease and all Legal Requirements. Lessor shall reasonably cooperate with all Section 12, Tenant may, without Landlord's prior consent, make alterations, additions or improvements to the Premises ("Minor Alterations"), but not the Equipment Area or the Roof Platforms, at Tenant's expense, including, without limitation, signing applications. Upon completion of any alterations individually costing $10,000 or morelaboratory benchwork, as adjusted by changes in the Price Index, Lessee shall promptly provide Lessor with evidence of full payment to all laborers cabinetry and materialmen contributing to the alterations. Additionally, upon completion of any such alterations, Lessee shall promptly provide Lessor with laboratory equipment so long as: (a) an architect’s certificate certifying the alterations cost thereof in any instance is in good faith estimated to have been completed in conformity with the plans and specifications (if the alterations are of such a nature as would require the issuance of such a certificate from the architect)be less than $25,000; (b) a certificate such alterations, additions or improvements do not affect the structural portions of occupancy (if the alterations are of such a nature as would require Premises or the issuance of a certificate of occupancy)Building; and (c) Tenant delivers to Landlord notice of such Minor Alterations and a copy of the final plans, specifications and working drawings for the Minor Alterations prior to commencement of such Minor Alterations. (e) All alterations and Tenant Improvements made by or on behalf of Tenant or any of Tenant's agents shall be made and performed (i) except for Minor Alterations, in accordance with drawings and specifications approved in advance in writing by Landlord, (ii) at Tenant's cost and expenses and at such time and in such manner as Landlord may reasonably designate, (iii) except for Minor Alterations, by contractors or mechanics reasonably approved by Landlord, (iv) in such manner as to be at least equal in quality of materials and workmanship to the original work or installation, (v) except for Minor Alterations, in accordance with such reasonable requirements as Landlord may impose with respect to insurance and bonds to be obtained by Tenant in connection with the proposed work (but if any bonds are required, the amount thereof shall in no event exceed 125% of the estimated cost of the proposed alteration, addition or improvement), (vi) in accordance with this Lease and the Rules and Regulations adopted by Landlord from time to time and in accordance with all applicable laws and regulations of governmental authorities having jurisdiction over the Premises, (vii) so as not to materially and unreasonably interfere with the use and enjoyment of the Complex by Landlord, other tenants or any other documents person, and (viii) in compliance with such other requirements as Landlord may reasonably impose (including without limitation a requirement that Tenant shall furnish Landlord with certified as-built drawings upon completion of the work). (f) Tenant shall, at its own expense, demolish any and all improvements to the Premises (including, without limitation, the Tenant Improvements, the Corridor, Roof Platforms and Equipment Area) immediately following the termination or information reasonably requested expiration of the Lease, if Landlord so requests. Tenant shall notify Landlord in writing no less than sixty (60) days prior to the Expiration Date, as the same may be accelerated or extended, to request from Landlord notice of ▇▇▇▇▇▇▇▇'s desire to have the Tenant Improvements or other improvements or any portion thereof demolished. Landlord shall provide such notice within ten (10) days after receipt of ▇▇▇▇▇▇'s notice. Tenant shall with all due diligence remove any alterations, additions or improvements made by LessorTenant and properly designated by Landlord to be removed, and Tenant, forthwith and with all due diligence, at its sole cost and expense, shall repair any damage to the Premises caused by such removal. Lessee Tenant's obligation to remove any alterations, additions, improvements, trade fixtures and/or personal property and to repair any damage from such removal shall keep survive the Properties free from any liens arising out termination of this Lease provided that Tenant breached the same, and as to the removal of any work performed onalterations, or materials furnished to, the Properties. Lessee shall execute and file or record, as appropriate, a “Notice of Non-Responsibility,” or any equivalent notice permitted under applicable law in the states where the Properties are located which provides that Lessor is not responsible for the payment of any costs or expenses relating to the additions or alterations. Any addition improvements, timely notice to or alteration remove was given by Landlord in accordance with the provisions of the Properties shall be deemed a part of the Properties and belong to Lessor, and Lessee shall execute and deliver to Lessor such instruments as Lessor may require to evidence the ownership by Lessor of such addition or alterationthis Paragraph (e).

ALTERATIONS AND IMPROVEMENTS. During the Lease Term,  (a) Lessee shall not alter make or cause to be made any alterations, additions or improvements to the exteriorImproved Leased Premises without the prior written consent of Lessor. All alterations, structuraladditions or improvements approved by Lessor shall be made solely at Lessee's expense by a contractor approved by Lessor, plumbing shall be made in a good and workmanlike manner and shall be performed in compliance with all laws, ordinances and requirements of any and all Federal, State, Municipal and/or other authorities, the Board of Fire Underwriters and any mortgages to which the Improved Leased Premises is subject. Any alteration, addition or electrical elements improvement made by Lessee under this Section 6, and any fixtures installed as a part thereof, shall, at Lessor's option, become the property of Lessor upon the expiration or other termination of this Lease. Lessor shall have the right, however, to require Lessee to remove such fixtures at Lessee's cost upon such termination of this Lease, and Lessee shall promptly remove the same and repair any damage to the Improved Leased Premises caused by such removal.   (b) All persons to whom these presents may come are put upon notice of the Properties fact that Lessee shall never, under any circumstances, have the power to subject the interest of Lessor or any mortgagee in the Improved Leased Premises to any mechanic's, materialman's or similar lien.  (c) Any contract or agreement for labor, equipment, services, materials or supplies in connection with the rights set forth hereunder shall provide that no lien or claim shall thereby be created or arise, or be filed by anyone thereunder, upon or against the Improved Leased Premises and/or the interest of Lessor, or any mortgagee of Lessor, or the buildings or improvements thereon to be erected on the Improved Leased Premises or any of the equipment thereof.  (d) In the event of a lien or claim of any kind, arising out of the exercise of the rights set forth hereunder by Lessee, its agents, employees, contractors, subcontractors, and materialmen, being filed against the interest of Lessor, any mortgagee of Lessor and/or against the Improved Leased Premises, Lessee covenants and agrees that at its expense it will within thirty (30) days after written notice from Lessor, cause the Improved Leased Premises and any such interest therein to be released from the legal effect of such lien or claim, either by payment or by posting of bond or by the payment into court of the amount necessary to relieve and release the Improved Leased Premises or the interest from such claim or in any manner without the consent of Lessor, which consent shall not be unreasonably withheld, conditioned or delayed; provided, however, Lessee may undertake structural, exterior, plumbing and electrical alterations, which may include the construction and demolition of additional improvements to the Properties (if such demolition does not unreasonably impair the ability to operate the Permitted Facility on the applicable Property, does not effect any improvements located on the applicable Property as of the Effective Date and is at Lessee’s sole cost and expense), individually, costing less than $500,000, as adjusted by changes in the Price Index, without Lessor’s prior written consent. Lessee may undertake any non-structural alteration to the Properties, so long as Lessee provides Lessor with fourteen (14) days prior written notice of such alterations, if greater than $10,000, as adjusted by changes in the Price Index. If Lessor’s consent is required hereunder and Lessor consents to the making of any such alterations, the same shall be made by Lessee at Lessee’s sole expense by a licensed contractor (which may be directly subcontracted with by Lessee) and according to plans and specifications approved by Lessor and subject to such other conditions as Lessor shall reasonably require. Any work at any time commenced by Lessee on the Properties shall be prosecuted diligently to completion, shall be of good workmanship and materials and shall comply fully with all the terms of this Lease and all Legal Requirements. Lessor shall reasonably cooperate with all improvements including, without limitation, signing applications. Upon completion of any alterations individually costing $10,000 or more, as adjusted by changes in the Price Index, Lessee shall promptly provide Lessor with evidence of full payment to all laborers and materialmen contributing to the alterations. Additionally, upon completion of any such alterations, Lessee shall promptly provide Lessor with (a) an architect’s certificate certifying the alterations to have been completed in conformity with the plans and specifications (if the alterations are of such a nature as would require the issuance of such a certificate from the architect); (b) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); and (c) any other documents or information reasonably requested by Lessor. Lessee shall keep the Properties free from any liens arising out of any work performed on, or materials furnished to, the Properties. Lessee shall execute and file or record, as appropriate, a “Notice of Non-Responsibility,” or any equivalent notice permitted under applicable law in the states where the Properties are located which provides that Lessor is not responsible for the payment of any costs or expenses relating to the additions or alterations. Any addition to or alteration of the Properties shall be deemed a part of the Properties and belong satisfactory to Lessor, and any mortgagee of Lessor. If Lessee shall execute desires to contest the validity of any lien or claim, Lessee may do so upon Lessor's prior written consent, provided Lessee sustains the cost of such contest, and deliver Lessee remains liable to pay or discharge any lien or claim deemed to be due or payable. Lessee hereby indemnifies and holds Lessor such instruments as Lessor may require to evidence the ownership harmless against any and all liability, loss or damage sustained by Lessor by reason of such addition contest, unless such contest arises from any negligent or alteration.intentional act or omission of Lessor. 

ALTERATIONS AND IMPROVEMENTS. During (a) Except as expressly set forth in this Section or with respect to Sublessee’s Initial Work contemplated by Section 21, or in the Lease TermPrime Lease, Lessee Sublessee shall not alter make no Alterations in or to the exteriorSubleased Premises, including removal or installation of partitions, doors, electrical installations, plumbing installations, water coolers, heating, ventilating and air-conditioning or cooling systems, units or parts thereof or other apparatus of like or other nature, whether structural or non-structural, plumbing or electrical elements of the Properties in any manner without the prior written consent of LessorSublessor, which consent shall not be unreasonably withheld, conditioned or delayeddelayed provided that Landlord gives any consent required of it. Notwithstanding anything to the contrary contained in this Section, Sublessee shall have the right, on notice to Sublessor and without the consent of Sublessor: (i) to perform painting, installation of wall coverings and carpet installation, and any and all other decorating work that is to be performed entirely within the Subleased Premises; provided, however, Lessee may undertake structural, exterior, plumbing and electrical (ii) to make nonstructural interior alterations, additions and improvements which may include require no building permit totaling less than One Hundred Thousand Dollars ($100,000) in any single instance or series of related alterations performed within a six-month period. For the construction avoidance of doubt, minor decorative changes and demolition additions such as the installation of additional improvements art work and the installation of curtains and other like items (not readily visible from the common areas of the Building or from outside the Building) shall not require notice to the Properties (if such demolition does not unreasonably impair Sublessor or the ability consent of Sublessor or the Board. Sublessee agrees that, with respect to operate the Permitted Facility on the applicable Property, does not effect any improvements located on the applicable Property as of the Effective Date and is at Lessee’s sole cost and expense), individually, costing less than $500,000, as adjusted by changes in the Price Index, without Lessor’s prior written consent. Lessee may undertake any non-structural alteration to the Properties, so long as Lessee provides Lessor with fourteen (14) days prior written notice of such alterations, if greater than $10,000, as adjusted by changes in the Price Index. If Lessorproposed Alteration for which Sublessor’s consent is required hereunder required, Sublessor may withhold consent (and Lessor consents Sublessor’s withholding of such consent shall be deemed reasonable) to the making of performance thereof, or to any such alterations, the same shall be made by Lessee at Lessee’s sole expense by a licensed contractor (which may be directly subcontracted with by Lessee) and according to plans and specifications approved by Lessor and subject to such other conditions as Lessor shall reasonably require. Any work at any time commenced by Lessee on the Properties shall be prosecuted diligently to completionprepared in connection therewith, shall be of good workmanship and materials and shall comply fully with all the terms of this Lease and all Legal Requirements. Lessor shall reasonably cooperate with all improvements including, without limitation, signing applications. Upon completion of any alterations individually costing $10,000 or more, as adjusted by changes in the Price Index, Lessee shall promptly provide Lessor with evidence of full payment to all laborers and materialmen contributing to the alterations. Additionally, upon completion of any such alterations, Lessee shall promptly provide Lessor with but only if (a) an architect’s certificate certifying engineer reasonably selected by Sublessor and reasonably approved by Sublessee shall reasonably determine that the alterations to have been completed in conformity with performance of such proposed Alteration or any of the plans and specifications (if prepared in connection therewith, as the alterations case may be, are of such a nature as would require the issuance of such a certificate from the architect); not consistent with good engineering practice, or (b) such proposed Alteration would have more than a certificate de minimis adverse impact on any structural element of occupancy the Building or Building Systems. Within sixty (if 60) days following completion of an Alteration, Sublessee shall deliver to Sublessor “as built” or “marked” drawings with respect to all Alterations performed by Sublessee that Sublessee shall have caused to be prepared. (b) It shall be Sublessee’s responsibility and obligation to ensure that all Sublessee’s Alterations: (i) shall be made at Sublessee’s own cost and expense (except to the alterations are extent funded by Sublessor’s contribution under Section 21 of such a nature this Sublease), (ii) shall comply with all Legal Requirements (including NYC Local Laws No. 5 of 1973, No. 16 of 1984 and No. 58 of 1988, each as would require amended from time to time, and all Legal Requirements then in effect relating to access for the issuance handicapped or disabled within the Subleased Premises) and all orders, rules and regulations of a certificate of occupancy); Insurance Boards, and (ciii) any other documents or information reasonably requested by Lessorshall be made in a good and workmanlike manner using good quality materials. Lessee shall keep In order to ensure, maintain and control the Properties free from any liens arising out quality and standards of any work performed on, or materials furnished to, and workmanship in and the Properties. Lessee shall execute and file or record, as appropriate, a “Notice of Non-Responsibility,” or any equivalent notice permitted under applicable law in the states where the Properties are located which provides that Lessor is not responsible for the payment of any costs or expenses relating to the additions or alterations. Any addition to or alteration effective security of the Properties shall be deemed a part of Building and the Properties and belong Commercial Condominium, including the Subleased Premises, Sublessee acknowledges that it is reasonable to Lessorrequire Sublessee, and Lessee Sublessee hereby covenants and agrees, to use only general contractors, construction managers and subcontractors (collectively, “Sublessee’s Contractors”) first approved in writing by Sublessor, which approval shall execute and deliver to Lessor such instruments as Lessor may require to evidence not be unreasonably withheld, conditioned or delayed. In addition, all Alterations affecting the ownership Building’s HVAC system or its electrical or mechanical connections shall only be performed by Lessor of such addition or alterationSublessee’s Contractors first approved by the Board.

ALTERATIONS AND IMPROVEMENTS. During the Lease Term, (a) Lessee shall not alter at any time during the exterior, structural, plumbing or electrical elements of term hereof make any alterations to the Properties in any manner Premises without the first obtaining Lessor's written consent of Lessorthereto, which consent Lessor shall not be unreasonably withheld, conditioned withhold or delayeddelay; provided, however, that Lessor shall not be deemed unreasonable by refusing to consent to any alterations which are visible from the exterior of the Building or Premises, which will or are likely to cause any weakening of any part of the structure of the Premises or the Building or which will or are likely to cause damage or disruption to the Building systems or which are prohibited by any underlying mortgage, all of which alteration requests Lessor may reject in its sole discretion. Should Lessee may undertake structuraldesire to make any alterations to the Premises, exteriorLessee shall submit all plans and specifications for such proposed alterations to Lessor for Lessor's review before Lessee allows any such work to commence, plumbing and electrical Lessor shall approve or disapprove such plans and specifications for any of the reasons set forth in this Section 21(a) or for any other reason reasonably deemed sufficient by Lessor. Lessee shall select and use only contractors, subcontractors or other service personnel from those listed on Lessor's approved list maintained by Lessor in its management office. Upon Lessee's receipt of written approval from Lessor and any required approval of any mortgagee of Lessor, and upon Lessee's payment to Lessor of a reasonable fee prescribed by Lessor for the work of Lessor and Lessor's employees and representatives in reviewing and approving such plans and specifications, Lessee shall have the right to proceed with the construction of all approved alterations, which may include the construction and demolition of additional improvements to the Properties (if such demolition does not unreasonably impair the ability to operate the Permitted Facility on the applicable Property, does not effect any improvements located on the applicable Property as of the Effective Date and is at Lessee’s sole cost and expense), individually, costing less than $500,000, as adjusted by changes in the Price Index, without Lessor’s prior written consent. Lessee may undertake any non-structural alteration to the Properties, but only so long as Lessee provides Lessor with fourteen (14) days prior written notice of such alterations, if greater than $10,000, as adjusted by changes alterations are in the Price Index. If Lessor’s consent is required hereunder and Lessor consents to the making of any such alterations, the same shall be made by Lessee at Lessee’s sole expense by a licensed contractor (which may be directly subcontracted with by Lessee) and according to plans and specifications approved by Lessor and subject to such other conditions as Lessor shall reasonably require. Any work at any time commenced by Lessee on the Properties shall be prosecuted diligently to completion, shall be of good workmanship and materials and shall comply fully with all the terms of this Lease and all Legal Requirements. Lessor shall reasonably cooperate with all improvements including, without limitation, signing applications. Upon completion of any alterations individually costing $10,000 or more, as adjusted by changes in the Price Index, Lessee shall promptly provide Lessor with evidence of full payment to all laborers and materialmen contributing to the alterations. Additionally, upon completion of any such alterations, Lessee shall promptly provide Lessor with (a) an architect’s certificate certifying the alterations to have been completed in conformity strict compliance with the plans and specifications (if so approved by Lessor and with the provisions of this Section 21, including the use of contractors and service personnel approved in advance by Lessor in writing. All alterations are shall be made at Lessee's expense, either by Lessee's contractors approved in advance by Lessor, or, at Lessee's option, by Lessor on terms reasonably satisfactory to Lessee, including a reasonable fee of such a nature as would require actual expenses to Lessor to cover Lessor's overhead. In no event, however, shall Lessee or its contractors or repair personnel be permitted to do or allow any work affecting the issuance of such a certificate from the architect); Building systems. (b) a certificate of occupancy All construction, alterations and repair work done by, or for, Lessee shall (if the alterations are of i) be performed in such a nature manner as would require to maintain harmonious labor relations, (ii) not adversely affect the issuance safety of the Building or the Premises or the systems thereof; (iii) comply with all building, safety, fire, plumbing, electrical and other codes and governmental and insurance requirements, (iv) not result in any usage in excess of building standard of water, electricity, gas or other utilities or of heating, ventilating or air-conditioning (either during or after such work) unless prior written arrangements satisfactory to Lessor are made with respect thereto, (v) be completed promptly and in a certificate first-class and workmanlike manner and, if applicable, in compliance with, and subject to, all of occupancy); the provisions of Exhibit "E" hereto, and (vi) not disturb other tenants in the Building. (c) any All leasehold improvements, alterations and other documents physical additions made to, or information reasonably requested installed by Lessoror for Lessee in, the Premises shall be insured by Lessee, including Lessee's furniture, personal property and movable trade fixtures. Lessee shall keep remove, at Lessee's expense, all furniture, personal property, movable trade fixtures and, if directed to or permitted to do so by Lessor in writing, and to the Properties free from extent that the removal of the same will not cause any liens arising out of any work performed onstructural damage to the Premises or the Building, all, or materials furnished toany part of, the Propertiesleasehold improvements, alterations and other physical additions made by Lessee to the Premises, on or before the expiration date or earlier termination of this Lease; Lessee shall repair, or promptly reimburse Lessor for the cost of repairing, all damage done to the Premises or the Building by such removal. Any leasehold improvements, alterations or physical additions made by Lessee which Lessor does not direct or permit Lessee to remove at any time during or at the end of the term shall become the property of Lessor without any payment to Lessee. If Lessee fails to remove any of Lessee's furniture, personal property or movable trade fixtures by the expiration date or earlier termination of this Lease or, if Lessee fails to remove any leasehold improvements and other physical additions made by Lessee to the Premises which Lessor has in writing directed Lessee to remove, Lessor shall have the right, on the fifth (5th) day after Lessor's delivery of written notice to Lessee, to deem such property abandoned by Lessee and to remove, store, sell, discard or otherwise deal with or dispose of such abandoned property in a commercially-reasonable manner. Lessee shall execute and file or record, as appropriate, a “Notice be liable for all costs of Non-Responsibility,” or any equivalent notice permitted under applicable law in the states where the Properties are located which provides that Lessor is not responsible for the payment such disposition of any costs or expenses relating to the additions or alterations. Any addition to or alteration of the Properties shall be deemed a part of the Properties and belong to LessorLessee's abandoned property, and Lessor shall have no liability to Lessee in any respect regarding such property of Lessee. The provisions of this Section 21(c) shall execute and deliver to Lessor such instruments as Lessor may require to evidence survive the ownership by Lessor expiration or earlier termination of such addition or alterationthis Lease.

ALTERATIONS AND IMPROVEMENTS. During the Lease Term, Lessee LESSEE shall not alter the exteriorinstall, structuralmake, plumbing or electrical elements of the Properties in suffer to be made, any manner without the consent of Lessor, which consent shall not be unreasonably withheld, conditioned alterations or delayed; provided, however, Lessee may undertake structural, exterior, plumbing and electrical alterations, which may include the construction and demolition of additional improvements to the Properties (if such demolition does PREMISES or any part thereof without the prior written consent of LESSOR which shall not unreasonably impair be withheld. All work performed by LESSEE shall be performed in accordance with good construction practices, applicable governmental requirements, the ability requirements of any insurance policy providing coverage to operate the Permitted Facility on PREMISES and the general and special conditions, plans and specifications approved by LESSOR. LESSEE shall comply with all construction and labor regulations of LESSOR and shall provide all bonds and insurance required by ▇▇▇▇▇▇, including such proof of bonding and insurance coverage as LESSOR may require. All alterations or improvements performed by LESSEE shall be carried out by licensed contractors reasonably approved by ▇▇▇▇▇▇ and shall be carried out in accordance with all applicable Property, does not effect any improvements located on the applicable Property as of the Effective Date laws and is regulations. LESSEE shall at Lessee’s LESSEE's sole cost and expense)expense obtain all necessary permits, individually, costing licenses and authorizations in connection with the construction. ▇▇▇▇▇▇'s work shall be subject to the general inspection of LESSOR. LESSEE shall provide proof satisfactory to LESSOR that ▇▇▇▇▇▇'s contractor will (a) provide warranties for not less than $500,000one year against defects in workmanship, materials, and equipment; (b) carry or cause to be carried worker's compensation insurance covering all of the contractor's and its subcontractor's employees; and (c) carry public liability and property damage insurance which names ▇▇▇▇▇▇ as adjusted by changes in the Price Index, without Lessor’s prior written consent. Lessee may undertake any non-structural alteration to the Properties, so long as Lessee provides Lessor with fourteen an insured and requires thirty (1430) days prior written notice to LESSOR before any change in or cancellation of such alterations, if greater coverage becomes effective. The policy or policies shall contain liability limits of not less than One Million Dollars ($10,000, as adjusted by changes in 1,000,000) single limit coverage. ▇▇▇▇▇▇ shall have the Price Index. If Lessor’s consent is required hereunder and Lessor consents right to the making post a notice of any such alterations, the same shall be made by Lessee at Lessee’s sole expense by a licensed contractor (which may be directly subcontracted with by Lessee) and according to plans and specifications approved by Lessor and subject to such other conditions as Lessor shall reasonably require. Any work at any time commenced by Lessee on the Properties shall be prosecuted diligently to completion, shall be of good workmanship and materials and shall comply fully with all the terms of this Lease and all Legal Requirements. Lessor shall reasonably cooperate with all improvements including, without limitation, signing applications. Upon completion of any alterations individually costing $10,000 or more, as adjusted by changes in the Price Index, Lessee shall promptly provide Lessor with evidence of full payment to all laborers and materialmen contributing to the alterations. Additionally, upon completion of any such alterations, Lessee shall promptly provide Lessor with (a) an architect’s certificate certifying the alterations to have been completed in conformity with the plans and specifications (if the alterations are of such a nature as would require the issuance of such a certificate from the architect); (b) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); and (c) any other documents or information reasonably requested by Lessor. Lessee shall keep the Properties free from any non- responsibility for liens arising out of any work performed onperformed, materials furnished and obligations incurred by ▇▇▇▇▇▇. ▇▇▇▇▇▇ agrees to advise ▇▇▇▇▇▇ in writing at least ten (10) business days in advance of the date upon which alterations will be commenced in order to permit LESSOR to post such a notice. LESSEE shall keep the PREMISES free from any and all liens arising out of any work performed, materials furnished or obligations incurred by ▇▇▇▇▇▇. ▇▇▇▇▇▇ shall indemnify, defend and hold LESSOR harmless against any claim, demand, liability or expense on account of claims for work done or materials supplied for LESSEE or person claiming under it. All improvements made by LESSEE which are attached to the PREMISES so that they cannot be removed without material injury to the PREMISES shall become the property of the LESSOR upon installation. Not later than the last day of the term of this Lease, LESSEE shall, at LESSEE’S expense, remove all of LESSEE’S personal property and those improvements made by LESSEE which have not become the property of the LESSOR, including trade fixtures, cabinet work, moveable paneling, partitions and the like; repair all damage resulting from the installation or removal of such property and improvements; surrender the PREMISES in as good order, condition or repair as they were at the beginning of the term, except for reasonable use and wear thereof, and damage by fire, the elements, casualty, act of God or other cause not due to misuse or neglect of LESSEE or LESSEE’S officers, agents, employees, or materials furnished tovisitors; and remove at LESSEE’S expense any signs, the Properties. Lessee shall execute and file notices or record, as appropriate, a “Notice of Non-Responsibility,” displays placed or any equivalent notice permitted under applicable law in the states where the Properties are located which provides that Lessor is not responsible for the payment of any costs or expenses relating to the additions or alterations. Any addition to or alteration of the Properties shall be deemed a part of the Properties and belong to Lessor, and Lessee shall execute and deliver to Lessor such instruments as Lessor may require to evidence the ownership installed by Lessor of such addition or alteration▇▇▇▇▇▇.

ALTERATIONS AND IMPROVEMENTS. During the Lease Term, Lessee (a) The Tenant shall not alter the exterior, structural, plumbing or electrical elements of the Properties in any manner without the consent of Lessor, which consent shall not be unreasonably withheld, conditioned or delayed; provided, however, Lessee may undertake structural, exterior, plumbing and electrical make no alterations, which may include the construction and demolition of additional additions, and/or improvements to the Properties Premises, or any portion thereof, without obtaining the prior written consent of the Landlord. The Tenant shall submit any such request to the Landlord at least thirty (30) days prior to the proposed commencement date of such work. Landlord may impose, as a condition to such consent, such requirements as the Landlord may deem necessary in its reasonable judgment, including the manner in which the work is performed, the times during which the work is to be accomplished, approval of all plans and specifications, and the procurement of all building permits and licenses. Further, the Landlord shall be entitled to post notices on and about the Premises with respect to the Landlord’s non-liability for mechanics’ liens in connections with alterations or improvements made by the Tenant, and Tenant shall not permit such notices to be defaced or removed. ▇▇▇▇▇▇ further agrees not to connect any apparatus, machinery, or device to the Building systems, including electric wires, water pipes, fire safety, and HVAC system, without the prior written consent of the Landlord. (b) All alterations, improvements, and/or additions to the Premises shall be deemed a fixture, and thereby a part of the real estate and property of the Landlord, and shall remain upon and be surrendered with the Premises as a part thereof without molestation, disturbance or injury at the end of the Term of this Lease, whether by expiration or otherwise, unless the Landlord, by notice given to the Tenant, shall elect to have the Tenant remove all or any such alterations, additions, and/or improvements (excluding non- movable office walls), and in such event, the Tenant shall promptly after the termination of this Lease, remove, at its sole cost and expense, such alternations, improvements, and/or additions, and restore the Premises to the condition in which the Premises was in prior to the making of the same, reasonable wear and tear excepted. Notwithstanding the foregoing, all moveable partitions, IT communication cabling and wiring, telephones, and other machines and equipment which are installed in the Premises by or for the Tenant, without expense to the Landlord, and can be removed without structural damage to, or defacement of, the Building or any portion of the Premises, and all furniture, furnishing, equipment and other articles of property owned by the Tenant, and located in or about the Premises (all of which are herein called the “Tenant’s Property”) shall be and remain the property of the Tenant, and may be removed by the Tenant at any time during the term of this Lease. Any laundry equipment and/or machinery approved by Landlord to be installed by the Tenant at the Premises in accordance with Section 7(a) of this Lease Agreement shall remain the Tenant’s Property and may be removed by the Tenant at any time during this Lease. However, if any of the Tenant’s Property is removed, Tenant shall repair or pay the cost of repairing any damage to ADSLLP-00086836.8 the Building, and/or the Premises, resulting from such demolition does not unreasonably impair removal. All additions, improvements, and/or alterations which are to be surrendered with the ability Premises shall be surrendered with the Premises, as a part thereof, without cost to, or compensation by, the Landlord, at the end of the Term of this Lease, or the earlier termination thereof. Tenant may remain in the Premises up to operate five (5) days after the Permitted Facility on Termination Date, without the applicable payment of Rent, for the sole purpose of removing Tenant’s Property. If ▇▇▇▇▇▇ fails to remove any of Tenant’s Property after vacating the Premises, beyond the aforementioned five (5) day period, without Landlord’s consent, the Landlord, at Tenant’s expense, may remove and either dispose of, or store, the Tenant’s Property and perform any other required clean-up and/or repairs to the Premises. Tenant, within sixty (60) days after receipt of an invoice from the Landlord, shall reimburse the Landlord for the reasonable cost incurred by the Landlord for the removal, and disposal or storing of Tenant’s Property, does not effect and the clean-up and/or repair of the Premises. (c) Landlord ▇▇▇▇▇▇ agrees to leave in the Premises, at no additional cost to Tenant, for the use and enjoyment of Tenant, during the duration of ▇▇▇▇▇▇’s term and any extension thereof, the following improvements and/or fixtures: (i) The thirty-four (34) built-in office cubicles, located on in the applicable Property East Warehouse area of the Building, and in the Common Area of the First Floor as of the Effective Date effective date of this Lease. (d) If the Landlord permits persons hired, retained, or requested by the Tenant (other than employees of the Tenant) to perform any alterations, improvements, and/or additions to the Premises, then prior to the commencement of such work, the Tenant shall deliver to the Landlord sufficient proof evidencing the appropriate licenses, and insurance as reasonably required by the Landlord. Any and all such insurance shall name the Landlord as an additional insured and shall provide that the same may not be canceled or modified without thirty (30) days prior written notice to the Landlord. (e) Subject to the terms, conditions, and covenants of this Lease, Landlord, at its initial expense shall complete the Tenant Improvements in good, workmanlike and timely manner, which Tenant Improvements shall consist of the installation of the Walk-In Freezer pursuant to the Walk-In Freezer Plans attached hereto as Exhibit “C”. The Landlord shall substantially complete all of the Tenant Improvements as set forth in the Walk-in Freezer Plans within one hundred twenty (120) calendar days of the Commencement Date. If the Tenant Improvements cannot be substantially completed within such period of time, Landlord shall use commercially reasonable efforts to complete such work within a reasonable period thereafter. The Tenant Improvements shall be deemed substantially completed when all of the work is done substantially in accordance with the Walk-in Freezer Plans, along with any and all building permit(s), notwithstanding the necessity to correct adjust, or complete certain items, so long as corrections, adjustments, or completion do not impede the Tenant from occupying and utilizing the Premises for the purpose intended, as expressed in the Walk-in Freezer Plans. Landlord shall maintain the Walk-In Freezer for a period of one (1) year following the completion thereof at LesseeLandlord’s sole cost and expense). Thereafter, individuallyTenant shall, costing less than at its sole cost and expense, maintain and service including repairs and replacement, of the Walk-In Freezer during the remainder of the Term of the Lease. The Landlord shall maintain a copy of the manufacturer’s warranty information, if any, and will cooperate with the Tenant to the extent warranty repairs are required. ADSLLP-00086836.8 (i) Tenant hereby agrees to reimburse Landlord, the total sum of Two Hundred Fifteen Thousand Dollars ($500,000215,000.00) for the construction and/or installation of a walk-in freezer (the “Tenant Improvements”) measuring approximately 2,000 square feet, as adjusted by changes for the benefit use of the Tenant in the Price IndexPremises. Tenant shall reimburse Landlord Eight Thousand Nine Hundred Fifty-Eight and 33/100 Dollars ($8,958.33) monthly over a twenty-four (24) month period, without Lessor’s prior written consent. Lessee may undertake any nonfor the cost and expense of constructing and/or installing the walk-structural alteration in freezer according to the Propertiesterms and conditions of the Walk-in Freezer Plans. Reimbursement due to Landlord, so long as Lessee under this provision of the Lease, shall be deemed Rent. (ii) Landlord shall not charge Tenant any construction supervision, management supervision, consultation, or other fees with respect to the construction and/or installation of the Tenant Improvements. The Tenant shall have the right to inspect the Premises during construction and/or installation of the Tenant Improvements, and all work which is reasonably unsatisfactory to the Tenant must be corrected or repaired at Landlord’s expense; provided that Tenant provides Lessor Landlord with fourteen (14) days prior written notice of such alterations, if greater than $10,000, as adjusted by changes in the Price Index. If Lessor’s consent is required hereunder and Lessor consents to the making of any such alterations, the same shall be made by Lessee at Lessee’s sole expense by a licensed contractor unsatisfactory work within thirty (which may be directly subcontracted with by Lessee30) and according to plans and specifications approved by Lessor and subject to such other conditions as Lessor shall reasonably require. Any work at any time commenced by Lessee on the Properties shall be prosecuted diligently to completion, shall be days of good workmanship and materials and shall comply fully with all the terms of this Lease and all Legal Requirements. Lessor shall reasonably cooperate with all improvements including, without limitation, signing applications. Upon completion of any alterations individually costing $10,000 or more, as adjusted by changes in the Price Index, Lessee shall promptly provide Lessor with evidence of full payment to all laborers and materialmen contributing to the alterations. Additionally, upon completion of any such alterations, Lessee shall promptly provide Lessor with (a) an architect’s certificate certifying the alterations to have been completed in conformity with the plans and specifications (if the alterations are of such a nature as would require the issuance of such a certificate from the architect); (b) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); and (c) any other documents or information reasonably requested by Lessor. Lessee shall keep the Properties free from any liens arising out of any work performed on, or materials furnished to, the Properties. Lessee shall execute and file or record, as appropriate, a “Notice of Non-Responsibility,” or any equivalent notice permitted under applicable law in the states where the Properties are located which provides that Lessor is not responsible for the payment of any costs or expenses relating to the additions or alterations. Any addition to or alteration of the Properties shall be deemed a part of the Properties and belong to Lessor, and Lessee shall execute and deliver to Lessor such instruments as Lessor may require to evidence the ownership by Lessor of such addition or alterationTenant Improvements.

ALTERATIONS AND IMPROVEMENTS. During the Lease Term, Lessee shall not alter the exteriornot, structural, plumbing or electrical elements of the Properties in any manner without the prior written consent of Lessor, which consent shall not be unreasonably withheld, conditioned or delayed; provided, however, Lessee may undertake structural, exterior, plumbing and electrical make any alterations, which may include the construction and demolition of additional improvements or additions to the Properties (if Premises. If Lessor consents to said alterations, improvements or additions, it may impose such demolition does not unreasonably impair conditions with respect thereto as Lessor deems appropriate, including without limitation requiring Lessee to furnish Lessor with security for the ability payment of all costs to operate be incurred in connection with such work and the Permitted Facility on plans and specifications together with all permits necessary for such work. The work necessary to make any alterations, improvements or additions to the applicable Property, does not effect any improvements located on the applicable Property as of the Effective Date and is premises shall be done at Lessee’s sole cost and expense), individually, costing less than $500,000expense by employees of or contractors hired by Lessor except to the extent Lessor gives its prior written consent to Lessee’s hiring contractors. Lessee shall promptly pay to Lessor or to Lessee’s contractors, as adjusted the case may be, when due, the cost of all such work and of all decorating required by changes reason thereof. Upon completion of such work, Lessee shall deliver to Lessor, if payment is made directly to contractors, evidence of payment, contractor’s affidavits and full and final waivers of all liens for labor, services or materials. Lessee shall defend and hold Lessor and the Land and the Building harmless from all costs, damages, liens and expenses related to such work. Lessor reserves the right to require separate documentation in the Price Index, without Lessor’s prior written consent. Lessee may undertake any nonevent it elects to have third-structural alteration to the Properties, so long as Lessee provides Lessor with fourteen (14) days prior written notice of such alterations, if greater than $10,000, as adjusted by changes in the Price Index. If Lessor’s consent is required hereunder and Lessor consents to the making party financing of any such alterations, the same improvements to be performed by Lessor. All work done by Lessee or its contractors shall be made by Lessee at Lessee’s sole expense by done in a licensed contractor (which may be directly subcontracted with by Lessee) and according to plans and specifications approved by Lessor and subject to such other conditions as Lessor shall reasonably require. Any work at any time commenced by Lessee on the Properties shall be prosecuted diligently to completionfirst-class, shall be workmanlike manner, using only good grades of good workmanship and materials and shall comply fully with all insurance requirements and all applicable laws and ordinances and rules and regulations of governmental departments or agencies. All alterations, improvements and additions to the terms Premises, whether temporary or permanent in character, made or paid for by Lessor or Lessee shall become Lessor’s property at the termination of this Lease and all Legal Requirementsshall, unless Lessor requests their removal or approves their removal, be relinquished to Lessor in good condition, ordinary wear and tear excepted. In the event Lessee and Lessor shall reasonably cooperate with all agree in writing that certain improvements including, without limitation, signing applications. Upon completion of any alterations individually costing $10,000 or more, as adjusted by changes in the Price Indexmay be removed, Lessee shall promptly provide Lessor with evidence of full payment be required to all laborers and materialmen contributing repair any damage occasioned by such removal. Lessor’s permission for removal shall not apply to the alterations. Additionallyany telecommunications equipment, upon completion of any such alterations, Lessee shall promptly provide Lessor with (a) an architect’s certificate certifying the alterations to have been completed in conformity with the plans and specifications (if the alterations are of such a nature as would require the issuance of such a certificate from the architect); (b) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); and (c) any other documents or information reasonably requested by Lessor. Lessee shall keep the Properties free from any liens arising out of any work performed onswitches, or materials furnished todevices owned or leased by Lessee in which title to Lessor shall not pass, the Properties. Lessee shall execute and file or record, as appropriate, a “Notice of Non-Responsibility,” or in any equivalent notice permitted under applicable law in the states where the Properties are located which provides that Lessor is not responsible for the payment of any costs or expenses relating to the additions or alterations. Any addition to or alteration of the Properties shall be deemed a part of the Properties and belong to Lessormanner whatsoever, and Lessee shall execute may remove upon termination of the Lease without Lessor consent, subject to Lessee’s obligation to repair any damage caused by removal, not including ordinary wear and deliver to Lessor such instruments as Lessor may require to evidence the ownership by Lessor of such addition or alterationtear.

ALTERATIONS AND IMPROVEMENTS. During 8.1 Save for the Lease Terminstallation of trade fixtures and furnishings, the Lessee shall not alter will make no alterations, installations, removals, additions or improvements in or about the exterior, structural, plumbing or electrical elements of the Properties in any manner Premises without the consent of Lessor's prior written consent, which consent shall will not be unreasonably withheld, conditioned withheld or delayed; provided, howeverand in the event of such consent, all work is done at the Lessee's sole expense and at such times and such manner as the Lessor may reasonably approve. 8.2 The Lessee will not suffer or permit any builders' liens to be filed against the interest of the Lessor in the Land or the Premises by reason of work, labour, services or material supplied or claimed to have been supplied to the Lessee or for which the Lessee may undertake structuralbe in any way obligated, exterior, plumbing and electrical alterations, which may include the construction and demolition of additional improvements to the Properties (if such demolition does not unreasonably impair the ability to operate the Permitted Facility on the applicable Property, does not effect any improvements located on the applicable Property as of the Effective Date and is at Lessee’s sole cost and expense), individually, costing less than $500,000, as adjusted by changes in the Price Index, without Lessor’s prior written consent. Lessee may undertake any non-structural alteration to the Properties, so long as Lessee provides Lessor with fourteen (14) days prior written notice of such alterations, if greater than $10,000, as adjusted by changes in the Price Index. If Lessor’s consent is required hereunder and Lessor consents to the making of any such alterations, the same shall be made by Lessee at Lessee’s sole expense by a licensed contractor (which may be directly subcontracted with by Lessee) and according to plans and specifications approved by Lessor and subject to such other conditions as Lessor shall reasonably require. Any work builders' lien will at any time commenced be filed against the Land or the Premises whatsoever, the Lessee will cause the same to be discharged of record within 20 days of the date the Lessee has knowledge of such filing. The Lessor may wish to post security under the provisions of the Builders Lien Act or any legislation replacing such Act. 8.3 All articles of personal property and all business and trade fixtures, machinery and equipment, cabinet work, furniture and movable or immovable partitions owned or installed by the Lessee at the expense of the Lessee in the Premises will remain the property of the Lessee and may be removed by the Lessee at any time during the Term, provided that the Lessee at its expense will repair any damage to the premises or the Building caused by such removal of the original installation. 8.4 The Lessor may elect to require the Lessee to remove all or any part of the business and trade fixtures, machinery and equipment, cabinet work, furniture and movable and immovable partitions owned or installed by or on behalf of the Properties shall Lessee after the commencement of the Term (other than those which constitute ordinary and reasonable commercial fixtures and improvements which would be prosecuted diligently to completion, shall be of good workmanship and materials and shall comply fully with all reasonably useable by other commercial tenants) at the terms expiration of this Lease in which event such removal is done at the Lessee's expense and all Legal Requirements. Lessor shall reasonably cooperate with all improvements includingthe Lessee will, without limitationat its expense, signing applications. Upon completion of repair any alterations individually costing $10,000 or more, as adjusted by changes in the Price Index, Lessee shall promptly provide Lessor with evidence of full payment to all laborers and materialmen contributing damage to the alterations. AdditionallyPremises or to the Building caused by such removal. 8.5 If the Lessee does not remove the property set out in Section 8.5 forthwith after written demand by the Lessor, upon completion of any such alterationsproperty will, Lessee shall promptly provide Lessor with (a) an architect’s certificate certifying the alterations to have been completed in conformity with the plans and specifications (if the alterations are Lessor elects, be deemed to become the Lessor's property and the Lessor may remove the same at the same at the expense of the Lessee and the cost of such a nature as would require removal will be paid by the issuance Lessee forthwith to the Lessor on written demand and the Lessor will not be responsible for any loss or damage to such property because of such a certificate from the architect); (b) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); and (c) any other documents or information reasonably requested by Lessor. Lessee shall keep the Properties free from any liens arising out of any work performed on, or materials furnished to, the Properties. Lessee shall execute and file or record, as appropriate, a “Notice of Non-Responsibility,” or any equivalent notice permitted under applicable law in the states where the Properties are located which provides that Lessor is not responsible for the payment of any costs or expenses relating to the additions or alterations. Any addition to or alteration of the Properties shall be deemed a part of the Properties and belong to Lessor, and Lessee shall execute and deliver to Lessor such instruments as Lessor may require to evidence the ownership by Lessor of such addition or alterationremoval.

ALTERATIONS AND IMPROVEMENTS. During the Lease Term, A. Lessee shall not alter the exteriorProperty, structural, plumbing including the structural elements or electrical elements building systems of the Properties Property, in any manner without the prior written consent of Lessor, which consent shall not be unreasonably withheld, conditioned withheld or delayed; provided, howeverconditioned. Notwithstanding the foregoing, Lessee may undertake structuralundertake, exteriorwithout Lessor’s consent, any (1) non-structural alterations to the Property costing no more than $1,000,000.00 in any one instance, including alterations to the exterior of the buildings and improvements, or (2) alterations to the mechanical, electrical, plumbing or other building systems costing no more than $300,000.00 in any one instance, provided that all such alterations are performed in a good and electrical alterationsworkmanlike manner using reputable and qualified contractors, which may include the construction in compliance with all Applicable Regulations, and demolition provided further that Lessee shall obtain and comply with all required permits and governmental approvals in connection therewith. For purposes of additional improvements this Lease, alterations to the Properties structural elements of the Property shall mean: Property; or (if i) alterations which affect the foundation or “footprint” of the improvements at the (ii) alterations which involve the structural elements of the improvements at the Property, such demolition does not unreasonably impair as a load-bearing wall, structural beams, columns, supports or roof. B. Without the ability to operate the Permitted Facility consent of Lessor, Lessee may install any signs or similar signage on the Property so long as it is in compliance with Applicable Regulations and any applicable Property, does not effect Permitted Exceptions. C. Any work at any improvements located time commenced by ▇▇▇▇▇▇ on the applicable Property as of the Effective Date and is shall be at Lessee’s sole cost and expense), individually, costing less than $500,000, as adjusted by changes in the Price Index, without Lessor’s prior written consent. Lessee may undertake any non-structural alteration to the Properties, so long as Lessee provides Lessor with fourteen (14) days prior written notice of such alterations, if greater than $10,000, as adjusted by changes in the Price Index. If Lessor’s consent is required hereunder and Lessor consents to the making of any such alterations, the same shall be made by Lessee at Lessee’s sole expense performed by a licensed contractor (which may be directly subcontracted with by Lessee) and according to plans and specifications approved by Lessor and subject to such other conditions as Lessor shall reasonably require. Any work at any time commenced by Lessee on the Properties contractor, shall be prosecuted diligently to completion, shall be of good workmanship and materials and shall comply fully with all the terms of this Lease and all Legal Requirements. Lessor shall reasonably cooperate with all improvements including, without limitation, signing applicationsLease. Upon completion of any alterations individually costing $10,000 or more, as adjusted by changes in the Price Indexrequiring Lessor consent, Lessee shall promptly provide Lessor with (i) evidence of full payment to all laborers and materialmen contributing to the alterations. Additionally, upon completion of any such alterations(ii) if plans and specifications for the alterations were required in order to obtain permits for the applicable work, Lessee shall promptly provide Lessor with (a) a certificate from an architect’s certificate architect or engineer, as applicable, certifying the alterations to have been completed in conformity with the plans and specifications specifications, (if the alterations are of such a nature as would require the issuance of such a certificate from the architect); (biii) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); , and (civ) any other documents or information reasonably requested by ▇▇▇▇▇▇. Any addition to or alteration of the Property (excluding any Personal Property) shall automatically be deemed a part of the Property and belong to Lessor. , and Lessee shall keep execute and deliver to Lessor such instruments as Lessor may require to evidence the Properties free from any liens arising out ownership by Lessor of any work performed on, such addition or materials furnished to, the Propertiesalteration. Lessee shall execute and file or record, as appropriate, a “Notice of Non-Responsibility,” or any equivalent notice permitted under applicable law in the states state where the Properties are located which provides that Property is located. In addition, for any alterations costing in excess of Two Million and No/100 Dollars ($2,000,000.00) in any one instance, at Lessor’s option, Lessee shall, prior to commencement of such work, obtain and deliver (or cause its contractor to obtain and deliver) to Lessor is not responsible for the payment of any costs or expenses relating to the additions or alterations. Any addition to or alteration of the Properties shall be deemed a part of the Properties and belong performance bonds, in form and substance reasonably satisfactory to Lessor, issued by a surety company licensed to do business in the state in which the Property is located and Lessee shall execute and deliver reasonably acceptable to Lessor, naming Lessor such instruments as Lessor may require an additional obligee, in an amount equal to evidence one-hundred percent (100%) of the ownership by Lessor estimated cost of such addition work; provided, however, that if Lessee demonstrates that there are no contractors, having the qualifications necessary to complete the applicable alterations at a reasonable cost, within a fifty (50) mile radius of the Property and reasonably capable of obtaining such bonds at a reasonable cost (a “Bondable Contractor”), then Lessor may, in its reasonable discretion, elect to waive or alterationdecrease the amount of the foregoing bonding requirement.

ALTERATIONS AND IMPROVEMENTS. During the Lease Term, Lessee shall not alter the exterior, structural, plumbing or electrical elements of the Properties Premises in any manner without the consent of Lessor, which consent shall not be unreasonably withheld, conditioned withheld or delayedconditioned; provided, however, Lessee may undertake structural, nonstructural alterations to the Premises (including the exterior, plumbing and electrical alterations, which may include the construction and demolition of additional improvements to the Properties (if such demolition does not unreasonably impair the ability to operate the Permitted Facility on the applicable Property, does not effect any improvements located on the applicable Property as of the Effective Date and is at Lessee’s sole cost and expense), individually, elements) costing less than $500,000, as 500,000 (which amount shall be adjusted by changes annually in proportion to the Price Indexincreases in CPI) in any calendar year, without Lessor’s prior written consent. Lessee may undertake any non-structural alteration For purposes of this Lease, alterations to the Propertiesstructural elements of the Premises shall mean: (i) alterations which affect the foundation or “footprint” of the improvements at the Premises; or (ii) alterations which involve the structural elements of the improvements at the Premises, so long such as Lessee provides Lessor with fourteen (14) days prior written notice of such alterationsa load-bearing wall, if greater than $10,000structural beams, as adjusted by changes in the Price Indexcolumns, supports or roof. If Lessor’s consent is required hereunder and Lessor consents to the making of any such alterations, the same shall be made by Lessee at Lessee’s sole expense by a licensed contractor (which may be directly subcontracted with by Lessee) and according to plans and specifications approved by Lessor Lessor, which approval shall not be unreasonably withheld, conditioned or delayed, and subject to such other conditions as Lessor shall may reasonably require. Any work at any time commenced by Lessee on the Properties Premises shall be prosecuted diligently to completion, shall be of good workmanship and materials and shall comply fully with all the terms of this Lease and all Legal Requirements. Lessor shall reasonably cooperate with all improvements including, without limitation, signing applicationsLease. Upon completion of any alterations individually costing $10,000 or more, as adjusted by changes in the Price Indexalterations, Lessee shall promptly provide Lessor with (i) evidence of full payment to all laborers and materialmen contributing to the alterations. Additionally, upon completion of any such alterations, Lessee shall promptly provide Lessor with (aii) an architect’s certificate certifying the alterations to have been completed in conformity with the plans and specifications specifications, (if the alterations are of such a nature as would require the issuance of such a certificate from the architect); (biii) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); , and (civ) any other documents or information reasonably requested by Lessor. Any addition to or alteration of the Premises (excluding any Personal Property) shall automatically be deemed a part of the Premises and belong to Lessor, and Lessee shall keep execute and deliver to Lessor such instruments as Lessor may require to evidence the Properties free from any liens arising out ownership by Lessor of any work performed on, such addition or materials furnished to, the Propertiesalteration. Lessee shall execute and file or record, as appropriate, a “Notice of Non-Responsibility,” or any equivalent notice permitted under applicable law in the states state where the Properties Premises are located which provides that Lessor is not responsible for the payment of any costs or expenses relating to the additions or alterations. Any addition to or alteration of the Properties shall be deemed a part of the Properties and belong to Lessor, and Lessee shall execute and deliver to Lessor such instruments as Lessor may require to evidence the ownership by Lessor of such addition or alterationlocated.

ALTERATIONS AND IMPROVEMENTS. During Following the Occupancy Date and during the Lease Term, Lessee shall not alter the exterior, structural, plumbing or electrical elements of the Properties Property in any manner without the consent of Lessor, which consent shall not be unreasonably withheld, conditioned withheld or delayedconditioned; provided, however, Lessee may undertake structural, exterior, plumbing and electrical alterations, which may include the construction and demolition of additional improvements nonstructural alterations to the Properties (if such demolition does not unreasonably impair the ability to operate the Permitted Facility on the applicable Property, does not effect any improvements located on the applicable Property as of the Effective Date and is at Lessee’s sole cost and expense), individually, costing less than $500,000, as adjusted 150,000 (such limit shall increase by changes in the Price Index, 2.0% each Lease year) without Lessor’s prior written consent. Lessee may undertake any non-structural alteration to the Properties, so long as Lessee provides Lessor with fourteen (14) days prior written notice of such alterations, if greater than $10,000, as adjusted by changes in the Price Index. If Lessor’s consent is required hereunder and Lessor consents to the making of any such alterations, the same shall be made by Lessee at Lessee’s sole expense by a licensed contractor (which may be directly subcontracted with by Lessee) and according to plans and specifications approved by Lessor and subject to such other conditions as Lessor shall reasonably require. Any work at any time commenced by Lessee on the Properties Property shall be prosecuted diligently to completion, shall be of good workmanship and materials and shall comply fully with all the terms of this Lease and all Legal Requirements. Lessor shall reasonably cooperate with all improvements including, without limitation, signing applications. Upon completion of any alterations individually costing $10,000 150,000 or more, as adjusted by changes in the Price Index, Lessee shall promptly provide Lessor with evidence of full payment to all laborers and materialmen contributing to the alterations. Additionally, upon completion of any such alterations, Lessee shall promptly provide Lessor with (a) an architect’s certificate certifying the alterations to have been completed in conformity with the plans and specifications (if the alterations are of such a nature as would require the issuance of such a certificate from the architect); (b) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); and (c) any other documents or information reasonably requested by Lessor. Following the Occupancy Date, Lessee shall keep the Properties Property free from any liens arising out of any work performed on, or materials furnished to, the PropertiesProperty. Lessee shall execute and file or record, as appropriate, a “Notice of Non-ResponsibilityNon‑Responsibility,” or any equivalent notice permitted under applicable law Law in the states state where the Properties are Property is located which provides that Lessor is not responsible for the payment of any costs or expenses relating to the additions or alterations. Any addition to or alteration of the Properties Property shall be deemed a part of the Properties Property and belong to Lessor, and Lessee shall execute and deliver to Lessor such instruments as Lessor may reasonably require to evidence the ownership by Lessor of such addition or alteration.

ALTERATIONS AND IMPROVEMENTS. During Lessee shall not make any improvements, alterations, additions or installations in or to the Lease TermPremises (hereinafter referred to as the "Work") in excess of $25,000 in the aggregate in any twelve-month period or which modifies the electrical (other than production machinery and equipment changes and lighting, provided such changes in lighting do not adversely affect usability as an office/warehouse), mechanical, or structural aspects of the Office/ Warehouse Complex or the roof of the Office/Warehouse Complex without Lessor's prior written consent. Along with any request for Lessor's consent and before commencement of the Work or delivery of any materials to be used in the Work to the Premises or into the Office/Warehouse Complex, Lessee shall not alter furnish Lessor with plans and specifications, names and addresses of contractors, copies of contracts, necessary permits and licenses, and an indemnification in such form and amount as may be reasonably satisfactory to Lessor and a performance bond executed by a commercial surety reasonably satisfactory to Lessor, and in an amount equal to the exteriorWork and the payment of all liens for labor and material arising therefrom. Lessee agrees to defend and hold Lessor forever harmless from any and all claims and liabilities of any kind and description which may arise out of or be connected in any way with said improvements, structuralalterations, plumbing additions or electrical elements installations. All Work shall be done only by contractors or mechanics reasonably approved by Lessor and shall be done in accordance with good architectural and engineering practice. All work done by Lessee, its agents, employees, or contractors shall be done in such a manner as to avoid labor disputes. Lessee shall pay the cost of all such improvements, alterations, additions or installations (including a reasonable charge for Lessor's engineering time), and also the cost of painting, restoring, or repairing the Premises and the Office/ Warehouse Complex occasioned by such improvements, alterations, additions or installations. Upon completion of the Properties Work, Lessee shall furnish Lessor with contractor's affidavits and full and final waivers of liens, and receipted bills covering all labor and materials expended and used. The Work shall comply with all insurance requirements and all laws, ordinances, rules and regulations of all governmental authorities and shall be constructed in any manner without a good and workmanlike manner. Lessee shall permit Lessor to inspect construction operations in connection with the consent of Lessor, which consent Work. Lessee shall not be unreasonably withheldallowed to make any alterations, conditioned modifications, improvements, additions, or delayedinstallations if such action results or would result in a labor dispute or otherwise would materially interfere with Lessor's operation of the Office/Warehouse Complex. Lessor, by written notice to Lessee given at or prior to termination of this Lease, may require Lessee to remove any improvements, additions or installation installed by Lessee in the Premises at Lessee's sole cost and expense, and repair or restore any damage caused by the installation and removal of such improvements, additions, or installations; provided, however, the only improvements, additions or installations which Lessee may undertake structural, exterior, plumbing and electrical alterations, which may include shall remove shall be those specified in such notice. At the construction and demolition of additional improvements time approval is requested or granted or at the time Lessee requests Lessor to make a designation pursuant to the Properties (if such demolition does not unreasonably impair the ability to operate the Permitted Facility on the applicable Property, does not effect any improvements located on the applicable Property as of the Effective Date and is at Lessee’s sole cost and expense), individually, costing less than $500,000provisions hereof, as adjusted by changes in the Price Indexto any specific change or alteration, without Lessor’s prior written consent. Lessee may undertake any non-structural alteration to the Properties, so long as Lessee provides Lessor with fourteen (14) days prior written notice shall designate which portion of such alterations, if greater than $10,000, as adjusted by changes in the Price Index. If Lessor’s consent is required hereunder and Lessor consents to the making of any such alterations, the same change or alteration shall be made by Lessee removed, repaired and restored at Lessee’s sole expense by a licensed contractor (which may be directly subcontracted with by Lessee) and according to plans and specifications approved by Lessor and subject to such other conditions as Lessor shall reasonably require. Any work at any time commenced by Lessee on the Properties shall be prosecuted diligently to completion, shall be of good workmanship and materials and shall comply fully with all the terms termination of this Lease and all Legal Requirements. which portion may be surrendered at termination of this Lease without removal, repair and restoration and Lessor shall reasonably cooperate with all improvements including, without limitation, signing applicationsnot be arbitrary or capricious in respect to any such designation. Upon completion of any alterations individually costing $10,000 If no designation is made at the time approval or more, as adjusted by changes in the Price Indexdesignation is requested or granted, Lessee shall promptly provide not be required to remove and shall not remove the items covered by such request or grant. Further, in respect to items as to which no specific written approval is requested or granted, Lessor with evidence of full payment to all laborers and materialmen contributing to the alterations. Additionallymay require, upon completion termination of this Lease, the removal (and repair of resulting damage) of any such alterationsapplicable improvement, Lessee shall promptly provide Lessor with (a) an architect’s certificate certifying the alterations to have been completed in conformity with the plans and specifications (if the alterations are of such a nature as would require the issuance of such a certificate from the architect); (b) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); and (c) any other documents alteration, addition or information reasonably requested by Lessor. Lessee shall keep the Properties free from any liens arising out of any work performed on, or materials furnished to, the Properties. Lessee shall execute and file or record, as appropriate, a “Notice of Non-Responsibility,” or any equivalent notice permitted under applicable law installation installed in the states where the Properties are located which provides that Lessor is not responsible for the payment of any costs or expenses relating to the additions or alterations. Any addition to or alteration of the Properties shall be deemed a part of the Properties and belong to Lessor, and Lessee shall execute and deliver to Lessor such instruments as Lessor may require to evidence the ownership by Lessor of such addition or alterationPremises.

ALTERATIONS AND IMPROVEMENTS. During the Lease Term, Lessee shall not alter the exterior, structural, plumbing or electrical elements of the Properties in any manner without the consent of Lessor, which consent shall not be unreasonably withheldunresonably delayed, conditioned withheld or delayedconditioned; provided, however, Lessee may undertake structural, exterior, plumbing and electrical alterations, which may include the construction and demolition of additional improvements nonstructural alterations to the Properties (if such demolition does not unreasonably impair the ability to operate the Permitted Facility on the applicable Property, does not effect any improvements located on the applicable Property as of the Effective Date and is at Lessee’s sole cost and expense)Properties, individually, costing less than $500,000, as adjusted by changes in the Price Index, 70,000 without Lessor’s prior written consent. Lessee may undertake Lessor shall respond to any non-structural alteration to the Properties, so long as Lessee provides Lessor with fourteen request for consent within ten (1410) days prior of a written notice of request from Lessee detailing the proposed alterations together with plans and specification and any other information Lessor may reasonably require. If Landlord fails to respond in writing within such alterations10-day period, if greater than $10,000, as adjusted by changes in the Price Indexrequest shall be deemed approved under this Lease. If Lessor’s consent is required hereunder and Lessor consents to the making of any such alterations, the same shall be made by Lessee at Lessee’s sole expense by a licensed contractor (which may be directly subcontracted with by Lessee) and according to plans and specifications approved by Lessor and subject to such other conditions as Lessor shall reasonably require. Any work at any time commenced by Lessee on the Properties shall be prosecuted diligently to completion, shall be of good workmanship and materials and shall comply fully with all the terms of this Lease and all Legal Requirements. Lessor shall reasonably cooperate with all improvements including, without limitation, signing applications. Upon completion of any alterations individually costing $10,000 or more, as adjusted by changes in the Price Index, Lessee shall promptly provide Lessor with evidence of full payment to all laborers and materialmen contributing to the alterations. Additionally, upon completion of any such alterations, Lessee shall promptly provide Lessor with (a) an architect’s certificate certifying the alterations to have been completed in conformity with the plans and specifications (if the alterations are of such a nature as would require the issuance of such a certificate from the architect); (b) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); and (c) any other documents or information reasonably requested by Lessor. Lessee shall keep the Properties free from any liens arising out of any work performed on, or materials furnished to, the Properties. Lessee shall execute and file or record, as appropriate, a “Notice of Non-Responsibility,” or any equivalent notice permitted under applicable law in the states where the Properties are located which provides that Lessor is not responsible for the payment of any costs or expenses relating to the additions or alterations. Any addition to or alteration of the Properties shall be deemed a part of the Properties and belong to Lessor, and Lessee shall execute and deliver to Lessor such instruments as Lessor may require to evidence the ownership by Lessor of such addition or alteration.

ALTERATIONS AND IMPROVEMENTS. During the Lease Term, Lessee Grantor shall not alter the exterior, structural, plumbing or electrical elements of the Properties Deed Estate in any manner without the consent of LessorGrantee, which consent shall not be unreasonably withheld, conditioned withheld or delayedconditioned; provided, however, Lessee Grantor may undertake structural, exterior, plumbing and electrical alterations, which may include the construction and demolition of additional improvements nonstructural alterations to the Properties (if such demolition does not unreasonably impair the ability to operate the Permitted Facility on the applicable Property, does not effect any improvements located on the applicable Property as of the Effective Date and is at Lessee’s sole cost and expense), individually, Deed Estate costing less than $500,000100,000 without Grantee’s consent. For purposes of this Deed to Secure Debt, alterations to the exterior, structural, plumbing or electrical elements of the Deed Estate shall mean: (i) alterations which affect the foundation or “footprint” of the Improvements; (ii) alterations which involve the structural elements of the Improvements, such as adjusted by changes in a load-bearing wall, structural beams, columns, supports or roof; or (iii) alterations which materially affect any of the Price Indexbuilding systems, including, without Lessor’s prior written consentlimitation, the electrical systems, plumbing, HVAC and fire and safety systems. Lessee may undertake any non▇▇▇▇▇▇▇▇ ▇▇. ▇▇▇▇▇ GE No. 8004-structural alteration to the Properties0863 ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇ Albany, so long as Lessee provides Lessor with fourteen (14) days prior written notice of such alterations, if greater than $10,000, as adjusted by changes in the Price Index. Georgia If LessorGrantee’s consent is required hereunder and Lessor Grantee consents to the making of any such alterations, the same shall be made by Lessee Grantor at LesseeGrantor’s sole expense by a licensed contractor (which may be directly subcontracted with by Lessee) and according to plans and specifications approved by Lessor Grantee and subject to such other conditions as Lessor Grantee shall reasonably require. Any work at any time commenced by Lessee on the Properties Deed Estate shall be prosecuted diligently to completion, shall be of good workmanship and materials and shall comply fully with all the terms of this Lease and all Legal Requirements. Lessor shall reasonably cooperate with all improvements including, without limitation, signing applicationsDeed to Secure Debt. Upon completion of any alterations individually costing $10,000 for which Grantee’s consent is required hereunder or moreany Restoration, as adjusted by changes in the Price Index, Lessee Grantor shall promptly provide Lessor Grantee with (i) evidence of full payment to all laborers and materialmen contributing to the alterations. Additionally, upon completion of any such alterations, Lessee shall promptly provide Lessor with (aii) an architect’s certificate certifying the alterations to have been completed in conformity with the plans and specifications specifications, (if the alterations are of such a nature as would require the issuance of such a certificate from the architect); (biii) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); , and (civ) any other documents or information reasonably requested by Lessor. Lessee shall keep the Properties free from any liens arising out of any work performed on, or materials furnished to, the Properties. Lessee shall execute and file or record, as appropriate, a “Notice of Non-Responsibility,” or any equivalent notice permitted under applicable law in the states where the Properties are located which provides that Lessor is not responsible for the payment of any costs or expenses relating to the additions or alterations. Any addition to or alteration of the Properties shall be deemed a part of the Properties and belong to Lessor, and Lessee shall execute and deliver to Lessor such instruments as Lessor may require to evidence the ownership by Lessor of such addition or alterationGrantee.

ALTERATIONS AND IMPROVEMENTS. During 11.1 By Lessee: Any structural modifications, alterations and/or improvements to the Lease TermLeased Premises by Lessee must (A) first be approved by Lessor in writing, Lessee shall not alter the exterior, structural, plumbing or electrical elements of the Properties (B) be made in any manner without the consent of substantial compliance with plans and specifications therefore first approved by Lessor, which consent and (C) be performed by a contractor first approved by Lessor. Lessor agrees that such approvals shall not be unreasonably withheldwithheld or delayed All Lessee modifications, conditioned or delayed; provided, however, Lessee may undertake structural, exterior, plumbing and electrical alterations, which may include the construction and demolition of additional alterations and/or improvements to the Properties Leased Premises shall be made, constructed or installed (if such demolition does not unreasonably impair the ability to operate the Permitted Facility on the applicable Property, does not effect any improvements located on the applicable Property as of the Effective Date and is w) at Lessee’s sole cost expense, (x) using a licensed contractor, (y) in good and expense)workmanlike manner, individuallyand (z) in accordance with all applicable federal, costing less than $500,000state, as adjusted by changes in the Price Index, without Lessor’s prior written consentand local law and regulations. Lessee may undertake shall not commence the making of any non-structural alteration to the PropertiesLessee modifications, so long as Lessee provides alterations and/or improvements until (i) all required governmental approvals and permits have been obtained, (ii) all requirements ragarding Insurance imposed by this Lease have been satisfied, (iii) Lassee has given Lessor with fourteen (14) at least five business days prior written notice of such alterationsits intention to commence any structural work, so that Lessor may post and file notices of non-responsibility, and (iv) if greater than $10,000reasonably requested by Lessor, as adjusted Lessee has obtained contingent liability and broad form builder’s risk insurance in an amount reasonably satisfactory Lessor to cover any perils relating to the proposed work not covered by changes insurance carried by Lessee pursuant to this Lease. As used in the Price Index. If Lessor’s consent is required hereunder and Lessor consents to the making of any such alterationsParagraph, the same term “modifications, alterations and/or improvements” shall be made by Lessee at Lessee’s sole expense by a licensed contractor (which may be directly subcontracted with by Lessee) and according to plans and specifications approved by Lessor and subject to such other conditions as Lessor shall reasonably require. Any work at any time commenced by Lessee on the Properties shall be prosecuted diligently to completion, shall be of good workmanship and materials and shall comply fully with all the terms of this Lease and all Legal Requirements. Lessor shall reasonably cooperate with all improvements includingexpressly include, without limitation, signing applications. Upon completion the installation of any alterations individually costing $10,000 or moreadditional electrical service and systems, as adjusted by changes heating and ventilation, overhead lighting fixtures, drains, sinks, built-in the Price Indexpartitions, Lessee shall promptly provide Lessor with evidence of full payment to all laborers and materialmen contributing to the alterations. Additionally, upon completion of any such alterations, Lessee shall promptly provide Lessor with (a) an architect’s certificate certifying the alterations to have been completed in conformity with the plans and specifications (if the alterations are of such a nature as would require the issuance of such a certificate from the architect); (b) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); and (c) any other documents or information reasonably requested by Lessor. Lessee shall keep the Properties free from any liens arising out of any work performed ondoorways, or materials furnished to, the Properties. Lessee shall execute and file or record, as appropriate, a “Notice of Non-Responsibility,” or any equivalent notice permitted under applicable law in the states where the Properties are located which provides that Lessor is not responsible for the payment of any costs or expenses relating to the additions or alterations. Any addition to or alteration of the Properties shall be deemed a part of the Properties and belong to Lessorlike, and Lessee shall execute and deliver to Lessor such instruments as Lessor may require to evidence the ownership by Lessor of such addition or alterationexpressly exclude cosmetic changes.

ALTERATIONS AND IMPROVEMENTS. During the Lease TermPrior to commencing construction of (a) any Improvements that (when considered individually or together with any related Improvements) have a total estimated cost in excess of $250,000.00, Lessee shall not alter the exterior, structural, plumbing or electrical elements (b) any alterations to any of the Properties Improvements that (when considered individually or together with any related alterations) have a total estimated cost in excess of $250,000.00, or (c) any manner without structural alterations to any of the consent Improvements, or (d) any non-structural alterations to the Improvements that could reasonably be expected to diminish the value of Lessorthe Improvements by more than $100,000.00 (either individually or in the aggregate) (any of the foregoing, “Major Work”), Tenant shall obtain Landlord’s prior written approval of such proposed Improvements or alterations, which consent approval shall not be unreasonably withheld, conditioned or delayeddelayed so long as Tenant shall not be in breach under this Lease beyond any applicable notice and cure period. Prior to commencing any construction (regardless of whether or not Landlord’s approval may be required hereunder), Tenant shall submit to Landlord, on electronic media (together with a hard copy), such plans and specifications as are customary and reasonable for the alteration or improvement contemplated, in Tenant’s commercially reasonable judgment, which may include a site plan showing in detail any planned changes to the existing dimensions, ingress, egress, grading, drainage, site and building signage, site and building lighting, parking, hardscape and landscaping (the “Preliminary Submittal”). In addition, prior to commencing construction of any Major Work, Tenant shall submit to comprehensive plans and specifications therefor for Landlord’s prior written approval, which approval shall not be unreasonably withheld, conditioned or delayed so long as Tenant shall not be in breach under this Lease beyond any applicable notice and cure period. No work that requires Landlord’s approval may be commenced unless and until Landlord shall have given such approval as required hereunder. It shall be reasonable for Landlord to withhold its approval of the comprehensive plans and specifications if they do not substantially conform to the Preliminary Submittal approved by Landlord. Tenant acknowledges that Landlord does not assume any responsibility whatsoever for the design of any structure or for any violation of applicable laws, ordinances or regulations and that Landlord’s review and approval of the Preliminary Submittal and any plans and specifications is for Landlord’s own benefit and does not constitute any representation or warranty whatsoever to Tenant. Tenant shall not make any material changes or modifications to the plans and specifications for any alterations or new Improvements after having received the approval of Landlord, without first obtaining the approval of Landlord to such changes or modifications, which approval shall not be unreasonably withheld, conditioned or delayed so long as Tenant shall not be in breach under this Lease beyond any applicable notice and cure period. All work shall be constructed and completed in a good, workmanlike and lien free manner, in conformance with the plans and specifications approved by Landlord as required hereunder and in compliance with the codes and ordinances of governmental authorities having jurisdiction. Within one hundred twenty (120) days after completion of any Improvements on the Land and within one hundred twenty (120) days after completion of any alterations to the Improvements, Tenant shall deliver to Landlord, at no cost or expense to Landlord, one (1) set of “as built” plans for the Improvements on electronic media, together with a signed and sealed letter of certification from Tenant’s architect and/or engineer certifying that the electronic media furnished represents the true, correct and complete “as built” plans for the Improvements; provided, however, Lessee may undertake structuralin no event shall Tenant be required to submit “as built” plans and specifications for any Improvements or alterations that do not constitute Major Work if it would not be customary and reasonable to produce “as built” plans and specifications for such Improvement or alteration. All Improvements, exterior, plumbing and electrical alterations, which may include additions and fixtures (excluding Tenant’s trade fixtures, furniture, equipment and/or personal property) made or installed by Tenant (collectively, the construction “Tenant Alterations”) shall remain upon the Premises at the expiration or earlier termination of this Lease and demolition shall become the property of additional improvements Landlord without the need to execute any further documents or instruments, unless, either prior to the Properties expiration or termination of this Lease or within thirty (30) days after the termination or expiration of this Lease, Landlord shall give written notice to Tenant directing Tenant to remove the same or such of the same as shall be specified by Landlord, whereupon Tenant shall, on or before the expiration or earlier termination of the Lease Term (or the date that is thirty (30) days after the date of Landlord’s notice if such demolition does not unreasonably impair notice is given after the ability to operate the Permitted Facility on the applicable Property, does not effect any improvements located on the applicable Property as expiration or earlier termination of the Effective Date Lease Term) remove any Tenant Alterations so specified and is repair all damage occasioned in connection with such removal and return the area affected thereby to its condition prior to the performance or installation of the same, all at LesseeTenant’s sole cost and expense). Notwithstanding the foregoing, individuallyexcept for cabling, costing which Tenant shall remove if Landlord does not require the same to be capped and surrendered, Tenant shall not be required to remove any Tenant Alterations if (i) Tenant’s request for Landlord’s consent to such Tenant Alterations (or Tenant’s notice of Tenant Alterations which do not require Landlord’s consent hereunder) contains a statement in capital letters of not less than $500,00014 point, as adjusted by changes in the Price Index, without Lessor’s prior written consent. Lessee may undertake any nonbold-structural alteration to the Properties, so long as Lessee provides Lessor with fourteen (14) days prior written notice of such alterations, if greater than $10,000, as adjusted by changes in the Price Index. If Lessor’s consent is required hereunder and Lessor consents to the making of any such alterations, the same shall be made by Lessee at Lessee’s sole expense by a licensed contractor (which may be directly subcontracted with by Lessee) and according to plans and specifications approved by Lessor and subject to such other conditions as Lessor shall reasonably require. Any work at any time commenced by Lessee on the Properties shall be prosecuted diligently to completion, shall be of good workmanship and materials and shall comply fully with all the terms of this Lease and all Legal Requirements. Lessor shall reasonably cooperate with all improvements including, without limitation, signing applications. Upon completion of any alterations individually costing $10,000 or more, as adjusted by changes in the Price Index, Lessee shall promptly provide Lessor with evidence of full payment to all laborers and materialmen contributing to the alterations. Additionally, upon completion of any such alterations, Lessee shall promptly provide Lessor with (a) an architect’s certificate certifying the alterations to have been completed in conformity with the plans and specifications (if the alterations are of such a nature as would require the issuance of such a certificate from the architect); (b) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); and (c) any other documents or information reasonably requested by Lessor. Lessee shall keep the Properties free from any liens arising out of any work performed on, or materials furnished to, the Properties. Lessee shall execute and file or record, as appropriate, a “Notice of Non-Responsibility,” or any equivalent notice permitted under applicable law in the states where the Properties are located which provides face type advising Landlord that Lessor is not responsible for the payment of any costs or expenses relating to the additions or alterations. Any addition to or alteration of the Properties Landlord shall be deemed a part to have waived its right to require removal of such Tenant Alterations at the end of the Properties and belong Lease Term unless Landlord, at the time Landlord gives its consent to Lessorsuch Tenant Alterations (or within thirty (30) days after receiving notice of any Tenant Alterations not requiring Landlord’s consent), and Lessee shall execute and deliver to Lessor such instruments as Lessor may require to evidence the ownership by Lessor notifies Tenant that removal of such addition or alterationTenant Alterations at the end of the Lease Term is required and (ii) Landlord does not notify Tenant that such removal shall be required.

ALTERATIONS AND IMPROVEMENTS. During Upon the Lease Termprior written consent and approval of Lessor, Lessee shall not alter have the exteriorright to make reasonable alterations, structuralinstallations, plumbing modifications or electrical elements of other improvements to the Properties Premises in any manner without order to make the consent of LessorPremises appropriate for Lessee's intended use as manufacturing and office facility, which consent shall not be unreasonably withheldincluding moving interior, conditioned or delayed; providednon weight-bearing walls, however, Lessee may undertake structural, exteriorinstalling overhead cranes, plumbing and electrical alterationswiring facilities (hereafter "Improvements"). Provided, however, that such Improvements shall not disturb or in any way change any plumbing or wiring, without in each and every of such cases the prior written consent of Lessor. Lessors prior written approval of plans and specifications for Improvements shall not constitute an assumption of the responsibility for the compliance of such plans and specifications with applicable codes, regulations or statutes, which may include the construction and demolition of additional responsibility shall be solely Lessee. All such improvements to the Properties (if such demolition does not unreasonably impair the ability to operate the Permitted Facility on the applicable Property, does not effect any improvements located on the applicable Property as of the Effective Date and is shall be made at Lessee’s 's sole cost and expense), individually, costing less than $500,000, as adjusted by changes in the Price Index, without Lessor’s prior written consent. Lessee may undertake any non-structural alteration All Improvements and all repairs required to the Properties, so long as Lessee provides Lessor with fourteen (14) days prior written notice of such alterations, if greater than $10,000, as adjusted by changes in the Price Index. If Lessor’s consent is required hereunder and Lessor consents to the making of any such alterations, the same shall be made by Lessee at Lessee’s sole expense by a licensed contractor (which may shall be directly subcontracted made in good and workmanlike manner and in compliance with all governmental requirements and codes. Lessee shall hold Lessor harmless and indemnified from all injury loss, claims or damage to any person or property occasioned by, or in connection with the construction or installation of Improvements. Lessee shall obtain all necessary permits from governmental authorities. Lessee shall repair any damage and perform any necessary clean-up to the Building or its contents resulting from any Improvements made by Lessee) and according to plans and specifications approved by Lessor and subject to such other conditions as Lessor shall reasonably require. Any work at any time commenced by Lessee on SECTION THIRTY-ONE TRADE FIXTURES Upon the Properties shall be prosecuted diligently to completion, shall be of good workmanship and materials and shall comply fully with all the terms termination of this Lease Lessee may remove Lessee's trade fixtures and all Legal Requirements. Lessor shall reasonably cooperate with all improvements including, without limitation, signing applications. Upon completion of any alterations individually costing $10,000 or more, as adjusted by changes in the Price Index, Lessee's personal property and equipment provided that Lessee shall promptly provide Lessor with evidence of full payment to all laborers and materialmen contributing repair any injury or damage to the alterations. Additionally, upon completion of any Leased Premises that may result from such alterations, Lessee shall promptly provide Lessor with (a) an architect’s certificate certifying the alterations to have been completed in conformity with the plans and specifications (if the alterations are of such a nature as would require the issuance of such a certificate from the architect); (b) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); and (c) any other documents or information reasonably requested by Lessor. Lessee shall keep the Properties free from any liens arising out of any work performed on, or materials furnished to, the Properties. Lessee shall execute and file or record, as appropriate, a “Notice of Non-Responsibility,” or any equivalent notice permitted under applicable law in the states where the Properties are located which provides that Lessor is not responsible for the payment of any costs or expenses relating to the additions or alterations. Any addition to or alteration of the Properties shall be deemed a part of the Properties and belong to Lessor, and Lessee shall execute and deliver to Lessor such instruments as Lessor may require to evidence the ownership by Lessor of such addition or alterationremovals.

ALTERATIONS AND IMPROVEMENTS. During the Lease Term, Lessee shall not alter the exteriornot, structural, plumbing or electrical elements of the Properties in any manner without the prior written consent of Lessor, which consent shall not be unreasonably withheld, conditioned or delayed; provided, however, Lessee may undertake structural, exterior, plumbing and electrical make any alterations, which may include the construction and demolition of additional improvements or additions to the Properties (if Premises. If Lessor consents to said alterations, improvements or additions, it may impose such demolition does not unreasonably impair conditions with respect thereto as Lessor deems appropriate, including without limitation requiring Lessee to furnish Lessor with security for the ability payment of all costs to operate be incurred in connection with such work and the Permitted Facility on plans and specifications together with all permits necessary for such work. The work necessary to make any alterations, improvements or additions to the applicable Property, does not effect any improvements located on the applicable Property as of the Effective Date and is premises shall be done at Lessee’s sole cost and expense), individually, costing less than $500,000expense by employees of or contractors hired by Lessor except to the extent Lessor gives its prior written consent to Lessee’s hiring contractors. Lessee shall promptly pay to Lessor or to Lessee’s contractors, as adjusted the case may be, when due, the cost of all such work and of all decorating required by changes reason thereof. Upon completion of such work, Lessee shall deliver to Lessor, if payment is made directly to contractors, evidence of payment, contractor’s affidavits and full and final waivers of all liens for labor, services or materials. Lessee shall defend and hold Lessor and the Land and the Building harmless from all costs, damages, liens and expenses related to such work. Lessor reserves the right to require separate documentation in the Price Index, without Lessor’s prior written consent. Lessee may undertake any nonevent it elects to have third-structural alteration to the Properties, so long as Lessee provides Lessor with fourteen (14) days prior written notice of such alterations, if greater than $10,000, as adjusted by changes in the Price Index. If Lessor’s consent is required hereunder and Lessor consents to the making party financing of any such alterations, the same improvements to be performed by Lessor. All work done by Lessee or its contractors shall be made by Lessee at Lessee’s sole expense by done in a licensed contractor (which may be directly subcontracted with by Lessee) and according to plans and specifications approved by Lessor and subject to such other conditions as Lessor shall reasonably require. Any work at any time commenced by Lessee on the Properties shall be prosecuted diligently to completionfirst class, shall be workmanlike manner, using only good grades of good workmanship and materials and shall comply fully with all insurance requirements and all applicable laws and ordinances and rules and regulations of governmental departments or agencies. All alterations, improvements and additions to the terms Premises, whether temporary or permanent in character, made or paid for by Lessor or Lessee shall become Lessor’s property at the termination of this Lease and all Legal Requirementsshall, unless Lessor requests their removal, be relinquished to Lessor in good condition, ordinary wear and tear excepted. Lessor shall reasonably cooperate In the event Lessee’s lender requests a Lessor’s consent and/or waiver with all improvements including, without limitation, signing applications. Upon completion of any alterations individually costing $10,000 or more, as adjusted by changes in the Price Indexrespect to Lessee’s lender’s collateral, Lessee shall promptly provide submit a proposed document to Lessor along with evidence an administrative review fee of full payment to all laborers and materialmen contributing to the alterations$500.00. Additionally, upon completion of any such alterations, Lessee shall promptly provide Lessor with (a) an architect’s certificate certifying the alterations to have been completed in conformity with the plans and specifications (if the alterations are of such a nature as would require the issuance of such a certificate from the architect); (b) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); and (c) any other documents or information reasonably requested by Lessor. Lessee shall keep the Properties free from any liens arising out of any work performed on, or materials furnished to, the Properties. Lessee shall execute and file or record, as appropriate, a “Notice of Non-Responsibility,” or any equivalent notice permitted under applicable law in the states where the Properties are located which provides that Lessor is not responsible for the payment of any costs or expenses relating to the additions or alterations. Any addition to or alteration After receipt of the Properties shall be deemed proposed document and the administrative review fee, Lessor agrees to thereafter provide a part of the Properties consent and/or waiver to Lessee and belong to Lessor, its lender in such form and Lessee shall execute and deliver with such changes as are acceptable to Lessor such instruments as Lessor may require to evidence the ownership by Lessor of such addition or alterationin its absolute discretion.

ALTERATIONS AND IMPROVEMENTS. During 9.1 The agreements of Lessor and Lessee concerning the work necessary to prepare the Premises for occupancy are set forth in the Special Stipulations, further identified as Exhibit “B’ attached. If Lessee does not occupy the Premises, or if lessee vacates the Premises prior to August 31, 2005, in either event through no default of Lessor, Lessee shall, notwithstanding any termination of this Lease, pay Lessor upon demand (as an Amount Due) for the cost of all work described on Exhibit B or otherwise done to the Premises by or on behalf of Lessee, less the percentage of said amount equal to the number of days for which Base Rent was paid divided by the number of days in the Lease Term. 9.2 Other than the matters specified in this Lease, Lessee shall not alter make any alterations, additions or improvements in or to the exteriorPremises, structuralnor install or attach fixtures in or to the Premises, plumbing or electrical elements of the Properties in any manner without the prior written consent of Lessor, Lessor which consent shall not be unreasonably withheld, conditioned or delayed; provided, however, Lessee may undertake structural, exterior, plumbing and electrical excepting alterations of cosmetic nature not exceeding $10,000.00 (ten thousand dollars) in cost. All alterations, which may include the construction and demolition of additional additions or improvements made, installed in or attached to the Properties (if such demolition does not unreasonably impair the ability to operate the Permitted Facility on the applicable Property, does not effect any improvements located on the applicable Property as of the Effective Date and is Premises by Lessee shall be made at Lessee’s sole cost expense in a good and expense)workmanlike, individuallymanner, costing less than $500,000, as adjusted by changes strictly in accordance with the Price Index, without Lessor’s prior written consent. Lessee may undertake any non-structural alteration to the Properties, so long as Lessee provides Lessor with fourteen (14) days prior written notice of such alterations, if greater than $10,000, as adjusted by changes in the Price Index. If Lessor’s consent is required hereunder and Lessor consents to the making of any such alterations, the same shall be made by Lessee at Lessee’s sole expense by a licensed contractor (which may be directly subcontracted with by Lessee) and according to plans and specifications approved by Lessor and subject Lessor. Prior to such other conditions as Lessor shall reasonably require. Any work at any time commenced by Lessee on the Properties shall be prosecuted diligently to completion, shall be of good workmanship and materials and shall comply fully with all the terms of this Lease and all Legal Requirements. Lessor shall reasonably cooperate with all improvements including, without limitation, signing applications. Upon completion commencement of any alterations individually costing $10,000 or more, as adjusted such work by changes in the Price IndexLessee, Lessee shall promptly provide deliver to Lessor with evidence certificates issued by insurance companies licensed and registered to operate in the State of full payment Georgia, evidencing that workers’ compensation insurance, public liability insurance and property damage insurance, all in amounts satisfactory to Lessor are in force and effect and maintained by all laborers contractors and materialmen contributing subcontractors engaged by Lessee to the alterations. Additionally, upon completion of any perform such alterations, Lessee shall promptly provide Lessor with (a) an architect’s certificate certifying the alterations to have been completed in conformity with the plans and specifications (if the alterations are of such a nature as would require the issuance of such a certificate from the architect); (b) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); and (c) any other documents or information reasonably requested by Lessor. work. 9.3 Lessee shall keep the Properties Premises free from any all liens, rights to liens arising out or claims of any liens of contractors, subcontractors, mechanics or materialmen for work performed on, done or materials furnished to the Property at the request of Lessee. If any claim of lien, or other statutory notice relating to mechanics and materialmen’s liens, is filed, Lessor may, but shall not be obligated to, discharge the Propertiessame either by paying the amount claimed to be due or by procuring the discharge of such lien or statutory notice by deposit or by bonding proceedings. Any amount so paid by Lessor and all costs and expenses, including without limitation attorneys’ fees incurred by Lessor in connection therewith shall constitute additional rent payable by Lessee on demand. Lessee shall execute and file not have the authority to subject the interest or record, as appropriate, a “Notice estate of Non-Responsibility,” Lessor or the Property or any equivalent notice permitted under applicable law in the states where the Properties are located which provides that Lessor is not responsible part thereof to any liens, right to liens or claims of liens for the payment of any costs services, materials, supplies or expenses relating equipment furnished to the Lessee. 9.4 All alterations, additions or alterations. Any addition to improvements, including, but not limited, to, fixtures, partitions, counters and window and floor coverings, which may be made or alteration installed by either of the Properties parties hereto upon the Premises, irrespective of the manner of annexation and irrespective of which party may have paid the cost thereof, excepting only movable office furniture, office equipment and appliances put in at the expense of Lessee, shall be deemed a part the property of the Properties and belong to Lessor, and Lessee shall execute remain upon and deliver be surrendered in good condition with the Premises at the expiration or other termination of this Lease. Notwithstanding the forgoing, however, if Lessor so elects, it shall be Lessee’s obligation prior to Lessor expiration of this Lease at the Lessee’s expense (notwithstanding the expiration of the Lease Term) to restore the Premises to the condition they were in previous to such instruments as Lessor may require to evidence the ownership by Lessor of such addition or alterationalterations, additions, improvements, partitions and fixtures.

ALTERATIONS AND IMPROVEMENTS. During the Lease TermTenant, Lessee shall not alter the exterior, structural, plumbing or electrical elements at its cost and expense and with no right of the Properties in any manner without the consent of reimbursement from Lessor, which consent shall not be unreasonably withheldmay make alterations, conditioned or delayedadditions, and improvements to the leased premises to better adapt the leased premises to its use and occupancy; provided, however, Lessee on each occasion, any such alteration, addition, or improvement shall: (i) equal or exceed the then current standard for the Center, utilizing only new and first-grade materials; (ii) be in conformity with all applicable federal, state and local laws, ordinances, regulations, building codes, fire regulations, and insurance requirements of Lessor and Tenant; (iii) be made only with the prior written consent of Lessor, and as a condition to such consent, Lessor may undertake structural, exterior, plumbing and electrical require agreement by Tenant to remove such alterations, which may include additions, and/or improvements at the construction time of termination of this Lease, and demolition of additional improvements restore the leased premises to their condition prior to the Properties (if such demolition does not unreasonably impair the ability to operate the Permitted Facility on the applicable Property, does not effect any improvements located on the applicable Property as of the Effective Date and is at Lessee’s sole cost and expense), individually, costing less than $500,000, as adjusted by changes in the Price Index, without Lessor’s prior written consent. Lessee may undertake any non-structural alteration to the Properties, so long as Lessee provides Lessor with fourteen (14) days prior written notice installation of such alterations, additions, and/or improvements, and otherwise, in good condition and repair, subject to reasonable wear and tear; (iv) be made pursuant to such plans and specifications as may be required by Lessor, and upon obtaining any required permits and licenses; (v) be conditioned upon providing to Lessor, at Lessor's option, a letter of credit, performance bond or other indemnification in such form and amount as may be satisfactory to Lessor to protect against liens for labor to be performed and materials to be furnished; and (vi) be carried out only by persons or entities selected by Tenant and approved in writing by Lessor, who, if greater than $10,000required by Lessor, shall deliver to Lessor before commencement of the work proof of such workmen's compensation, comprehensive general liability, and builder's risk insurance as adjusted by changes Lessor may require, with Lessor named as an additional insured, in amounts, with companies, and in form satisfactory to Lessor, which insurance shall remain in effect during the Price Indexentire period during which such alteration, addition, or improvement will be accomplished. If Lessor’s consent is required hereunder Any such alteration, addition, or improvement shall be done only at such time and in such manner as Lessor consents may designate from time to time. Tenant shall promptly pay the making cost of any such alterationschange, addition, or improvement. Upon completion, Tenant shall furnish Lessor with contractors' affidavits and full and final waivers of liens. Tenant shall indemnify Lessor for, and hold Lessor harmless forever from, any and all claims and liabilities of any kind and description which may arise out of or be connected in any way with any such alteration, addition, or improvement; provided, however, Tenant shall have no obligation to indemnify Lessor for the negligence or intentional act of Lessor, its agents, employees, or contractors. Any increase in property taxes on, or insurance for, the same Building attributable to such change, addition, or improvement shall be made borne by Lessee at Lessee’s sole expense Tenant, and paid by a licensed contractor Tenant to Lessor within thirty (which may be directly subcontracted with 30) days after receipt by Lessee) and according to plans and specifications approved Tenant of Lessor's invoice therefor, accompanied by Lessor and subject to such other conditions as Lessor shall reasonably requireappropriate evidence thereof. Any work at any time commenced by Lessee on the Properties shall be prosecuted diligently to completion, shall be of good workmanship and materials and shall comply fully with all the terms of this Lease and all Legal Requirements. Lessor shall reasonably cooperate with all improvements including, without limitation, signing applications. Upon completion of any alterations individually costing $10,000 or more, as adjusted by changes in the Price Index, Lessee shall promptly provide Lessor with evidence of full payment to all laborers and materialmen contributing Subject to the alterations. Additionallyprovisions of agreement, upon completion of any if any, pursuant to (iii) above, all such alterations, Lessee additions, and/or improvements shall promptly provide Lessor with (a) an architect’s certificate certifying the alterations to have been completed remain in conformity or upon and be surrendered with the plans and specifications (if leased premises at the alterations are termination of such a nature as would require this Lease, with the issuance exception of such a certificate from the architect); (b) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); and (c) any other documents or information reasonably requested by Lessor. Lessee shall keep the Properties free from any liens arising out of any work performed onfurniture, or materials furnished tomovable trade fixtures, the Properties. Lessee shall execute and file or record, as appropriate, a “Notice of Non-Responsibility,” or any equivalent notice permitted under applicable law in the states where the Properties are located which provides that Lessor is not responsible for the payment of any costs or expenses relating to the additions or alterations. Any addition to or alteration of the Properties shall be deemed a part of the Properties and belong to Lessorand/or trade equipment, and Lessee other movable personal property put in at the expense of Tenant, which items shall execute and deliver to Lessor such instruments as Lessor may require to evidence remain the ownership by Lessor property of such addition or alterationTenant.

ALTERATIONS AND IMPROVEMENTS. During Tenant acknowledges and agrees that Tenant is accepting possession of the Lease TermPremises for its continued occupancy in “as-is” condition and that Landlord shall have no obligation whatsoever to furnish, Lessee render, or supply any money, work, labor, material, fixture, decoration, or equipment in order to prepare the Premises for Tenant’s continued occupancy, except for the disbursement of the Tenant Reserve. Tenant shall make no alterations, additions or improvements to the Project without the prior written approval of Landlord. In the case of alterations, additions or improvements to the interior of the Project which are nonstructural, do not affect any base building systems, and do not alter the exterior, structural, plumbing or electrical elements exterior of the Properties in any manner without the consent of LessorBuildings, which consent such approval shall not be unreasonably withheld, conditioned withheld or delayed; provided. However, however(i) if the cost of an alteration, Lessee may undertake structuraladdition or improvement does not exceed in the aggregate Ten Thousand and No/100 ($10,000.00) Dollars, exteriorthen such approval shall not be required and no notice need be given to Landlord, plumbing and electrical (ii) if the cost of an alteration, addition or improvement is more than Ten Thousand and No/100 ($10,000.00) Dollars in the aggregate but less than Thirty-Five Thousand and No/100 ($35,000.00) Dollars in the aggregate, then such approval shall not be required, but Tenant shall be required to give Landlord prior written notice thereof. In any event, Tenant shall conduct its work in such a manner as to maintain harmonious labor relations and shall, prior to the commencement of the work, submit to Landlord copies of all necessary permits. All alterations, which may include the construction additions and demolition of additional improvements to the Properties (Project made by or on behalf of Tenant will be made only in a good and workmanlike manner, using new, first-class materials, in conformity with all required permits, and in compliance with all applicable building codes and other Legal Requirements. Landlord reserves the right to approve the contractors hired by Tenant, which approval shall not be unreasonably withheld or delayed. Tenant shall pay to Landlord all reasonable architectural and engineering fees incurred by Landlord in connection with the review of any proposed alterations, additions or improvements for which Landlord’s consent is required. All alterations, additions or improvements, whether temporary or permanent in character, made in or upon the Project prior to the Commencement Date either by Landlord or Tenant, shall, at the end of the Term hereof, be Landlord’s property and at the end of the Term hereof shall remain in or upon the Project without compensation to Tenant. Tenant shall not be required to remove and restore any alterations, additions or improvements which were made after the Commencement Date, unless Landlord expressly requires in writing the removal of such alteration, addition or improvement, and the restoration occasioned by such removal, at the time Landlord’s consent is granted. Notwithstanding the foregoing, all of Tenant’s furniture, personal property, movable trade fixtures, work stations, file systems, appliances, art, and equipment including without limitation all movable cabinets, loose woodwork and shelving, and telephone and communication equipment and data transmission equipment may be removed by Tenant at the termination of this Lease, and if Tenant so removes, Tenant shall at its sole expense repair any damage to the Project caused by such demolition does removal which damage is beyond what may be reasonably expected in connection with such move and reasonable wear and tear. If not unreasonably impair so removed by Tenant, such property shall become the ability property of Landlord without any accounting to operate Tenant. In no event may Tenant remove any leasehold improvements or any base building mechanical, electrical, HVAC, plumbing, or life safety systems, except that Tenant may remove its separate generator. Landlord acknowledges and agrees that all alterations, additions or improvements heretofore installed at the Permitted Facility on the applicable Property, does not effect any improvements located on the applicable Property Premises by Tenant as of the Effective Date and is at Lessee’s sole cost and expense), individually, costing less than $500,000, as adjusted by changes in the Price Index, without Lessor’s prior written consent. Lessee may undertake any non-structural alteration date hereof pursuant to the Properties, so long as Lessee provides Lessor with fourteen (14) days prior written notice of such alterations, if greater than $10,000, as adjusted by changes in the Price Index. If Lessor’s consent is required hereunder and Lessor consents to the making of any such alterations, the same shall be made by Lessee at Lessee’s sole expense by a licensed contractor (which may be directly subcontracted with by Lessee) and according to plans and specifications approved by Lessor and subject to such other conditions as Lessor shall reasonably require. Any work at any time commenced by Lessee on the Properties shall be prosecuted diligently to completion, shall be of good workmanship and materials and shall comply fully with all the terms of the Original Lease have been deemed approved and are not subject to the foregoing provisions of this Lease and all Legal Requirements. Lessor shall reasonably cooperate with all improvements Section 13, including, without limitation, signing applications. Upon completion of any alterations individually costing $10,000 or more, as adjusted by changes in the Price Index, Lessee shall promptly provide Lessor with evidence of full payment to all laborers and materialmen contributing to the alterations. Additionally, upon completion of any such alterations, Lessee shall promptly provide Lessor with (a) an architectrequirement for Landlord’s certificate certifying the alterations to have been completed in conformity with the plans and specifications (if the alterations are of such a nature as would require the issuance of such a certificate from the architect); (b) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); and (c) any other documents or information reasonably requested by Lessor. Lessee shall keep the Properties free from any liens arising out of any work performed on, or materials furnished to, the Properties. Lessee shall execute and file or record, as appropriate, a “Notice of Non-Responsibility,” or any equivalent notice permitted under applicable law in the states where the Properties are located which provides that Lessor is not responsible for the payment of any costs or expenses relating to the additions or alterations. Any addition to or alteration of the Properties shall be deemed a part of the Properties and belong to Lessor, and Lessee shall execute and deliver to Lessor such instruments as Lessor may require to evidence the ownership by Lessor of such addition or alterationprior written approval.

ALTERATIONS AND IMPROVEMENTS. During the Lease Term, Lessee shall not alter the exterior, structural, plumbing or electrical elements of the Properties in any manner without the consent of Lessor, which consent shall not be unreasonably withhelddelayed, conditioned withheld or delayedconditioned; provided, however, Lessee may undertake structural, exterior, plumbing and electrical alterations, which may include the construction and demolition of additional improvements nonstructural alterations to the Properties (if such demolition does not unreasonably impair the ability to operate the Permitted Facility on the applicable Property, does not effect any improvements located on the applicable Property as of the Effective Date and is at Lessee’s sole cost and expense)Properties, individually, costing less than $500,000, as adjusted by changes in the Price Index, 70,000 without Lessor’s prior written consent. Lessee may undertake Lessor shall respond to any non-structural alteration to the Properties, so long as Lessee provides Lessor with fourteen request for consent within ten (14I0) days prior of a written notice of request from Lessee detailing the proposed alterations together with plans and specification and any other information Lessor may reasonably require. If Landlord fails to respond in writing within such alterations10-day period, if greater than $10,000, as adjusted by changes in the Price Indexrequest shall be deemed approved under this Lease. If Lessor’s consent is required hereunder and Lessor consents to the making of any such alterations, the same shall be made by Lessee at Lessee’s sole expense by a licensed contractor (which may be directly subcontracted with by Lessee) and according to plans and specifications approved by Lessor and subject to such other conditions as Lessor shall reasonably require. Any work at any time commenced by Lessee on the Properties shall be prosecuted diligently to completion, shall be of good workmanship and materials and shall comply fully with all the terms of this Lease and all Legal Requirements. Lessor shall reasonably cooperate with all improvements including, without limitation, signing applications. Upon completion of any alterations individually costing $10,000 or more, as adjusted by changes in the Price Index, Lessee shall promptly provide Lessor with evidence of full payment to all laborers and materialmen contributing to the alterations. Additionally, upon completion of any such alterations, Lessee shall promptly provide Lessor with (a) an architect’s certificate certifying the alterations to have been completed in conformity with the plans and specifications (if the alterations are of such a nature as would require the issuance of such a certificate from the architect); (b) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); and (c) any other documents or information reasonably requested by Lessor. Lessee shall keep the Properties free from any liens arising out of any work performed on, or materials furnished to, the Properties. Lessee shall execute and file or record, as appropriate, a “Notice of Non-Responsibility,” or any equivalent notice permitted under applicable law in the states where the Properties are located which provides that Lessor is not responsible for the payment of any costs or expenses relating to the additions or alterations. Any addition to or alteration of the Properties shall be deemed a part of the Properties and belong to Lessor, and Lessee shall execute and deliver to Lessor such instruments as Lessor may require to evidence the ownership by Lessor of such addition or alteration.

ALTERATIONS AND IMPROVEMENTS. During the Lease Term, The Lessee shall not alter commit waste nor suffer nor permit waste to be committed on said premises. Lessee will keep the exterior, structural, plumbing or electrical elements of the Properties in any manner without the consent of Lessor, which consent shall not be unreasonably withheld, conditioned or delayed; provided, however, Lessee may undertake structural, exterior, plumbing building and electrical alterations, which may include the construction and demolition of additional all other improvements to the Properties (if such demolition does not unreasonably extent covered by this lease in sound condition and good repair and will neither do nor permit to be date anything to the said premises that may impair the ability to operate the Permitted Facility on the applicable Property, does not effect any improvements located on the applicable Property as value thereof Lessee shall take good care of the Effective Date leases premises and is fixtures therein and shall quit and surrender said premises at Lessee’s sole cost the end or other termination of said term in good condition as the reasonable use thereof will permit and expense), individually, costing less than $500,000, as adjusted by changes in the Price Index, without Lessor’s prior written consent. Lessee may undertake shall not make any non-structural alteration to the Properties, so long as Lessee provides Lessor with fourteen (14) days prior written notice of such alterations, if greater than $10,000additions, as adjusted by changes or improvements in said premises without the Price Index. If written consent of said Lessor’s consent is required hereunder , and Lessor consents to the making of any such all alterations, the same additions, or improvements which shall be made by Lessee either of the parties hereto upon the premises, except office furniture, never attached to the building or any part thereof; put in at the expense of the Lessee’s sole expense by a licensed contractor (which may be directly subcontracted with by Lessee) and according to plans and specifications approved by Lessor and subject to such other conditions as Lessor shall reasonably require. Any work at any time commenced by Lessee on the Properties shall be prosecuted diligently to completion, shall be the property of good workmanship and materials the said Lessor and shall comply fully remain upon and be surrendered with all the terms premises as a part thereof at the termination of this Lease lease, without disturbance, molestation, or injury. Lessee, by moving into the leased premises and taking possession thereof, shall accept and shall be held to have accepted the leased premises as suitable for the purposes for which the some are leased, and shall accept and shall be held to have accepted the said building and each and every appurtenance thereof, and said Lessee by said act waives any and all Legal Requirements. Lessor shall reasonably cooperate with all improvements including, without limitation, signing applications. Upon completion of any alterations individually costing $10,000 or more, as adjusted by changes in the Price Index, Lessee shall promptly provide Lessor with evidence of full payment to all laborers and materialmen contributing to the alterations. Additionally, upon completion of any such alterations, Lessee shall promptly provide Lessor with (a) an architect’s certificate certifying the alterations to have been completed in conformity with the plans and specifications (if the alterations are of such a nature as would require the issuance of such a certificate from the architect); (b) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); and (c) any other documents or information reasonably requested by Lessor. Lessee shall keep the Properties free from any liens arising out of any work performed on, or materials furnished to, the Properties. Lessee shall execute and file or record, as appropriate, a “Notice of Non-Responsibility,” or any equivalent notice permitted under applicable law in the states where the Properties are located which provides that Lessor is not responsible for the payment of any costs or expenses relating to the additions or alterations. Any addition to or alteration of the Properties shall be deemed a part of the Properties and belong to Lessor, and Lessee shall execute and deliver to Lessor such instruments as Lessor may require to evidence the ownership by Lessor of such addition or alterationdefects therein.

ALTERATIONS AND IMPROVEMENTS. During the Lease Term, Lessee (a) Tenant shall not alter make any alterations, additions or improvements to the exteriorPremises (the "Alterations") without Landlord's prior written consent, structural, plumbing or electrical elements of the Properties in except for interior wall finishes and floor finishes. Landlord's consent to any manner without the consent of Lessor, which consent proposed non-structural alterations shall not be unreasonably withheld, conditioned withheld or delayed; provided. In no event shall Alterations reduce the size or cubic content of the Premises or reduce the value of the Premises, howevernor shall Tenant be permitted to construct or install any basement or second floor in the Premises or expand or supplement any mezzanine in the Premises. Tenant shall submit to Landlord detailed plans and specifications for Alterations requiring Landlord's consent and reimburse Landlord for all reasonable expenses incurred by Landlord in connection with its review thereof. Tenant shall also provide to Landlord for its reasonable approval the identity of the contractor Tenant proposes to employ to construct the Alterations. All Alterations shall be accomplished in accordance with the following conditions: (1) Tenant shall procure all governmental permits and authorizations for the Alterations, Lessee may undertake structuraland obtain and provide to Landlord a permanent certificate of occupancy and/or compliance upon completion of the Alterations, exterior, plumbing and electrical alterations, which may include if appropriate. (2) Tenant shall arrange for extension of the general liability insurance provided for in Section 8(a) to apply to the construction of the Alterations. Further, Tenant shall procure and demolition maintain Builders Risk Casualty Insurance in the amount of additional improvements the full replacement cost of the Alterations and statutory Workers Compensation Insurance covering persons employed in connection with the work. All such insurance shall conform to the Properties requirements of Section 8(a). (if such demolition does not unreasonably impair 3) Tenant shall construct the ability Alterations in a good and workmanlike manner utilizing materials of first class quality and in compliance with all laws and governmental regulations. (4) Tenant shall employ only labor compatible with the labor forces employed by Landlord and its contractors and subcontractors, and shall take all actions reasonably required to operate prevent labor conflicts, including compliance with all union rules and regulations established by union contracts with the Permitted Facility labor forces employed by Landlord, its contractors and subcontractors. (b) Upon completion of the Alterations, Tenant shall provide Landlord with "as built" reproducible transparency plans of the Alterations and AutoCad disks thereof. (c) Alterations shall be the property of Landlord and shall remain on the applicable PropertyPremises upon termination of the Lease, does or, if Landlord so requires, a portion of or all Alterations shall be removed by Tenant on or prior to the termination of the Lease and Tenant shall restore the Premises to their condition prior to such Alterations. (d) Tenant shall not effect during the period from October 15th through January 31st perform any Alterations except in connection with Tenant's initial build-out. (e) Tenant agrees that its construction activities and Alterations shall not: (i) cause any increase in the cost of constructing improvements upon the Premises Site and/or the remainder of the Shopping Center; (ii) unreasonably interfere with construction work being performed on the Premises Site or any other part of the Shopping Center; (iii) unreasonably interfere with the use, occupancy or enjoyment of any part of the remainder of the Shopping Center by any other party entitled to the use and occupancy of any portion of the Shopping Center, and the employees, agents, contractors, customers, vendors, suppliers, visitors, and invitees of such other party; (iv) cause any building located on the applicable Property as Shopping Center to be in violation of any law, rule, regulation, order or ordinance authorized by any city, county, state, federal government, or any department or agency thereof. (f) Provided and on condition that Tenant has not assigned this Lease or sublet all or any portion of the Effective Date and is Premises, Tenant may erect on the roof of the Building, at Lessee’s Tenant's sole cost and expense), individually, costing less than $500,000, as adjusted by changes in up to three (3) satellite antenna/dish transmission/reception devices (the Price Index, without Lessor’s prior written consent. Lessee may undertake any non-structural alteration "Antennas") subject to the Properties, so long as Lessee provides Lessor with fourteen (14) days prior written notice terms and conditions set forth in this Section 14 of such alterations, if greater than $10,000, as adjusted by changes in the Price Index. If Lessor’s consent is required hereunder Lease and Lessor consents subject further to the making of any such alterationsterms and conditions set forth hereinafter. Prior to installing the Antennas, the same Tenant shall be made by Lessee at Lessee’s sole expense by a licensed contractor (which may be directly subcontracted provide Landlord with by Lessee) and according to plans and specifications approved by Lessor therefor, as well as structural calculations and subject to such other conditions information pertaining to the Antennas as Lessor shall Landlord may reasonably require. Any work at any time commenced by Lessee on Landlord's prior consent to such plans and specifications, as well as the Properties location, manner of installation and control of the Antennas shall be prosecuted diligently to completionrequired. Tenant shall, within ten (10) days of being billed therefor by Landlord, reimburse Landlord for all reasonable expenses incurred by Landlord in connection with its review of the foregoing. Tenant shall be obtain, at its sole cost and expense, all governmental permits and approvals required for the installation and use of the Antennas. Tenant shall install the Antennas in a good workmanship and materials and shall comply fully with all the terms of this Lease and all Legal Requirementsworkmanlike manner using a roofing contractor designated by Landlord. Lessor shall reasonably cooperate with all improvements including, without limitation, signing applications. Upon completion of any alterations individually costing $10,000 or more, as adjusted by changes in the Price Index, Lessee shall promptly provide Lessor with evidence of full payment to all laborers and materialmen contributing to the alterations. Additionally, upon completion of any such alterations, Lessee shall promptly provide Lessor with (a) an architect’s certificate certifying the alterations to have been completed in conformity with the plans and specifications (if the alterations are of such a nature as would require the issuance of such a certificate from the architect); (b) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); and (c) any other documents or information reasonably requested by Lessor. Lessee shall keep the Properties free from any liens arising out of any work performed on, or materials furnished toOnce installed, the Properties. Lessee shall execute and file or record, as appropriate, a “Notice of Non-Responsibility,” or any equivalent notice permitted under applicable law in the states where the Properties are located which provides that Lessor is not responsible for the payment of any costs or expenses relating to the additions or alterations. Any addition to or alteration of the Properties Antennas shall be deemed to be a part of the Properties Premises and belong all references in this Lease to Lessorthe Premises shall include said Antennas. Tenant shall be solely responsible, at its sole cost and expense, for the maintenance and repair of the Antennas, and Lessee shall execute indemnify and deliver hold harmless Landlord from and against all liability, claims or costs, including reasonable legal fees, arising from the installation and/or use of the Antennas. Tenant shall also be responsible for the repair of any damage to Lessor the Building or the roof caused by the installation and/or use of the Antennas and Tenant shall assume full responsibility for the cost of repair and/or use of the Antennas. Tenant agrees that in the event that any repair or replacement of the roof is required, Tenant will use the roofing contractor designated by Landlord. Under no circumstances shall Landlord be liable for any damage to or vandalism of the Antennas. In addition, Landlord shall in no event be responsible if, for any reason whatsoever, the Antennas does not perform to the expectations of Tenant. In using the Antennas, Tenant agrees: (i) not to disrupt, adversely affect or interfere with any other tenant's or other occupant's use and enjoyment of its leased premises or any other part of the Shopping Center or the Excluded Parcel, and (ii) not to disrupt, adversely affect or interfere with any other providers of telecommunications services to the Building and/or the Shopping Center and/or the Excluded Parcel. Tenant agrees not to grant any third parties the right to utilize in any manner, or otherwise benefit from, the Antennas. Tenant further agrees that Landlord may install and operate, and may permit the installation and operation by others of, additional satellite antenna/dish transmission/reception devices in the Shopping Center and on the Excluded Parcel. The Antennas shall become the property of Landlord and shall remain on and be surrendered with the Premises in good working order and repair upon the expiration or earlier termination of this Lease, unless Landlord shall notify Tenant that it desires the Antennas to be removed at the expiration or earlier termination of this Lease, in which event Tenant agrees to remove the Antennas and repair any damage caused by such instruments removal. Tenant's failure to timely comply with the immediately preceding sentence shall constitute a holding over of the Premises by Tenant until such time as Lessor may require the Antennas is removed and any damage caused by such removal is repaired by Tenant. In addition, if, on or before the Expiration Date, Tenant fails to evidence both remove the ownership Antennas and repair any damage caused thereby, then, Landlord may, at Tenant's sole cost and expense, remove the Antennas without compensation to Tenant, discard it without liability to Landlord, and restore any damage caused by Lessor the removal of such addition or alterationthe Antennas.

ALTERATIONS AND IMPROVEMENTS. During the Lease Term, Lessee shall not alter the exterior, structural, plumbing or electrical elements of the Properties Property in any manner without the consent of Lessor, which consent shall not be unreasonably withheld, conditioned withheld or delayedconditioned; provided, however, Lessee may undertake structural, exterior, plumbing and electrical alterations, which may include the construction and demolition of additional improvements nonstructural alterations to the Properties (if such demolition does not unreasonably impair the ability to operate the Permitted Facility on the applicable Property, does not effect any improvements located on the applicable Property as of the Effective Date and is at Lessee’s sole cost and expense), individually, costing less than $500,000, as adjusted 150,000 (such limit shall increase by changes in the Price Index, 2.0% each Lease year) without Lessor’s prior written consent. Lessee may undertake any non-structural alteration to the Properties, so long as Lessee provides Lessor with fourteen (14) days prior written notice of such alterations, if greater than $10,000, as adjusted by changes in the Price Index. If Lessor’s consent is required hereunder and Lessor consents to the making of any such alterations, the same shall be made by Lessee at Lessee’s sole expense by a licensed contractor (which may be directly subcontracted with by Lessee) and according to plans and specifications approved by Lessor and subject to such other conditions as Lessor shall reasonably require. Any work at any time commenced by Lessee on the Properties Property shall be prosecuted diligently to completion, shall be of good workmanship and materials and shall comply fully with all the terms of this Lease and all Legal Requirements. Lessor shall reasonably cooperate with all improvements including, without limitation, signing applications. Upon completion of any alterations individually costing $10,000 150,000 or more, as adjusted by changes in the Price Index, Lessee shall promptly provide Lessor with evidence of full payment to all laborers and materialmen contributing to the alterations. Additionally, upon completion of any such alterations, Lessee shall promptly provide Lessor with (a) an architect’s certificate certifying the alterations to have been completed in conformity with the plans and specifications (if the alterations are of such a nature as would require the issuance of such a certificate from the architect); (b) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); and (c) any other documents or information reasonably requested by Lessor. Lessee shall keep the Properties Property free from any liens arising out of any work performed on, or materials furnished to, the PropertiesProperty. Lessee shall execute and file or record, as appropriate, a “Notice of Non-Responsibility,” or any equivalent notice permitted under applicable law Law in the states state where the Properties are Property is located which provides that Lessor is not responsible for the payment of any costs or expenses relating to the additions or alterations. Any addition to or alteration of the Properties Property shall be deemed a part of the Properties Property and belong 4820-2439-8970. 3 STORE I RT Logic (Kratos) Amended and Restated Lease Agreement File No: 7210/02-525.1 to Lessor, and Lessee shall execute and deliver to Lessor such instruments as Lessor may reasonably require to evidence the ownership by Lessor of such addition or alteration.

ALTERATIONS AND IMPROVEMENTS. During Tenant shall have the Lease Termright, Lessee from time to time, to make such alterations and improvements to, and decoration of, the Leased Premises as shall not alter be necessary and appropriate in the exterior, structural, plumbing or electrical elements Tenant's judgment for Tenant's conduct of the Properties in any manner without the consent of Lessor, which consent shall not be unreasonably withheld, conditioned or delayedits business thereon; provided, however, Lessee may undertake structuralthat Tenant shall not suffer or permit any additions, exterior, plumbing and electrical alterations, which may include the construction and demolition of additional alterations or improvements to the Properties (if such demolition does not unreasonably impair Leased Premises without the ability to operate the Permitted Facility on the applicable Property, does not effect any improvements located on the applicable Property as of the Effective Date and is at Lessee’s sole cost and expense), individually, costing less than $500,000, as adjusted by changes in the Price Index, without Lessor’s prior written consent. Lessee may undertake any non-structural alteration consents of Landlord as to the Properties, so long as Lessee provides Lessor with fourteen (14) days prior written notice of such alterations, if greater than $10,000, as adjusted by changes in the Price Index. If Lessor’s consent is required hereunder and Lessor consents to the making of any such alterations, the same shall be made by Lessee at Lessee’s sole expense by a licensed contractor (which may be directly subcontracted with by Lessee) and according to plans and specifications approved by Lessor and subject to such other conditions as Lessor shall reasonably require. Any work at any time commenced by Lessee on the Properties shall be prosecuted diligently to completion, shall be of good workmanship and materials and shall comply fully with all the terms of this Lease and all Legal Requirements. Lessor shall reasonably cooperate with all improvements including, without limitation, signing applications. Upon completion of any alterations individually costing $10,000 or more, as adjusted by changes in the Price Index, Lessee shall promptly provide Lessor with evidence of full payment to all laborers and materialmen contributing to the alterations. Additionally, upon completion of any such alterations, Lessee shall promptly provide Lessor with (a) an architect’s certificate certifying the alterations to have been completed in conformity with the plans and specifications (if the therefor. The consent of Landlord shall not be unreasonably withheld or delayed. Any additions, alterations are of such a nature as would require the issuance of such a certificate from the architect); (b) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); and (c) any other documents or information reasonably requested by Lessor. Lessee shall keep the Properties free from any liens arising out of any work performed on, or materials furnished to, the Properties. Lessee shall execute and file or record, as appropriate, a “Notice of Non-Responsibility,” or any equivalent notice permitted under applicable law in the states where the Properties are located which provides that Lessor is not responsible for the payment of any costs or expenses relating improvements made to the additions or alterations. Any addition to or alteration of the Properties Leased Premises by Tenant shall be deemed a part made in accordance with plans and specifications prepared by Tenant ("Tenant's Plans"). Tenant shall submit any required plans and specifications to Landlord and Landlord shall have thirty (30) days to review the same. If, within thirty (30) days after such plans and specifications are submitted by Tenant to Landlord for such approval, Landlord shall not have given Tenant notice of disapproval thereof, stating the Properties reason for such disapproval, such plans and belong specifications shall be considered approved by Landlord. Notwithstanding the foregoing Tenant may, without Landlord's consent, make non-structural alterations and improvements to Lessorthe Leased Premises at an out-of-pocket cost to Tenant not exceeding $25,000 for any alteration project. In making any such additions, alterations, improvements or decorations, Tenant shall comply with all applicable laws, codes, ordinances and Lessee shall execute and deliver to Lessor such instruments as Lessor may require to evidence the ownership by Lessor of such addition or alterationregulations.

ALTERATIONS AND IMPROVEMENTS. During 12.01 Limitations: Without limiting Section 13 below and except as set forth in Section 7.03, other than the Lease TermTenant Improvements, Lessee Tenant shall not alter the exterior, structural, plumbing or electrical elements of the Properties in make any manner without the consent of Lessor, which consent shall not be unreasonably withheld, conditioned or delayed; provided, however, Lessee may undertake structural, exterior, plumbing and electrical alterations, which may include the construction and demolition of additional additions or improvements to the Properties (if such demolition does not unreasonably impair Premises, or install any exterior signs or lettering, interior or exterior lighting, or plumbing or mechanical fixtures, or make any changes to the ability to operate the Permitted Facility on the applicable Property, does not effect any improvements located on the applicable Property as of the Effective Date and is at Lessee’s sole cost and expense), individually, costing less than $500,000, as adjusted by changes in the Price Indexstorefront, without Lessorfirst obtaining Landlord’s prior written consentapproval. Lessee may undertake any non-structural alteration Tenant shall present to Landlord plans and specifications for such additional work at the Properties, so long as Lessee provides Lessor with fourteen (14) days prior written notice of such alterations, if greater than $10,000, as adjusted by changes in time approval is sought. In the Price Index. If Lessor’s consent is required hereunder and Lessor event Landlord consents to the making of any such alterations, additions, or improvements to the Premises by Tenant, the same shall be made by Lessee Tenant at LesseeTenant’s sole expense by cost and expense. All such work with respect to any alterations, additions and improvements shall be done in a licensed contractor (which may good and workmanlike manner and diligently prosecuted to completion such that, except as absolutely necessary during the course of such work, the Premises shall at all times be directly subcontracted with by Lessee) and according to plans and specifications approved by Lessor and subject to such other conditions as Lessor shall reasonably requirea complete operating unit. Any work at any time commenced by Lessee on the Properties such alterations, additions, or improvements shall be prosecuted diligently to completion, shall be of good workmanship performed and materials and shall comply fully done strictly in accordance with all laws and ordinances relating thereto. In performing the terms of this Lease and all Legal Requirements. Lessor shall reasonably cooperate with all improvements including, without limitation, signing applications. Upon completion of any alterations individually costing $10,000 work or more, as adjusted by changes in the Price Index, Lessee shall promptly provide Lessor with evidence of full payment to all laborers and materialmen contributing to the alterations. Additionally, upon completion of any such alterations, Lessee additions or improvements, Tenant shall promptly provide Lessor with (a) an architect’s certificate certifying have the alterations to have been completed same performed in conformity with the plans and specifications (if the alterations are of such a nature manner as would require not to obstruct access to any portion of the issuance of such a certificate from Building. Any alterations, additions, or improvements to the architect)Premises, made pursuant to this Article or pursuant to Section 7.03 including, but not limited to, wall and floor coverings; (b) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy)paneling; HVAC, electrical and (c) any other documents or information reasonably requested by Lessor. Lessee shall keep the Properties free from any liens arising out plumbing systems; cabinet portions of any work performed onexterior signs and built-in cabinet work, (excluding movable furniture, equipment, sign fascia or materials furnished toindividual sign lettering and trade fixtures all of which can be removed), the Properties. Lessee shall execute and file or record, as appropriate, a “Notice of Non-Responsibility,” or any equivalent notice permitted under applicable law in the states where the Properties are located which provides that Lessor is not responsible for the payment of any costs or expenses relating to the additions or alterations. Any addition to or alteration of the Properties shall be deemed at once become a part of the Properties realty and belong shall be surrendered with the Premises unless Landlord otherwise elects at the time of approval. Notwithstanding the foregoing, however, for tax purposes, Tenant shall be deemed to Lessor, and Lessee shall execute and deliver to Lessor such instruments as Lessor may require to evidence be the ownership by Lessor owner (without removal rights) of such addition permanent alterations, additions, or alterationimprovements until the expiration or earlier termination of this Lease.

ALTERATIONS AND IMPROVEMENTS. During the Lease Term, Lessee shall not alter make any improvements, alterations, additions or installations in or to the exterior, structural, plumbing or electrical elements of the Properties in any manner Premises (hereinafter referred to as "Work") without the consent of Lessor's prior written consent, which consent shall not be unreasonably withheldwithheld or delayed except in the event that any such Work involves or affects the structural, conditioned mechanical, electrical, plumbing, or delayedfire/life safety systems in the Premises or the Office Complex or such Work equals or exceeds $25,000.00, in which event such consent may be withheld in Lessor's sole discretion. Along with any request for Lessor's consent and before commencement of the Work or delivery of any materials to be used in the Work to the Premises or into the Office Complex, Lessee shall furnish Lessor with plans and specifications, names and addresses of contractors, copies of contracts, necessary permits and licenses, an indemnification in such form and amount as may be reasonably satisfactory to Lessor, and, in the event such Work equals or exceeds $25,000.00 in cost, a performance bond executed by a commercial surety reasonably satisfactory to Lessor in an amount equal to the cost of the Work and for the payment of all liens for labor and material arising therefrom. Lessee agrees to defend and hold Lessor forever harmless from any and all claims and liabilities of any kind and description which may arise out of or be connected in any way with said improvements, alterations, additions or installations. All Work shall be done only by contractors or mechanics reasonably approved by Lessor and at such time and in such manner as Lessor may from time to time reasonably designate. All Work done by Lessee or its agents, employees or contractors shall be done in such a manner as to avoid labor disputes. Lessee shall pay the cost of all such improvements, alterations, additions or installations (including a reason- -29- able charge for Lessor's services and for Lessor's inspection and engineering time) and the cost of painting, restoring or repairing the Premises and the Office Complex occasioned by such improvements, alterations, additions or installations. Upon completion of the Work, Lessee shall furnish Lessor with contractor's affidavits, full and final waivers of liens and receipted bills covering all labor and materials expended and used. The Work shall comply with all insurance requirements and all laws, ordinances, rules and regulations of all governmental authorities and shall be constructed in a good and workmanlike manner. Lessee shall permit Lessor to inspect construction operations in connection with the Work. Lessee shall not be allowed to make any improvements, alterations, additions or installations if such action results or would result in a labor dispute or otherwise would materially interfere with Lessor's operation of the Office Complex. If Lessor desires for Lessee to remove any improvements, alterations, additions or installations upon the termination of this Lease, then Lessor shall, at the time it responds to Lessee's request for consent to the applicable Work, inform Lessee which such improvements, alterations, additions or installations Lessor shall require Lessee to remove prior to the termination of the Lease; provided, however, Lessee may undertake structuralthe only improvements, exterior, plumbing and electrical alterations, additions or installations which Lessee shall remove shall be those specified in Lessor's notice; and provided further, however, that with respect to any improvements, alterations, additions or installations not requiring Lessor's consent, Lessor may include require Lessee to remove same upon the construction and demolition termination of additional improvements this Lease. Lessor, by written notice to the Properties (if such demolition does not unreasonably impair the ability Lessee given at or prior to operate the Permitted Facility on the applicable Propertytermination of this Lease, does not effect any improvements located on the applicable Property as of the Effective Date and is may require Lessee, at Lessee’s 's sole cost and expense), individuallyto remove any other improvements, costing less than $500,000alterations, as adjusted additions or installations installed by changes Lessee in the Price IndexPremises and to repair or restore any damage caused by the installation and removal of such improvements, without alterations, additions or installations; provided, however, the only improvements, alterations, additions or installations which Lessee shall remove shall be those specified in Lessor’s 's notice given pursuant to this sentence or the previous sentence. Notwithstanding the foregoing sentence, in the event Lessee desires that Lessor inform Lessee, prior written consent. to Lessee's installation of any improvements, alterations, additions or installations, whether Lessor will require Lessee may undertake to remove any non-structural alteration of such improvements, alterations, additions or installations upon the termination of the term of this Lease, Lessee shall, at the time it requests Lessor's consent to such improve- -30- ments, alterations, additions or installations, specifically request in writing that Lessor inform Lessee which such improvements, alterations, additions or installations Lessor shall require Lessee to remove prior to the Properties, so long as Lessee provides Lessor with fourteen (14) days prior written notice termination of such alterations, if greater than $10,000, as adjusted by changes in the Price Index. If Lessor’s consent is required hereunder and Lessor consents to the making of any such alterations, the same shall be made by Lessee at Lessee’s sole expense by a licensed contractor (which may be directly subcontracted with by Lessee) and according to plans and specifications approved by Lessor and subject to such other conditions as Lessor shall reasonably require. Any work at any time commenced by Lessee on the Properties shall be prosecuted diligently to completion, shall be of good workmanship and materials and shall comply fully with all the terms of this Lease and all Legal RequirementsLease. Lessor shall reasonably cooperate with all improvements includingthen inform Lessee, without limitationat the same time that Lessor responds to Lessee's request for consent, signing applications. Upon completion of whether Lessor shall require Lessee to remove any alterations individually costing $10,000 such improvements, alterations, additions or more, as adjusted by changes in the Price Index, Lessee shall promptly provide Lessor with evidence of full payment to all laborers and materialmen contributing installations prior to the alterations. Additionally, upon completion termination of any such alterations, Lessee shall promptly provide Lessor with (a) an architect’s certificate certifying the alterations to have been completed in conformity with the plans and specifications (if the alterations are of such a nature as would require the issuance of such a certificate from the architect); (b) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); and (c) any other documents or information reasonably requested by LessorLease. Lessee shall keep the Properties Premises and the Office Complex free from any liens arising out of any work performed, material furnished or obligations incurred by Lessee, and shall indemnify, protect, defend and hold harmless Lessor from any liens and encumbrances arising out of any work performed onor material furnished by or at the direction of Lessee. In the event that Lessee shall not, within twenty (20) days following Lessee's receipt of written notice of imposition of any such lien, cause such lien to be released of record by payment or materials furnished toposting of a proper bond, Lessor shall have, in addition to all other remedies provided herein and by law, the Propertiesright, but not the obligation, to cause the same to be released by such means as it shall deem proper, including payment of and/or defense against the claim giving rise to such lien. All such reasonable sums paid by Lessor and all reasonable expenses incurred by it in connection therewith, including reasonable attorneys' fees and costs, shall be payable as Additional Rent to Lessor by Lessee on demand with interest at the rate provided in Article III accruing from the date paid or incurred by Lessor until reimbursed to Lessor by Lessee. Notwithstanding anything to the contrary contained herein, provided that (a) such work shall execute and file or record, as appropriate, a “Notice be subject to all the other terms of Non-Responsibility,” or any equivalent notice permitted under applicable law this Article other than (i) the requirements set forth in the states where the Properties are located which provides that second sentence of this Article and (ii) furnishing Lessor is not responsible for the payment of any costs or expenses relating to the additions or alterations. Any addition to or alteration of the Properties shall be deemed a part of the Properties with contrac- tors' affidavits and belong to lien waivers if requested by Lessor, and (b) Lessee shall execute notifies Lessor at least ten (10) days prior to the commencement of such work and deliver delivers to Lessor a copy of the plans for such instruments as Lessor may require work, if Lessee has arranged to evidence have plans prepared therefor, Lessee may, without the ownership by Lessor further consent of such Lessor, perform work not affecting the structural, mechanical, electrical, plumbing, or fire/life safety systems of the Premises or the Office Complex which (i) does not exceed, in the aggregate, a cost in excess of $25,000.00 during any twelve-month period, or (ii) is cosmetic in nature (including, without limitation, painting and carpeting or the installation of other floor coverings). For purposes of this Article VIII, the installation, reconfiguration or -31- relocation of office cubicles or the addition or alterationrelocation of telephone lines within the Premises shall not be deemed to affect the structural, mechanical, electrical, plumbing or fire/life safety systems of the Premises or the Office Complex.

ALTERATIONS AND IMPROVEMENTS. During Tenant shall have the Lease Termright, Lessee shall not alter subject to Landlord's prior written approval, to make non-structural alterations, additions, or improvements (hereinafter collectively referred to as "improvements") to the exterior, structural, plumbing or electrical elements interior of the Properties in any manner without the consent of LessorDemised Premises, which consent approval shall not be unreasonably withheld, conditioned or delayed; provided, however, Lessee may undertake structural, exterior, plumbing and electrical alterations, which may include the construction and demolition of additional . Said improvements to the Properties (if such demolition does not unreasonably impair the ability to operate the Permitted Facility on the applicable Property, does not effect any improvements located on the applicable Property as of the Effective Date and is arid additions shall be accomplished at Lessee’s Tenant's sole cost and expense), individually, costing less than $500,000, as adjusted by changes in the Price Index, without Lessor’s prior written consent. Lessee may undertake any non-structural alteration to the Properties, so long as Lessee provides Lessor with fourteen (14) days prior written notice of such alterations, if greater than $10,000, as adjusted by changes in the Price Index. If Lessor’s consent is required hereunder expense and Lessor consents to the making of any such alterations, the same shall be made by Lessee at Lessee’s sole expense by a licensed contractor (which may be directly subcontracted with by Lessee) and according to plans and specifications approved by Lessor and subject to such other conditions as Lessor shall reasonably require. Any work at any time commenced by Lessee on the Properties shall be prosecuted diligently to completion, shall be of good workmanship and materials and shall comply fully in compliance with all building codes and ordinances, laws, and regulations applicable to the terms of this Lease and all Legal RequirementsDemised Premises. Lessor Tenant shall reasonably cooperate with cause all improvements includingto be accomplished in a good workmanlike manner using the same quality and finish to match existing. Landlord shall have the right, without limitationbut not the obligation, signing applicationsto require Tenant's removal of said improvements at the expiration or termination of the Lease, including restoration of the Demised Premises, to its original state of improvement and configuration, ordinary wear arid tear, and acts of God excepted. Upon completion of any alterations individually costing $10,000 or more, as adjusted by changes in the Price Index, Lessee shall promptly provide Lessor with evidence of full payment to all laborers and materialmen contributing to the alterations. Additionally, upon completion of any such alterations, Lessee shall promptly provide Lessor with (a) an architect’s certificate certifying the alterations to have been completed in conformity with the plans and specifications (if the alterations are of such a nature as would require the issuance of such a certificate from the architect); (b) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); and (c) any other documents or information reasonably requested by Lessor. Lessee Tenant shall keep the Properties Demised Premises free from any liens arising out of any work performed onperformed, material furnished or materials furnished to, the Properties. Lessee shall execute and file obligation incurred by or record, as appropriate, a “Notice of Non-Responsibility,” for Tenant or any equivalent notice permitted person or entity claiming through or under applicable law in Tenant. In the states where event that Tenant shall not, within thirty (30) days following the Properties are located which provides that Lessor is imposition of any such lien, cause the same to be released by payment or posting of a bond, Landlord shall have the fight, but not responsible for the obligation, to cause such lien to be released by such means as Landlord deems proper, including payment of any costs or the claim giving rise to such lien, All such sums paid and all expenses relating to the additions or alterations. Any addition to or alteration of the Properties incurred by Landlord in connection therewith shall be deemed a part due arid payable to Landlord by Tenant as additional rent within fifteen (15) days of the Properties and belong to Lessor, and Lessee shall execute and deliver to Lessor such instruments as Lessor may require to evidence the ownership by Lessor Tenant's receipt of such addition or alterationLandlord's invoice.

ALTERATIONS AND IMPROVEMENTS. During the Lease Term, Lessee Tenant shall not alter make nor cause to be made any alterations and improvements in, on, under or about the exteriorLeased Premises, structural$10,000 or greater, plumbing or electrical elements of the Properties in any manner without the prior written consent of LessorLandlord, which consent shall not be unreasonably withheld. Upon Landlord's consent being received, conditioned Tenant shall bear the sole cost of such alterations and improvements. Alterations and improvements are further described as any change or delayed; provided, however, Lessee may undertake structural, exterior, plumbing and electrical alterations, which may include the construction and demolition of additional improvements addition to the Properties (if such demolition does not unreasonably impair building, grounds, or boundaries of the ability to operate the Permitted Facility Leased Premises. This includes personal property, equipment, machinery, trade fixtures and installations that are attached, fastened or installed on the applicable PropertyLeased Premises. Tenant will obtain, does not effect any improvements located on the applicable Property as of the Effective Date and is at Lessee’s its sole cost and expense), individually, costing less than $500,000, as adjusted by changes all permits and approvals required in connection with any alterations or installations and Landlord shall reasonably approve all plans prior to the commencement of such work. All contractors working on such work shall be licensed in the Price Indexstate of Florida and have appropriate insurance for such work, without Lessor’s prior written consentwhich insurance shall name Landlord as additional insured. Lessee may undertake Nothing in this Lease shall be deemed to be, or construed in any non-structural way as constituting, the consent or request of Landlord, expressed or implied, by inference or otherwise, to any person, firm or corporation for the performance of any labor or the furnishing of any materials for any construction, rebuilding, alteration or repair of or to the PropertiesLeased Premises or any part thereof, nor as giving Tenant any right, power or authority to contract for or permit the rendering of any services or the furnishing of any materials which might in any way give rise to the right to file any lien against ▇▇▇▇▇▇▇▇'s interest in the Leased Premises. Tenant shall promptly pay for all materials supplied and work done in respect of the Leased Premises so long as Lessee provides Lessor with fourteen to ensure that no lien is recorded against any portion of the Building or Premises or against Landlord's or Tenant's interest therein. If a lien is so recorded, Tenant shall discharge it within thirty (1430) days prior written notice by payment or bonding or shall be in default under this Lease. If any such lien is recorded and not discharged by Tenant as above required, Landlord shall have the right to remove such lien by bonding or payment and the cost thereof shall be paid immediately from Tenant to Landlord. Landlord and Tenant expressly agree and acknowledge that no interest of such alterations, if greater than $10,000, as adjusted by changes Landlord in the Price Index. If Lessor’s consent is required hereunder and Lessor consents to the making of any such alterations, the same Leased Premises shall be subject to any lien for improvements made by Lessee at Lessee’s sole expense Tenant in or for the Leased Premises, and Landlord shall not be liable for any lien for any improvements made by a licensed contractor (which may be directly subcontracted with Tenant, such liability being expressly prohibited by Lessee) and according to plans and specifications approved by Lessor and subject to such other conditions as Lessor shall reasonably require. Any work at any time commenced by Lessee on the Properties shall be prosecuted diligently to completion, shall be of good workmanship and materials and shall comply fully with all the terms of this Lease Lease, and ▇▇▇▇▇▇ hereby agrees to inform all Legal Requirementscontractors and material suppliers performing work in or for or supplying materials to the Leased Premises of the existence of said prohibition. Lessor Landlord shall reasonably cooperate have the right to post and keep posted at all reasonable times on the Leased Premises any notices which Landlord shall be required so to post for the protection of Landlord and the Leased Premises from any such lien. ▇▇▇▇▇▇ agrees to promptly execute such instruments in recordable form in accordance with all improvements includingthe terms and provisions of Section 713.10, without limitation, signing applications. Upon completion of any alterations individually costing $10,000 or moreFlorida Statutes, as adjusted by changes in the Price Index, Lessee shall promptly provide Lessor with evidence of full payment are necessary to all laborers and materialmen contributing to the alterations. Additionally, upon completion of any such alterations, Lessee shall promptly provide Lessor with (a) an architect’s certificate certifying the alterations to have been completed in conformity with the plans and specifications (if the alterations are of such a nature as would require the issuance of such a certificate from the architect); (b) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); and (c) any other documents or information reasonably requested by Lessor. Lessee shall keep the Properties free from any liens arising out of any work performed on, or materials furnished to, the Properties. Lessee shall execute and file or record, as appropriate, a “Notice of Non-Responsibility,” or any equivalent give public notice permitted under applicable law in the states where the Properties are located which provides that Lessor is not responsible for the payment of any costs or expenses relating to the additions or alterations. Any addition to or alteration of the Properties shall be deemed a part of the Properties terms and belong to Lessor, and Lessee shall execute and deliver to Lessor such instruments as Lessor may require to evidence the ownership by Lessor of such addition or alterationconditions hereof.

ALTERATIONS AND IMPROVEMENTS. During 10.1 Lessor shall improve the Premises in accordance with working drawings to be approved by Lessee and Lessor prior to commencement of construction. Lessor shall have such work performed promptly, diligently and in a good and workmanlike manner. Lessor shall provide Lessee with an allowance (the "Allowance") of ONE MILLION SEVEN HUNDRED THIRTY-NINE THOUSAND FOUR HUNDRED AND NO/100 DOLLARS ($1,739,400.00) ($20.00 per rentable square foot) for the design, supervision and construction of the improvements to the Premises in accordance with such drawings, including, without limitation, all costs of design, all costs of materials and labor to install such improvements, (Lessor will not charge an overhead and supervisory fee for initial design and construction), and Lessor will pay all such costs as and when incurred by Lessor on a timely basis to the extent of the Allowance. Lessor shall provide at Lessor's expense, the base Building improvements which include the slab, four exterior walls, roof, main sprinkler lines, standard window blinds, dock high loading doors, and exterior improvements, and does not include alteration of loading dock doors, striping parking on the truck court, mechanical systems, electrical distribution or plumbing (excepting main domestic water and sewer lines). If such costs should exceed the Allowance, then on the Commencement Date Lessee shall pay for all such costs in excess of the Allowance, except that Lessee may, by written notice delivered to Lessor no less than ten (10) days after approval of the plans and specifications by Lessee for any such improvement that would cause the Allowance to be exceeded, elect to amortize up to a total of (but not to exceed) $5.00 per rentable square feet of the Premises of such costs over the Lease TermTerm at a factor of 11%, with such additional amount to be deemed so to increase the Annual Base Rental and Base Rent under the Lease. Any failure by Lessee so to give such notice shall be deemed an election to pay for such costs on the Commencement Date. Prior to the Lease Commencement Date, Lessor and Lessee will inspect the Premises to determine any deficiencies in construction of the improvements ( the "Punch List") and Lessor will work diligently to correct; or start to correct, Punch List items within thirty (30) days following their disclosure. Lessor shall withhold ten percent (10%) of the Allowance from the general contractor until such time as the Punch List items have been completed. 10.1.1 The Lessor and Lessee agree to work diligently to complete final architectural, mechanical, electrical, plumbing, and finish schedule construction drawings by August 24, 1998 and, to price, permit, and issue a release for construction by August 31, 1998. The Lessor will make a reasonable effort to provide early access to the Premises for the purpose of installing telecommunications and computer network cabling, and to begin installation of modular furniture. In the event the Lessor has not received a complete set of construction drawings which have been approved, permitted and released for construction by Lessee by August 31, 1998, then the extent of the delay from said date shall correspondingly delay those dates included in Section 1 and Section 22 hereof. Any such delays other than those prescribed in Section 22 shall not extend or delay the payment of Base Rent as prescribed in Section 2.1. 10.1.2 Any contractor/supplier warranties applying to work or materials performed by Lessor on behalf of Lessee shall be assigned to Lessee. 10.1.3 Lessor and Lessee will cooperatively work together with the contractor to timely satisfy any punch list items which have not been completed prior to the Commencement Date. 10.2 Lessee shall not alter make any alterations, additions, or improvements in or to the exteriorPremises, structuralnor install or attach fixtures in or to the Premises, plumbing or electrical elements of the Properties in any manner without the prior written consent of Lessor, which consent Lessor shall not be unreasonably withheldwithhold, conditioned delay or delayed; provided, however, Lessee may undertake structural, exterior, plumbing and electrical condition. All alterations, which may include the construction and demolition of additional additions, or improvements made, installed in, or attached to the Properties (if such demolition does not unreasonably impair Premises by Lessee, upon the ability to operate the Permitted Facility on the applicable Propertyconsent specified above, does not effect any improvements located on the applicable Property as of the Effective Date and is at Lessee’s sole cost and expense), individually, costing less than $500,000, as adjusted by changes in the Price Index, without Lessor’s prior written consent. Lessee may undertake any non-structural alteration to the Properties, so long as Lessee provides Lessor with fourteen (14) days prior written notice of such alterations, if greater than $10,000, as adjusted by changes in the Price Index. If Lessor’s consent is required hereunder and Lessor consents to the making of any such alterations, the same shall be made by Lessee at Lessee’s sole 's expense by in a licensed contractor (which may be directly subcontracted good and workmanlike manner, strictly in accordance with by Lessee) and according to the plans and specifications approved by Lessor, all applicable laws, ordinances, regulations, and other requirements of any appropriate governmental authority, and any applicable covenants or other restrictions. Prior to the commencement of any such work, Lessee shall deliver to Lessor certificates issued by insurance companies licensed and registered to operate in the State of Georgia evidencing that workers' compensation insurance and public liability insurance, all in amounts satisfactory to Lessor, are in force and effect and maintained by all contractors and subcontractors engaged by Lessee to perform the work. 10.3 Lessee shall keep the Premises free from all liens, preliminary notices of liens, right to liens, or claims of liens of contractors, subcontractors, mechanics, or materialmen for work done or materials furnished to the Property at the request of Lessee. Whenever and so often as any such lien shall attach or claims or notices thereof shall be filed against the Property or any part thereof as a result of work done or materials furnished to the Property at the request of Lessee, Lessee shall, within ten (10) days after Lessee has notice of the claim or notice of lien, cause it to be discharged of record, which discharge may be accomplished by deposit or bonding proceedings. If Lessee shall fail to cause the lien, or such claim or notice thereof, to be discharged within the ten-day period, then, in addition to any other right or remedy, Lessor may, but shall not be obligated to, discharge it either by paying the amount claimed to be due or by procuring the discharge of the lien, or claim or notice thereof, by deposit or bonding proceedings. Any amount so paid by Lessor and subject to such other conditions as Lessor shall reasonably require. Any work at any time commenced by Lessee on the Properties shall be prosecuted diligently to completionall costs and expenses, shall be of good workmanship and materials and shall comply fully with all the terms of this Lease and all Legal Requirements. Lessor shall reasonably cooperate with all improvements including, without limitation, signing applications. Upon completion attorneys' fees, incurred by Lessor in connection therewith shall constitute additional rent payable by Lessee under this Lease and shall be paid by Lessee in full on demand of any alterations individually costing $10,000 or more, as adjusted by changes Lessor together with interest thereon at the rate set forth in the Price Index, Lessee shall promptly provide Lessor with evidence of full payment to all laborers and materialmen contributing to the alterations. Additionally, upon completion of any such alterations, Lessee shall promptly provide Lessor with (a) an architect’s certificate certifying the alterations to have been completed in conformity with the plans and specifications (if the alterations are of such a nature as would require the issuance of such a certificate Section 2.2 hereof from the architect); (b) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); and (c) any other documents or information reasonably requested date it was paid by Lessor. Lessee shall keep not have the Properties free from authority to subject the interest or estate of Lessor to any liens arising out of any work performed onliens, rights to liens, or materials claims of liens for services, materials, supplies, or equipment furnished to Lessee, and all persons contracting with Lessee are hereby charged with notice that they must look to Lessee and to Lessee's interest only to secure payment. 10.4 All alterations, additions, or improvements, including, but not limited to, the Properties. Lessee shall execute fixtures, partitions, counters, and file window and floor coverings, which may be made or record, as appropriate, a “Notice of Non-Responsibility,” or any equivalent notice permitted under applicable law in the states where the Properties are located which provides that Lessor is not responsible for the payment of any costs or expenses relating to the additions or alterations. Any addition to or alteration installed by either of the Properties parties hereto upon the Premises, irrespective of the manner of annexation, and irrespective of which party may have paid the cost thereof, excepting only movable office furniture and shop equipment put in at the expense of Lessee, shall be deemed a part the property of the Properties and belong to Lessor, and Lessee shall execute remain upon and deliver to Lessor such instruments be surrendered with the Premises as a part thereof at the expiration or other termination of this Lease, without disturbance, molestation, or injury. Notwithstanding the foregoing, however, Lessor may require elect that any or all installations made or installed by or on behalf of Lessee be removed at the end of the Lease Term, and, if Lessor so elects, it shall be Lessee's obligation to evidence restore the ownership Premises to the condition they were prior to the alterations, additions, or improvements on or before the expiration or other termination of this Lease. Such removal and restoration shall be at the sole expense of Lessee. Further, notwithstanding anything contained herein to the contrary except as otherwise provided in Section 9.3.1 hereof, Lessor shall be under no obligation to insure the alterations, additions, or improvements or anything in the nature of a leasehold improvement made or installed by or on behalf of Lessee, the Lessee Parties, or any other person, and such improvements shall be on the Premises at the risk of Lessee only. 10.5 In the event Lessor makes any capital investment, major structural repairs or improvements in or to the Premises or Building which are required due to any act or omission of Lessee or any of the Lessee Parties, any and all cost and expenses incurred by Lessor in making the capital investment, major structural repairs, or improvements shall constitute additional rent payable by Lessee under this Lease and shall be paid by Lessee in full on demand of such addition or alterationLessor, together with interest thereon from the date of the demand at the rate set forth in Section 2.2 hereof.

ALTERATIONS AND IMPROVEMENTS. During the Lease Term, Lessee shall not alter have the exteriorright, structuralat Lessee's sole cost and expense, plumbing or electrical elements to make interior, non-structural alterations and improvements to the Premises without the need to seek the prior written consent of Lessor and, as required, by the Architectural Committee of the Properties Board of Papago Park Center's Owner's Association, as contained in any manner without the Declaration of Covenants, Conditions and Restrictions for Papago Park Center (MCR 90-336258) (the "Declaration"). Any exterior or structural alterations and improvements to the Premises shall require the prior written consent of Lessor, which consent shall not be unreasonably withheld, conditioned or delayed. It shall not be deemed unreasonable for Lessor to withhold the requested consent if Lessor's lender will not approve the proposed alterations/improvements; provided, however, that Lessor agrees to cause Lessor's lender to agree in writing that Lessor's lender's approval will not be unreasonably withheld, delayed or conditioned. If Lessee may undertake structural, exterior, plumbing and electrical alterations, which may include the construction and demolition of additional wishes to make exterior or structural alterations or improvements to the Properties (if such demolition does not unreasonably impair Premises, Lessee's request for consent shall be accompanied by plans and specifications prepared by a licensed architect or a licensed structural engineer. All improvements shall be made in a good, workmanlike and lien-free manner, in compliance with the ability to operate the Permitted Facility on the applicable Property, does not effect any improvements located on the applicable Property as requirements of the Effective Date Master Lease and is all applicable governmental regulations. All alterations, improvements, additions and fixtures made or installed by Lessee shall remain upon the Premises at Lessee’s the expiration or earlier termination of this Lease and shall become the property of Lessor, unless Lessor shall, either prior to the expiration or termination of this Lease, or within ten (10) days after the termination or expiration of this Lease, give written notice to Lessee directing Lessee to remove the same or such of the same as shall be specified by Lessor, and all damage occasioned in connection with such removal shall be repaired by Lessee at its sole cost and expense), individually, costing less than $500,000, as adjusted by changes in the Price Index, without Lessor’s prior written consent. Lessee may undertake any non-structural alteration to the Properties, so long as Lessee provides Lessor with fourteen (14) days prior written notice of such alterations, if greater than $10,000, as adjusted by changes in the Price Index. If Lessor’s consent is required hereunder and Lessor consents to the making of any such alterations, the same shall be made by Lessee at Lessee’s sole expense by a licensed contractor (which may be directly subcontracted with by Lessee) and according to plans and specifications approved by Lessor and subject to such other conditions as Lessor shall reasonably require. Any work at any time commenced by Lessee on the Properties shall be prosecuted diligently to completion, shall be of good workmanship and materials and shall comply fully with all the terms of this Lease and all Legal Requirements. Lessor shall reasonably cooperate with all improvements including, without limitation, signing applications. Upon completion of any alterations individually costing $10,000 or more, as adjusted by changes in the Price Index, Lessee shall promptly provide Lessor with evidence of full payment to all laborers and materialmen contributing to the alterations. Additionally, upon completion of any such alterations, Lessee shall promptly provide Lessor with (a) an architect’s certificate certifying the alterations to have been completed in conformity with the plans and specifications (if the alterations are of such a nature as would require the issuance of such a certificate from the architect); (b) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); and (c) any other documents or information reasonably requested by Lessor. Lessee shall keep the Properties free from any liens arising out of any work performed on, or materials furnished to, the Properties. Lessee shall execute and file or record, as appropriate, a “Notice of Non-Responsibility,” or any equivalent notice permitted under applicable law in the states where the Properties are located which provides that Lessor is not responsible for the payment of any costs or expenses relating to the additions or alterations. Any addition to or alteration of the Properties shall be deemed a part of the Properties and belong to Lessor, and Lessee shall execute and deliver to Lessor such instruments as Lessor may require to evidence the ownership by Lessor of such addition or alteration.

ALTERATIONS AND IMPROVEMENTS. During 7.1 Landlord shall diligently perform and install or cause to be installed the Lease Termimprovements to the Premises required of it as specifically set forth on Exhibit C attached hereto and incorporated herein ("Landlord's Work"). Except as so set forth, Lessee Tenant otherwise accepts the Premises in its "as is" condition. Tenant shall be entitled to the Tenant Work Allowance set forth in Exhibit D attached hereto. 7.1.1 Prior to performing any such Tenant Work, Tenant agrees to furnish Landlord with a complete detailed set of plans and specifications. Landlord reserves the right to require such set of plans and specifications to be drawn by a registered architect which architect shall be previously approved in writing by Landlord. Plans and specifications are not alter approved by Landlord for engineering design and by approving such plans and specifications, the exterior, structural, plumbing Landlord does not assume any liability or electrical elements of the Properties responsibility whatsoever therefor or for any defect in any manner without the consent of Lessor, which consent structure constructed from such plans and specifications. The Landlord shall not be unreasonably withheldliable to the Tenant or any other person for any damage, conditioned loss or delayed; providedprejudice suffered or claimed on account of its approval or disapproval of any plans, howeverdrawings, Lessee specification or the construction or performance of any work whether or not pursuant to such approved plans, drawings and specifications. 7.2 Tenant shall diligently perform and install or cause to be installed the improvements and work to the Premises required of it as specifically set forth on said Exhibit D ("Tenant's Work"). All of the Tenant's Work shall be performed by licensed, bonded and insured contractors substantially in accordance with the plans, specifications and related requirements established pursuant to this Section 7 and said Exhibit D. 7.2.1 Tenant shall observe and perform all of its obligations under this Lease (except its obligations to pay Minimum Monthly Rent and Additional Rent), from the earlier of the date upon which Tenant first enters the Premises or the date upon which the Premises is made available for Tenant's Work until the Commencement Date of the Lease, in the same manner as though the Lease Term began upon such date. 7.2.2 Tenant, at its own expense, shall comply with all laws, rules, orders, ordinances, directions, regulations and requirements of federal, state, county and municipal authorities now in force or which hereafter may undertake structuralbe in force ("Requirements"), exteriorwhich shall impose any duty upon Landlord or Tenant with respect to the improvement, plumbing use, occupation or alteration of the Premises by Tenant, including, but not limited to the Americans with Disabilities Act ("ADA") which may be applicable thereto. Tenant agrees to indemnify and electrical save Landlord harmless from and against any penalty, damage or charge imposed for any violation by Tenant, its assignees, subtenants, licensees, agents and employees of any said Requirements. 7.3 Tenant shall not make any additions, alterations, which may include the construction and demolition of additional improvements or changes ("improvements") in or to the Properties (if such demolition does not unreasonably impair Premises without the ability to operate the Permitted Facility on the applicable Propertyprior written approval of Landlord. Except as provided in Exhibit C hereof, does not effect any improvements located on shall be at the sole cost and expense of Tenant. Any improvements shall be made promptly and in good and workmanlike manner and in compliance with all insurance requirements and with all applicable Property as permits, authorizations, building regulations, zoning laws, environmental regulations, laws regarding the physically disabled and all other governmental rules, regulations, ordinances, statutes and laws, now or hereafter in effect pertaining to the Premises or Tenant's use thereof. Any improvements made by Tenant shall at Landlord's option become the property of Landlord upon the Effective Date and is expiration or sooner termination of this Lease. However, Landlord shall have the right to require Tenant to remove such improvements, at Lessee’s Tenant's sole cost and expense), individuallyupon such termination of this Lease and to surrender the Premises in the same condition as it was prior to the making of any or all such improvements, costing ordinary wear and tear excepted. 7.4 Landlord may require Tenant, at Tenant's sole cost and expense, to furnish a bond or other security satisfactory to Landlord to assure diligent and faithful performance of any work at the Premises to be performed by Tenant. 7.5 Tenant shall indemnify and hold Landlord, the Property and Landlord's managing agent for the Property free of and harmless from any and all liabilities, losses, claims, damages or otherwise based upon or in any manner growing out of any alterations or construction undertaken by Tenant whether specifically under the terms of this Lease or otherwise, including all costs, including but not limited to damages, expenses, court costs and attorney's fees incurred in or resulting from claims made by any person or persons, by other tenants of premises in the Property, their subtenants, agents, employees, customers and invitees. 7.5.1 Before undertaking any alterations or construction, Tenant or Tenant Contractor shall obtain and pay for a commercial liability insurance policy insuring Landlord and Tenant against any liability which may arise on account of such proposed alterations or construction work in limits of not less than $500,000, as adjusted by changes 1,000,000.00 combined single limit coverage; a copy of such policy shall be delivered to Landlord prior to the commencement of any such proposed work. Tenant shall also maintain at all times "all-risk" casualty insurance in the Price Indexname of Landlord and Tenant as their interests may appear in the amount adequate to cover the cost of replacement of all alterations, without Lessor’s prior written consent. Lessee may undertake any non-structural alteration decorations, additions, or improvements in and to the PropertiesPremises and all trade fixtures therein, so long as Lessee provides Lessor with fourteen in the event of casualty loss. Tenant shall deliver to Landlord copies of such insurance policies or certificates which shall contain a clause requiring the insurer to give Landlord not less than ten (1410) days prior written notice of cancellation of such alterationspolicies. 7.6 Tenant will indemnify Landlord against any lien, if greater than $10,000encumbrance or charge upon fixtures, as adjusted by changes in equipment, or personal property located within the Price Index. If Lessor’s consent is required hereunder and Lessor consents to the making of any such alterations, the same Premises. 7.7 All signs shall be made designed, constructed and installed in accordance with Exhibit F attached hereto and incorporated by Lessee at Lessee’s sole expense by a licensed contractor (which this reference herein or such uniform sign criteria as may be directly subcontracted with promulgated by Lessee) and according to plans and specifications approved by Lessor and subject to Landlord in lieu thereof. All such other conditions as Lessor shall reasonably require. Any work at any time commenced by Lessee on the Properties signage shall be prosecuted diligently to completion, shall be of good workmanship and materials and shall comply fully with all installed by the terms of this Lease and all Legal Requirements. Lessor shall reasonably cooperate with all improvements including, without limitation, signing applications. Upon completion of any alterations individually costing $10,000 or more, as adjusted by changes in the Price Index, Lessee shall promptly provide Lessor with evidence of full payment to all laborers and materialmen contributing to the alterations. Additionally, upon completion of any such alterations, Lessee shall promptly provide Lessor with (a) an architect’s certificate certifying the alterations to have been completed in conformity with the plans and specifications (if the alterations are of such a nature as would require the issuance of such a certificate from the architect); (b) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); and (c) any other documents or information reasonably requested by Lessor. Lessee shall keep the Properties free from any liens arising out of any work performed on, or materials furnished to, the Properties. Lessee shall execute and file or record, as appropriate, a “Notice of Non-Responsibility,” or any equivalent notice permitted under applicable law in the states where the Properties are located which provides that Lessor is not responsible for the payment of any costs or expenses relating to the additions or alterations. Any addition to or alteration of the Properties shall be deemed a part of the Properties and belong to Lessor, and Lessee shall execute and deliver to Lessor such instruments as Lessor may require to evidence the ownership by Lessor of such addition or alterationCommencement Date.

ALTERATIONS AND IMPROVEMENTS. During a. No alteration in, or addition to, the Lease TermPremises will be made without first obtaining Landlord’s prior written consent, Lessee which Landlord shall not alter unreasonably withhold, condition, or delay, unless such proposed alteration is structural or involves the exterior, structural, plumbing or electrical elements operational systems of the Properties Building affecting premises other than the Premises, in which event Landlord may withhold its consent in Landlord’s sole and absolute discretion. Unless otherwise agreed by the parties, any such work consented to, although paid for by Tenant, will be done by Landlord with Landlord reserving the right to charge Tenant a fee equal to four percent (4%) of the cost of the work for supervision of such alterations or additions. All work performed by Tenant in connection with any improvements shall be in a good and workmanlike manner without the consent of Lessorand subject to and in accordance with Landlord’s Rules and Regulations and all applicable federal, state, county, and city building and/or fire department codes, ordinances, laws, and regulations. Any required alterations performed in connection with such improvements to meet said codes, ordinances, laws, and regulations shall be performed by Tenant at Tenant’s sole cost and expense. Tenant shall obtain Landlord’s prior written consent, which consent shall not be unreasonably withheld, conditioned or delayed; provided, howeverwith respect to any third-party contractor Tenant desires to engage for the performance of any such work within or about the Premises. Tenant’s contractors shall be bonded and insured in accordance with Landlord’s reasonable commercial standards. Notwithstanding the foregoing, Lessee may undertake structuralTenant shall be permitted, exteriornot more frequently that once every three (3) Lease Years (unless otherwise approved in advance in writing by Landlord) to perform interior, plumbing and electrical alterations, which may include the construction and demolition of additional improvements to the Properties (if such demolition does not unreasonably impair the ability to operate the Permitted Facility on the applicable Property, does not effect any improvements located on the applicable Property as of the Effective Date and is at Lessee’s sole cost and expense), individually, costing less than $500,000, as adjusted by changes in the Price Index, without Lessor’s prior written consent. Lessee may undertake any non-structural alteration alterations to the Properties, Premises so long as Lessee provides Lessor Tenant otherwise complies with fourteen (14) days prior written notice of such alterationsthe terms, if greater than $10,000conditions, as adjusted by changes in the Price Index. If Lessor’s consent is required hereunder and Lessor consents to the making of any such alterations, the same shall be made by Lessee at Lessee’s sole expense by a licensed contractor (which may be directly subcontracted with by Lessee) and according to plans and specifications approved by Lessor and subject to such other conditions as Lessor shall reasonably require. Any work at any time commenced by Lessee on the Properties shall be prosecuted diligently to completion, shall be of good workmanship and materials and shall comply fully with all the terms provisions of this Lease and all Legal Requirementsthe aggregate cost of such alterations does not exceed an amount equal to Five and No/100 Dollars ($5.00) per square foot in the Rentable Area of the Premises. Lessor Tenant acknowledges and agrees that Landlord shall reasonably cooperate be entitled to withhold its consent under this Section 24(a) if the frequency or duration of Tenant’s performance of alterations and additions has caused or is likely to cause any material disruption to the overall use and occupancy of the Building which may include, without limitation, burdensome demands on the Building’s swing elevator and/or noise, dust, or disruption to other tenants in the Building. b. Tenant shall be permitted to install, at Tenant’s sole cost, risk, and expense, a secure card access system at the external stair well entrances to the Premises on eighth and ninth floors, subject to Landlord’s reasonable approval of the plans and specifications therefor. Any such secured access systems shall comply with all improvements law and shall not violate Landlord’s insurance policies. Immediately following any such installation by Tenant, Tenant shall provide Landlord with not less than (2) activated access cards for such system, which Landlord shall use only in accordance with Section 26 below. c. All additions, fixtures and improvements, whether temporary or permanent in character (except only the trade fixtures and movable office furniture of Tenant) made in or upon the Premises including, without limitation, signing applications. Upon completion the card access system referred to in Section 24(b) above, shall be and remain Landlord’s property and shall remain upon the Premises at the expiration or earlier termination of any alterations individually costing $10,000 or morethis Lease, as adjusted with no compensation to Tenant, unless Tenant otherwise delivers a written request for Landlord’s consent, at the time of installation by changes in the Price IndexTenant, Lessee shall promptly provide Lessor with evidence of full payment to all laborers and materialmen contributing to the alterations. Additionally, upon completion Tenant’s removal of any such additions, fixtures, improvements, or systems at the end of the Term and Landlord so consents to such removal at that time. Landlord reserves the right to require Tenant to remove any such improvements, additions, or systems at the expiration or termination hereof or within fifteen (15) days thereafter. Landlord may, at its election, repair any damage to the Premises caused by or in connection with the removal of any articles of personal property, business or trade fixtures, alterations, Lessee improvements and installations, and all costs for such repairs shall promptly provide Lessor with (a) an architectbe at Tenant’s certificate certifying the alterations to have been completed in conformity with the plans and specifications (if the alterations are of such a nature as would require the issuance of such a certificate from the architect); (b) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); and (c) any other documents or information reasonably requested by Lessor. Lessee shall keep the Properties free from any liens arising out of any work performed onexpense, or materials furnished to, the Properties. Lessee shall execute and file or record, as appropriate, a “Notice of Non-Responsibility,” or any equivalent notice permitted under applicable law in the states where the Properties are located which provides that Lessor is not responsible for the payment of any costs or expenses relating to the additions or alterations. Any addition to or alteration of the Properties shall be deemed a part to be Additional Rent. This Section 24(c) shall survive the expiration or earlier termination of the Properties and belong to Lessor, and Lessee shall execute and deliver to Lessor such instruments as Lessor may require to evidence the ownership by Lessor of such addition or alterationthis Lease.

ALTERATIONS AND IMPROVEMENTS. During the Lease TermTenant, Lessee shall not alter the exterior, structural, plumbing or electrical elements at its cost and expense and with no right of the Properties in any manner without the consent of reimbursement from Lessor, which consent shall not be unreasonably withheldmay make alterations, conditioned or delayedadditions, and improvements to the leased premises to better adapt the leased premises to its use and occupancy; provided, however, Lessee on each occasion, any such alteration, addition, or improvement shall: (i) equal or exceed the then current standard for the Center, utilizing only new and first-grade materials; (ii) be in conformity with all applicable federal, state and local laws, ordinances, regulations, building codes, fire regulations, and insurance requirements of Lessor and Tenant; (iii) be made only with the prior written consent of Lessor, and as a condition to such consent, Lessor may undertake structural, exterior, plumbing and electrical require agreement by Tenant to remove such alterations, which may include additions, and/or improvements at the construction time of termination of this Lease, and demolition of additional improvements restore the leased premises to their condition prior to the Properties (if such demolition does not unreasonably impair the ability to operate the Permitted Facility on the applicable Property, does not effect any improvements located on the applicable Property as of the Effective Date and is at Lessee’s sole cost and expense), individually, costing less than $500,000, as adjusted by changes in the Price Index, without Lessor’s prior written consent. Lessee may undertake any non-structural alteration to the Properties, so long as Lessee provides Lessor with fourteen (14) days prior written notice installation of such alterations, additions and/or improvements and otherwise, in good condition and repair, subject to reasonable wear and tear; (iv) be made pursuant to such plans and specifications as may be required by Lessor, and upon obtaining any required permits and licenses; (v) be conditioned upon providing to Lessor, at Lessor's option, a letter of credit, performance bond or other indemnification in such form and amount as may be satisfactory to Lessor to protect against liens for labor to be performed and materials to be furnished; and (vi) be carried out only by persons or entities selected by Tenant and approved in writing by Lessor, who, if greater than $10,000required by Lessor, shall deliver to Lessor before commencement of the work proof of such workmen's compensation, comprehensive general liability, and builder's risk insurance as adjusted by changes Lessor may require, with Lessor named as an additional insured, in amounts, with companies, and in form satisfactory to Lessor, which insurance shall remain in effect during the Price Indexentire period during which such alteration, addition, or improvement will be accomplished. If Lessor’s consent is required hereunder Any such alteration, addition, or improvement shall be done only at such time and in such manner as Lessor consents may designate from time to time. Tenant shall promptly pay the making cost of any such alterationschange, addition, or improvement. Upon completion, Tenant shall furnish Lessor with contractors' affidavits and full and final waivers of liens. Tenant shall indemnify Lessor for, and hold Lessor harmless forever from, any and all claims and liabilities of any kind and description which may arise out of or be connected in any way with any such alteration, addition, or improvement; provided, however, Tenant shall have no obligation to indemnify Lessor for the negligence or intentional act of Lessor, its agents, employees, or contractors. Any increase in property taxes on, or insurance for, the same Building attributable to such change, addition, or improvement shall be made borne by Lessee at Lessee’s sole expense Tenant, and paid by a licensed contractor Tenant to Lessor within thirty (which may be directly subcontracted with 30) days after receipt by Lessee) and according to plans and specifications approved Tenant of Lessor's invoice therefor, accompanied by Lessor and subject to such other conditions as Lessor shall reasonably requireappropriate evidence thereof. Any work at any time commenced by Lessee on the Properties shall be prosecuted diligently to completion, shall be of good workmanship and materials and shall comply fully with all the terms of this Lease and all Legal Requirements. Lessor shall reasonably cooperate with all improvements including, without limitation, signing applications. Upon completion of any alterations individually costing $10,000 or more, as adjusted by changes in the Price Index, Lessee shall promptly provide Lessor with evidence of full payment to all laborers and materialmen contributing Subject to the alterations. Additionallyprovisions of agreement, upon completion of any if any, pursuant to (iii) above, all such alterations, Lessee additions, and/or improvements shall promptly provide Lessor with (a) an architect’s certificate certifying the alterations to have been completed remain in conformity or upon and be surrendered with the plans and specifications (if leased premises at the alterations are termination of such a nature as would require this Lease, with the issuance exception of such a certificate from the architect); (b) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); and (c) any other documents or information reasonably requested by Lessor. Lessee shall keep the Properties free from any liens arising out of any work performed onfurniture, or materials furnished tomovable trade fixtures, the Properties. Lessee shall execute and file or record, as appropriate, a “Notice of Non-Responsibility,” or any equivalent notice permitted under applicable law in the states where the Properties are located which provides that Lessor is not responsible for the payment of any costs or expenses relating to the additions or alterations. Any addition to or alteration of the Properties shall be deemed a part of the Properties and belong to Lessorand/or trade equipment, and Lessee other movable personal property put in at the expense of Tenant, which items shall execute and deliver to Lessor such instruments as Lessor may require to evidence remain the ownership by Lessor property of such addition or alterationTenant.

ALTERATIONS AND IMPROVEMENTS. During 8.1 Provided Sublessee has received all necessary approvals from the Corps of Engineers in accordance with this ▇▇▇▇▇▇▇▇▇ ▇, ▇▇▇▇▇▇▇▇▇ covenants and agrees that Sublessee and/or its Recognized Sub-sublessees (as defined in Paragraph 12.6 below) shall expend in the aggregate not less than $5,000,000.00 for capital improvements and additions to and upon the Premises, exclusive of the amount of capital expenditures funded from the Reserve Account established pursuant to Paragraph 9.2 below, during the five (5) Lease Years commencing with the Lease Term, Lessee Year in which Gross Revenue (as defined in Exhibit "E") for the Premises is not less than $20,000,000. The obligations of Sublessee under the preceding sentence shall not alter be null and void and of no force or effect if the exterior, structural, plumbing or electrical elements amount of the Properties Rent Reduction, if any, imposed under the provisions of Paragraph 4.5 above, is less than the amount of the losses, costs, damages and expenses incurred by Sublessee as a result of the matters described in Paragraph 4.5(a) above, provided, however, that such obligation shall be reinstated effective as of the date on which any manner Major Event terminates or ceases to occur and the Rent payable prior to the date of such Major Event is reinstated pursuant to the provisions of Paragraph 4.5(d) above. Any improvements, alterations, changes or additions may be made without the consent of LessorSublessor, provided that Sublessee complies with the provisions of Paragraph 8.2 below, including obtaining the approval of the Corps of Engineers and Sublessor required thereunder, and provided that any such improvements, alterations, changes or additions are in compliance with the KSL Development Plan, and are for a Permitted Use. 8.2 The approval process for improvements to be constructed by Sublessee or any sub-sublessees of Sublessee shall be as follows: a. The KSL Development Plan (i) has been and is hereby approved by Sublessor and (ii) has been approved by the Corps of Engineers as evidenced by the execution and delivery of the Corps Consent, Estoppel and Non-Disturbance Agreement, a copy of which consent is attached hereto as Exhibit "J". b. Sublessee shall have the right to amend the KSL Development Plan with the approval of Sublessor, and Sublessor agrees that it will not unreasonably withhold, delay or condition its approval. Any such amendment will be unreasonably withheldsubject to approval by the Corps of Engineers and, conditioned if the amendment has been approved by Sublessor, Sublessor agrees to assist Sublessee in the presentation of the amendment to the KSL Development Plan to the Corps of Engineers and will use its reasonable efforts to obtain approval by the Corps of Engineers. In the event that (i) Sublessor fails to approve or delayed; provideddisapprove such proposed amendment within thirty (30) days after the receipt of a request for such approval from Sublessee, howeverand (ii) if Sublessee provides to Sublessor a second written request for such approval or disapproval upon the expiration of such thirty (30) day period, Lessee may undertake structuraland Sublessor fails to approve or disapprove such proposed amendment within thirty (30) days after the receipt of such second written request, exteriorthen, plumbing such proposed amendment shall be deemed approved. If Sublessor disapproves such amendment, Sublessor will describe in reasonable detail the reasons for such disapproval and electrical alterationsthe action, if any, which may include be taken or changes, if any, which may be made to obtain Sublessor's approval. c. At such time as Sublessee or its sub-sublessees plan the construction of specific improvements on the Premises, a preliminary site plan for such improvements will be prepared and demolition submitted to Sublessor for its approval. Such preliminary site plan shall show the location of additional the footprint for such improvements and generally indicate the location of parking lots, driveways and related facilities. The proposed preliminary site plan shall be subject to the approval of Sublessor and Sublessor agrees that it will not unreasonably withhold, delay or condition its approval of the proposed preliminary site plan. d. The preliminary site plan will be subject to the approval of the Corps of Engineers and, if the preliminary site plan has been approved by Sublessor, Sublessor will assist Sublessee in the presentation of the preliminary site plan to the Corps of Engineers for its approval and will use reasonable efforts to obtain approval thereof by the Corps of Engineers. e. It is understood and agreed that in the construction of the improvements in accordance with the plans and specifications, certain change orders to the plans and specifications may become necessary or appropriate, and Sublessor agrees that, subject to the approval of the Corps of Engineers, Sublessee may without the consent or approval of Sublessor, order, authorize or perform any change, substitute work or materials in prosecuting the construction of the improvements ("Change Order"), provided (i) any such Change Order does not cause the improvements to be constructed for a purpose or use which is not a Permitted Use; and (ii) any such Change Order (individually or in the Properties (if such demolition aggregate with all other Change Orders) does not unreasonably impair result in a material change in the ability preliminary site plan approved by Sublessor as provided above. Neither plans and specifications for such improvements other than such preliminary site plan, nor the identity of the architect, contractors, engineers or consultants, nor the construction contract, architect's contract, engineering contract nor any other documentation in connection with the construction requires the approval of Sublessor, nor shall this Sublease be deemed to operate require the Permitted Facility approval of the Corps of Engineers of any such matters. 8.3 As soon as practicable (however, in no event to exceed three (3) calendar months) after the substantial completion of the improvements, Sublessee will furnish to Sublessor, at Sublessee's own cost and expense, (A) one complete set of final "as-built" plans and specifications of the completed improvements, and (B) a current, accurate, properly labeled, and certified plat of survey prepared by a Georgia registered land surveyor or professional engineer depicting to scale the exact location of the completed improvements, and any other physical objects, as the same have been constructed. The term "substantial completion" as used in this Sublease shall be deemed to mean such completion as will make the improvements sufficient, suitable and ready for immediate occupancy and for the use intended. 8.4 Sublessee shall complete the construction of the proposed improvements substantially in accordance with the preliminary site plan approved by Sublessor or permitted without Sublessor's approval as hereinabove set forth. 8.5 The fee title to all improvements, alterations, changes and additions described on Exhibit "R" attached hereto and incorporated herein, and fee title to all improvements, alterations, changes and additions constructed by Sublessee or its permitted sub-sublessees on the applicable PropertyPremises from and after the Proration Date, does not effect shall be vested in Sublessee or its permitted assignees or sub-sublessees, as the case may be, until the termination or expiration of this Sublease, at which time all title to and ownership of said improvements shall automatically and immediately be surrendered with the Premises and vest (without the necessity of any further action being taken by Sublessee or Sublessor or any instrument being executed and delivered by Sublessee to Sublessor) in Sublessor. In the event that title to any improvements, alterations, changes or additions shall be vested in a sub-sublessee of Sublessee, such title shall automatically and immediately be surrendered to and vest (without the necessity of any further action being taken by Sublessee or such sub-sublessee or any instrument being executed and delivered by such sub-sublessee to Sublessee) in Sublessee upon the termination or expiration of such sub-sublease until the termination or expiration of this Sublease, at which time such title shall vest in Sublessor in accordance with the provisions of the preceding sentence. All permanent (non-trade and/or non-movable) fixtures installed in the Premises during the period from and after the Proration Date shall be treated in the same manner as improvements located constructed by Sublessee, as described in the first sentence of this Paragraph 8.5. Sublessee shall have only leasehold title to all improvements, alterations, changes and additions currently existing on the applicable Property Premises as of the Effective Proration Date (other than those items described on the attached Exhibit "R") for the Term of this Sublease, and is upon the termination or expiration of this Sublease, such leasehold title shall terminate automatically without the necessity of any further action being taken by Sublessee or Sublessor or any instrument being executed and delivered by Sublessee to Sublessor. All improvements and fixtures surrendered to Sublessor on the termination or expiration of this Sublease shall be surrendered subject to normal wear and tear, damage by fire or other casualty not required to be restored by Sublessee under the provisions of Paragraph 15 below, condemnation, and damage caused by the gross negligence or wilful misconduct of Sublessor, its agents and employees. 8.6 Any removal of Sublessee's personal property and trade fixtures from the Premises shall be accomplished in a manner which will minimize any damage or injury to the Premises and any such damage or injury shall be promptly repaired by Sublessee at Lessee’s its sole cost and expense). Any personal property of Sublessee not removed by Sublessee prior to the Expiration Date or date of sooner termination of this Sublease shall, individuallyat Sublessor's option, costing either become the property of Sublessor or shall be disposed of or stored by Sublessor at Sublessee's sole risk and expense. 8.7 No approval of any site plan, plans or specifications by Sublessor or consent by Sublessor allowing Sublessee to make improvements, alterations, changes or additions to the Premises shall in any way be deemed to be an agreement by Sublessor that the contemplated work complies with any Legal Requirements or Insurance Requirements or the certificate of occupancy for the Premises, or deemed to be a waiver by Sublessor of any of the provisions of this Sublease. Notice is hereby given that neither Sublessor, nor Sublessor's agents, nor the lessor under the Prime Lease or the LLIDA Sublease, shall be liable for any labor or materials furnished or to be furnished to Sublessee upon credit, and that no mechanic's or other claims for such labor or materials shall attach to or affect any estate or interest of Sublessor or any other such party in and to the Premises. 8.8 While any construction (which term as used throughout this Sublease shall also include any alteration, renovation, demolition, reconstruction, repair, maintenance, restoration or replacement) is being done on or to the Premises, Sublessee shall protect such property and all adjacent property. In connection with such protection, Sublessee agrees that it will obtain, or require the general or prime contractor retained to perform such construction to obtain, or in the event there is no general or prime contractor retained to perform such construction then require the person(s) or entity(ies) performing such construction to obtain, and keep in force at all times during the performance of such construction, in addition to the insurance required to be carried pursuant to Paragraph 10 of this Sublease, insurance coverage under a policy or policies of builder's risk and comprehensive liability insurance covering the operations of such construction. Such policy or policies of liability insurance shall have combined single limits of not less than $500,0002,000,000.00, except that for any construction project involving construction costs in excess of $5,000,000.00, such policy or policies of liability insurance shall have combined single limits of not less than $5,000,000.00, as adjusted such limits shall be increased from time to time by changes the percentage increase of the CPI-U (as hereinafter defined) above the CPI-U published for the month in which the Price Index, without Lessor’s prior written consentExecution Date occurs. Lessee may undertake any non-structural alteration to the Properties, so long as Lessee provides Lessor with fourteen (14) days prior written notice For purposes of such alterations, if greater than $10,000, as adjusted by changes in the Price Index. If Lessor’s consent is required hereunder and Lessor consents to the making of any such alterationsthis Paragraph 8.8, the same shall be made by Lessee at Lessee’s sole expense by a licensed contractor (which may be directly subcontracted with by Lessee) and according to plans and specifications approved by Lessor and subject to such other conditions as Lessor shall reasonably require. Any work at any time commenced by Lessee on "CPI-U" means the Properties shall be prosecuted diligently to completion, shall be of good workmanship and materials and shall comply fully with all the terms of this Lease and all Legal Requirements. Lessor shall reasonably cooperate with all improvements including, without limitation, signing applications. Upon completion of any alterations individually costing $10,000 or more, as adjusted by changes in the Consumer Price Index, Lessee shall promptly provide Lessor with evidence of full payment to all laborers and materialmen contributing to the alterations. Additionally, upon completion of any such alterations, Lessee shall promptly provide Lessor with (a) an architect’s certificate certifying the alterations to have been completed in conformity with the plans and specifications (if the alterations are of such a nature as would require the issuance of such a certificate from the architect); (b) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); and (c) any other documents or information reasonably requested by Lessor. Lessee shall keep the Properties free from any liens arising out of any work performed on, or materials furnished to, the Properties. Lessee shall execute and file or record, as appropriate, a “Notice of Non-Responsibility,” or any equivalent notice permitted under applicable law in the states where the Properties are located which provides that Lessor is not responsible Index for the payment of any costs or expenses relating to the additions or alterations. Any addition to or alteration of the Properties shall be deemed a part of the Properties and belong to Lessor, and Lessee shall execute and deliver to Lessor such instruments as Lessor may require to evidence the ownership by Lessor of such addition or alteration.All Urban

ALTERATIONS AND IMPROVEMENTS. During the Lease Term, Lessee shall not alter the exterior, structural, plumbing or electrical elements of the Properties in any manner without the consent of Lessor, which 9.1 Landlord's advance written consent shall not be unreasonably withheld, conditioned required for all changes (structural or delayed; provided, however, Lessee may undertake structural, exterior, plumbing and electrical non-structural),improvements or alterations, which may include the construction and demolition of additional improvements to the Properties (if Leased Premises. 9.2 Design plans must be submitted to Landlord for review and approval for each 9.3 All such demolition does not unreasonably impair approved changes, alterations, or improvements shall be made at the ability to operate the Permitted Facility on the applicable Property, does not effect any improvements located on the applicable Property as of the Effective Date and is at Lessee’s Tenant's sole cost and expense); and Tenant shall use a licensed and bonded contractor or contractors for such changes, individuallyalterations, costing less than $500,000and/or improvements. ▇▇▇▇▇▇ agrees that any changes, as adjusted alterations, or improvements made shall not ▇▇▇▇▇ the Rent. In the performance of such work, ▇▇▇▇▇▇ agrees to comply with all laws and ordinances and to hold Landlord harmless from any damage, loss or expense caused by changes in the Price Indexwork performed by ▇▇▇▇▇▇. 9.4 Any changes, without Lessor’s prior written consent. Lessee may undertake any non-structural alteration alterations, or improvements of or to the PropertiesLeased Premises shall become at once a part of the realty and belong to the Landlord, so long except trade fixtures supplied and paid for by the Tenant subject to the Tenant's duty to remove as Lessee provides Lessor with fourteen set out in this Lease. 9.5 At Landlord's request, within ten (1410) days prior written notice of such alterations, if greater than $10,000, as adjusted by changes in the Price Index. If Lessor’s consent is required hereunder and Lessor consents to the making of any such alterations, Lease's termination Tenant shall restore the same shall be made by Lessee at Lessee’s sole expense by a licensed contractor (which may be directly subcontracted with by Lessee) and according to plans and specifications approved by Lessor and subject to such other conditions as Lessor shall reasonably require. Any work at any time commenced by Lessee on the Properties shall be prosecuted diligently to completion, shall be of good workmanship and materials and shall comply fully with all the terms of this Lease and all Legal Requirements. Lessor shall reasonably cooperate with all improvements including, without limitation, signing applications. Upon completion of any alterations individually costing $10,000 or more, as adjusted by changes in the Price Index, Lessee shall promptly provide Lessor with evidence of full payment to all laborers and materialmen contributing Leased Premises to the alterations. Additionallycondition that existed at the commencement of the Lease, upon completion except for normal wear and tear and approved alterations and improvements (unless as a condition of any such alterations, Lessee shall promptly provide Lessor with (a) an architect’s certificate certifying the alterations approved alteration or improvement the Landlord requires the Tenant to have been completed in conformity with remove said alteration or improvement prior to the plans and specifications (if the alterations are of such a nature as would require the issuance of such a certificate from the architectLease'stermination); (b) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); and (c) any other documents or information reasonably requested by Lessor. Lessee . 9.6 Tenant shall keep the Properties Leased Premises free from any liens, and shall indemnify and hold Landlord harmless and defend it from any liens or encumbrances, damage, loss or expense arising out of any work performed on, or materials furnished toby or at the direction of Tenant, the Properties. Lessee shall execute and file or recordotherwise, as appropriate, a “Notice of Non-Responsibility,” or any equivalent notice permitted under applicable law in the states where the Properties are located which provides that Lessor is not responsible for the payment of any costs or expenses relating to the additions or alterations. Any addition to or alteration of the Properties shall be deemed a part of the Properties and belong to Lessor, and Lessee shall execute and deliver to Lessor such instruments as Lessor may require to evidence the ownership by Lessor of such addition or alterationLeasedPremises.

ALTERATIONS AND IMPROVEMENTS. During Section 10.01 The prior written approval of the Lease TermExecutive Director of ORDC shall be required before OHI-RAIL makes Alterations and Improvements. “Alterations and Improvements” shall mean any activity which substantially changes the nature of the Piney Fork Rail Line, Lessee including but not limited to, the taking up of any portion of rail or track (mainline, branchline, or siding), or construction of significant new track, structure or appurtenances on or along the Piney Fork Rail Line; for greater certainty, Alterations and Improvements shall not alter include Maintenance (hereinafter defined in Article XII). It is specifically understood and agreed to by the exteriorparties that all Alterations and Improvements to the Piney Fork Rail Line are owned by ORDC. Nothing in this Article shall be construed to grant to OHI-RAIL the right to sell, structuraltrade or otherwise profit from the removal of track, plumbing track structures or electrical elements appurtenances. OHI-RAIL agrees that ORDC reserves the right to be the sole beneficiary of the Properties proceeds of any salvaging of any track, track structure or appurtenances on the Piney Fork Rail Line; however, OHI-RAIL shall have the right to request in any manner without writing to the consent Executive Director of LessorORDC that OHI-RAIL be allowed to salvage un- needed track or track structures. OHI-RAIL’s written request shall contain the reasons why the track or track structures are no longer needed for the operation of the Piney Fork Rail Line, an estimation of the Net Liquidation Value (as defined in 49 C.F.R. § 1152.34(c)) of the items to be salvaged, and a detailed description of the improvements to the Piney Fork Rail Line which consent shall not will be unreasonably withheldmade with the proceeds from the salvaging, conditioned including the exact location of such improvements. OHI-RAIL may commence with the salvaging of materials and retain the proceeds from such salvaging upon written permission to do so by the Executive Director of ORDC. For purposes of this Article, the sale of materials removed in Maintenance activities or delayedfor Alterations and Improvements; provided, however, Lessee may undertake structural, exterior, plumbing and electrical alterations, which may include the construction and demolition of additional improvements to the Properties (if such demolition does not unreasonably impair the ability to operate the Permitted Facility on the applicable Property, does not effect any improvements located on the applicable Property as of the Effective Date and is at Lessee’s sole cost and expense), individually, costing less than $500,000, as adjusted by changes materials so removed are replaced in the Price Index, without Lessor’s prior written consent. Lessee may undertake any non-structural alteration to the Properties, so long as Lessee provides Lessor with fourteen (14) days prior written notice of such alterations, if greater than $10,000, as adjusted by changes in the Price Index. If Lessor’s consent is required hereunder and Lessor consents to the making of any such alterations, the same shall be made by Lessee at Lessee’s sole expense by a licensed contractor (which may be directly subcontracted with by Lessee) and according to plans and specifications approved by Lessor and subject to such other conditions as Lessor shall reasonably require. Any work at any time commenced by Lessee on the Properties shall be prosecuted diligently to completionlike kind or better condition, shall not be of good workmanship considered salvage and materials and shall comply fully with all the terms of such sale is permitted by this Lease and all Legal Requirements. Lessor shall reasonably cooperate with all improvements including, without limitation, signing applications. Upon completion of any alterations individually costing $10,000 or more, as adjusted by changes in the Price Index, Lessee shall promptly provide Lessor with evidence of full payment to all laborers and materialmen contributing to the alterations. Additionally, upon completion of any such alterations, Lessee shall promptly provide Lessor with (a) an architect’s certificate certifying the alterations to have been completed in conformity with the plans and specifications (if the alterations are of such a nature as would require the issuance of such a certificate from the architect); (b) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); and (c) any other documents or information reasonably requested by Lessor. Lessee shall keep the Properties free from any liens arising out of any work performed on, or materials furnished to, the Properties. Lessee shall execute and file or record, as appropriate, a “Notice of Non-Responsibility,” or any equivalent notice permitted under applicable law in the states where the Properties are located which provides that Lessor is not responsible for the payment of any costs or expenses relating to the additions or alterations. Any addition to or alteration of the Properties shall be deemed a part of the Properties and belong to Lessor, and Lessee shall execute and deliver to Lessor such instruments as Lessor may require to evidence the ownership by Lessor of such addition or alterationAgreement.

ALTERATIONS AND IMPROVEMENTS. During the Lease Term, Lessee Tenant shall not alter the exterior, structural, plumbing or electrical elements of the Properties Premises in any manner without the consent of LessorLandlord, which consent shall not be unreasonably withheld, conditioned withheld or delayedconditioned; provided, however, Lessee Tenant may undertake structural, exterior, plumbing and electrical alterations, which may include the construction and demolition of additional improvements (a) nonstructural alterations to the Properties (if such demolition does not unreasonably impair the ability to operate the Permitted Facility on the applicable Property, does not effect any improvements located on the applicable Property as of the Effective Date and is at Lessee’s sole cost and expense)Premises, individually, costing less than $500,000150,000, as adjusted and (b) modifications required by changes in the Price IndexOEM manufacturer of the vehicles to be sold on the Premises, without LessorLandlord’s prior written consent. Lessee may undertake any non-structural alteration to the Properties, so long as Lessee provides Lessor with fourteen (14) days prior written notice of such alterations, if greater than $10,000, as adjusted by changes in the Price Index. If LessorLandlord’s consent is required hereunder and Lessor Landlord consents to the making of any such alterations, the same shall be made by Lessee Tenant at LesseeTenant’s sole expense by a licensed contractor (which may be directly subcontracted with by Lessee) and according to plans and specifications reasonable approved by Lessor Landlord and subject to such other conditions as Lessor Landlord shall reasonably require. Any work at any time commenced by Lessee Tenant on the Properties Premises shall be prosecuted diligently to completion, shall be of good workmanship and materials and shall comply fully with all the terms of this Lease and all Legal Requirements. Lessor shall reasonably cooperate with all improvements including, without limitation, signing applications. Upon completion of any alterations individually costing $10,000 150,000 or more, as adjusted by changes in the Price Index, Lessee Tenant shall promptly provide Lessor Landlord with evidence of full payment to all laborers and materialmen contributing to the alterations. Additionally, upon completion of any such alterations, Lessee Tenant shall promptly provide Lessor Landlord with (a) an architect’s certificate certifying the alterations to have been completed in conformity with the plans and specifications (if the alterations are of such a nature as would require the issuance of such a certificate from the architect); (b) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); and (c) any other documents or information reasonably requested by LessorLandlord. Lessee Tenant shall keep the Properties Premises free from any liens arising out of any work performed on, or materials furnished to, the PropertiesPremises. Lessee Tenant shall execute and file or record, as appropriate, a “Notice of Non-ResponsibilityNon‑Responsibility,” or any equivalent notice permitted under applicable law Law in the states state where the Properties are Premises is located which provides that Lessor Landlord is not responsible for the payment of any costs or expenses relating to the additions or alterations. Any addition to or alteration of the Properties Premises shall be deemed a part of the Properties Premises and belong to LessorLandlord, and Lessee Tenant shall execute and deliver to Lessor Landlord such instruments as Lessor Landlord may require be required to evidence the ownership by Lessor Landlord of such addition or alteration.

ALTERATIONS AND IMPROVEMENTS. During the Lease Term, Lessee shall not alter the exterior, structural, plumbing or electrical elements of the Properties in any manner without the consent of Lessor, which consent shall not be unreasonably withheld, conditioned delayed or delayedconditioned; provided, however, Lessee may undertake structural, exterior, plumbing and electrical alterations, which may include the construction and demolition of additional improvements nonstructural alterations to the Properties (if such demolition does not unreasonably impair the ability to operate the Permitted Facility on the applicable Property, does not effect any improvements located on the applicable Property as of the Effective Date and is at Lessee’s sole cost and expense)Properties, individually, costing $250,000 or less than $500,000, as adjusted by changes in the Price Index, without Lessor’s prior written consent. Lessee may undertake any non-structural alteration to the Properties, so long as Lessee provides Lessor with fourteen (14) days prior written notice of such alterations, if greater than $10,000, as adjusted by changes in the Price Index. If Lessor’s consent is required hereunder and Lessor consents to the making of any such alterations, the same shall be made by Lessee at Lessee’s sole expense by a licensed contractor (which may be directly subcontracted with by Lessee) and according to plans and specifications approved by Lessor and subject to such other conditions as Lessor shall reasonably require. Any work at any time commenced by Lessee on the Properties shall be prosecuted diligently to completion, shall be of good workmanship and materials and shall comply fully with all the terms of this Lease and all Legal Requirements. Lessor shall reasonably cooperate with all improvements including, without limitation, signing applications. Upon completion of any alterations individually costing more than $10,000 or more, as adjusted by changes in the Price Index250,000, Lessee shall promptly provide Lessor with evidence of full payment to all laborers and materialmen contributing to the alterations. Additionally, upon completion of any such alterations, Lessee shall promptly provide Lessor with (a) an architect’s certificate certifying the alterations to have been completed in conformity with the plans and specifications (if the alterations are of such a nature as would require the issuance of such a certificate from the architect); (b) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); and (c) any other related documents or information reasonably requested by Lessor. Lessee shall keep the Properties free from any liens arising out of any work performed on, or materials furnished to, the Properties. Lessee shall execute and file or record, as appropriate, a “Notice of Non-ResponsibilityNon‑Responsibility,” or any equivalent notice permitted under applicable law Law in the states where the Properties are located which provides that Lessor is not responsible for the payment of any costs or expenses relating to the additions or alterations. Any addition to or alteration of the Properties shall be deemed a part of the Properties and belong to Lessor, and Lessee shall execute and deliver to Lessor such instruments as Lessor may require to evidence the ownership by Lessor of such addition or alteration. Lessor and Lessee acknowledge and agree that their relationship is and shall be solely that of “Lessor-Lessee” (thereby excluding a relationship of “owner-contractor,” “owner-agent” or other similar relationships). Accordingly, all materialmen, contractors, artisans, mechanics, laborers and any other persons now or hereafter contracting with Lessee, any contractor or subcontractor of Lessee or any other Lessee party for the furnishing of any labor, services, materials, supplies or equipment with respect to any portion of the Properties at any time from the date hereof until the end of the Lease Term, are hereby charged with notice that they look exclusively to Lessee to obtain payment for same.

ALTERATIONS AND IMPROVEMENTS. During 10.1 Lessor shall improve the Lease TermPremises in accordance with working drawings to be approved by Lessee and Lessor prior to commencement of construction. The Premises will be prepared generally in accordance with the plans shown on EXHIBIT "C", attached hereto and by this reference made a part hereof. Lessor shall have such work performed promptly, diligently and in a good and workmanlike manner. Lessor shall provide Lessee with an allowance (the "Allowance") of FOUR HUNDRED SEVENTY NINE THOUSAND TWO HUNDRED SIXTY FOUR AND 50/100 ($479,264.50) or $22.14 per rentable square foot for the design and construction of the improvements to the Premises in accordance with such drawings, including, without limitation, all costs of design, all costs of materials and labor to install such improvements, and Lessor will pay all such costs as and when incurred by Lessor on a timely basis to the extent of the Allowance. If such costs should exceed the Allowance, then Lessee shall pay for all such costs in excess of the Allowance on the Commencement Date. Base Building Improvements shall not be included as part of the Allowance, or as improvements to the Premises and shall include the Building exterior walls, the roof, the exterior windows, one half of the demising wall between lessees, the building electrical transformer (excluding Lessee's electrical distribution panel), sprinkler system installation (excluding head relocation and drops), main trunk lines for sewer, concrete floor slab, and mini blinds. 10.2 Lessee shall not alter make any alterations, additions, or improvements in or to the exteriorPremises, structuralnor install or attach fixtures in or to the Premises, plumbing or electrical elements of the Properties in any manner without the prior written consent of Lessor, which consent Lessor shall not be unreasonably withheldwithhold, conditioned delay or delayed; provided, however, Lessee may undertake structural, exterior, plumbing and electrical alterations, condition. Lessors consent is not required on nonstructural improvements which may include the construction and demolition of additional improvements to the Properties (if such demolition does not unreasonably impair the ability to operate the Permitted Facility on the applicable Property, does not effect any improvements located on the applicable Property as of the Effective Date and is at Lessee’s sole cost and expense), individually, costing less than $500,0005,000.00. All alterations, as adjusted by changes in the Price Indexadditions, without Lessor’s prior written consent. Lessee may undertake any non-structural alteration or improvements made, installed in, or attached to the PropertiesPremises by Lessee, so long as Lessee provides Lessor with fourteen (14) days prior written notice of such alterationsupon the consent specified above, if greater than $10,000, as adjusted by changes in the Price Index. If Lessor’s consent is required hereunder and Lessor consents to the making of any such alterations, the same shall be made by Lessee at Lessee’s sole 's expense by in a licensed contractor (which may be directly subcontracted good and workmanlike manner, strictly in accordance with by Lessee) and according to the plans and specifications approved by Lessor Lessor, all applicable laws, ordinances, regulations, and subject to such other conditions as Lessor shall reasonably require. Any work at any time commenced by Lessee on the Properties shall be prosecuted diligently to completion, shall be of good workmanship and materials and shall comply fully with all the terms of this Lease and all Legal Requirements. Lessor shall reasonably cooperate with all improvements including, without limitation, signing applications. Upon completion requirements of any alterations individually costing $10,000 appropriate governmental authority, and any applicable covenants or more, as adjusted by changes in other restrictions. Prior to the Price Indexcommencement of any such work, Lessee shall promptly provide deliver to Lessor with evidence of full payment certificates issued by insurance companies licensed and registered to all laborers and materialmen contributing to the alterations. Additionally, upon completion of any such alterations, Lessee shall promptly provide Lessor with (a) an architect’s certificate certifying the alterations to have been completed in conformity with the plans and specifications (if the alterations are of such a nature as would require the issuance of such a certificate from the architect); (b) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); and (c) any other documents or information reasonably requested by Lessor. Lessee shall keep the Properties free from any liens arising out of any work performed on, or materials furnished to, the Properties. Lessee shall execute and file or record, as appropriate, a “Notice of Non-Responsibility,” or any equivalent notice permitted under applicable law operate in the states where the Properties are located which provides State of Georgia evidencing that Lessor is not responsible for the payment of any costs or expenses relating to the additions or alterations. Any addition to or alteration of the Properties shall be deemed a part of the Properties workers' compensation insurance and belong public liability insurance, all in amounts satisfactory to Lessor, are in force and effect and maintained by all contractors and subcontractors engaged by Lessee shall execute and deliver to Lessor such instruments as Lessor may require to evidence perform the ownership by Lessor of such addition or alterationwork.

ALTERATIONS AND IMPROVEMENTS. During Subject to the Lease Term, Lessee shall not alter the exterior, structural, plumbing or electrical elements of the Properties in any manner without the prior written consent of LessorLandlord and the terms hereof, which consent Tenant shall not be unreasonably withheldhave the right to install and construct, conditioned alterations of, and improvements on, the Premises. Tenant shall submit Tenant’s request and Tenant’s plans for the proposed construction of any alterations to, or delayed; provided, however, Lessee may undertake structural, exterior, plumbing and electrical alterations, which may include the construction and demolition of additional improvements to the Properties (if such demolition does not unreasonably impair the ability to operate the Permitted Facility or structures on the applicable PropertyPremises (the “Work”) to Landlord for approval prior to any Work being performed. Landlord shall approve or reject the proposed Work within 60 days following receipt of Tenant’s request. Upon approval by Landlord, does not effect any improvements located on the applicable Property as of the Effective Date all Work shall be performed in and is completed at LesseeTenant’s sole cost and expense), individually, costing less than $500,000, as adjusted by changes ; and in the Price Index, without Lessor’s prior written consent. Lessee may undertake any non-structural alteration to the Properties, so long as Lessee provides Lessor with fourteen (14) days prior written notice of such alterations, if greater than $10,000, as adjusted by changes in the Price Index. If Lessor’s consent is required hereunder and Lessor consents to the making of any such alterations, the same shall be made by Lessee at Lessee’s sole expense by a licensed contractor (which may be directly subcontracted with by Lessee) and according to plans and specifications approved by Lessor and subject to such other conditions as Lessor shall reasonably require. Any work at any time commenced by Lessee on the Properties shall be prosecuted diligently to completion, shall be of good workmanship and materials and shall comply fully with all the terms of this Lease and all Legal Requirements. Lessor shall reasonably cooperate with all improvements including, without limitation, signing applications. Upon completion of any alterations individually costing $10,000 or more, as adjusted by changes in the Price Index, Lessee shall promptly provide Lessor with evidence of full payment to all laborers and materialmen contributing to the alterations. Additionally, upon completion of any such alterations, Lessee shall promptly provide Lessor with (a) an architect’s certificate certifying the alterations to have been completed workmanlike manner in conformity with all governmental codes, statutes, rules, and regulations. In soliciting and performing the plans Work, Tenant shall comply with all requirements by Landlord and specifications (if all laws applicable to public works construction in the alterations are State of Georgia including without limitation the requirements of O.C.G.A. § 13-10-91 and the Georgia Local Government Public Works Construction Law. Notwithstanding the foregoing, however, nothing herein is intended, nor shall anything herein be construed, to make Landlord liable for the accuracy, efficacy, defectiveness or any other attribute of such a nature as would require the issuance of plans, or for any such a certificate from the architect); (b) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy)Work; and (c) Landlord hereby expressly disclaims any other documents or information reasonably requested and all such liability. All capital improvements approved by LessorLandlord and constructed by Tenant shall become and remain the property of Landlord. Lessee shall keep the Properties free from any liens arising out of any work performed on, or materials furnished to, the Properties. Lessee shall execute and file or record, as appropriate, a “Notice of Non-Responsibility,” or any equivalent notice permitted under applicable law in the states where the Properties are located which provides that Lessor is not responsible for the payment of any costs or expenses relating All capital improvements made to the additions or alterationsPremises by Tenant shall be amortized over a 15-year period. Any addition In the event Landlord terminates this Lease prior to or alteration the expiration of the Properties Term then, Landlord agrees to and shall be deemed a part reimburse Tenant for any capital improvements approved by Landlord and made by Tenant which have not been fully amortized over said fifteen year period, at reimbursement cost equal to the remaining un-depreciated value of the Properties and belong to Lessor, and Lessee shall execute and deliver to Lessor such instruments as Lessor may require to evidence the ownership by Lessor of such addition or alterationcapital improvement on a fifteen year amortization schedule.

ALTERATIONS AND IMPROVEMENTS. 10.1 With the prior written consent of Lessor, Lessee may make alterations, additions or improvements in and to the Premises, and may install and attach fixtures in and to the Premises. In the event Lessor gives Lessee written consent to such alterations, improvements or additions, Lessor shall at that time notify Lessee whether such alterations, improvements, or additions would have to be removed at the end of the Lease Term. If Lessee requests such written consent of Lessor and Lessor fails to respond to Lessee's request within ten (10) days after Lessor's receipt of such request, Lessor shall be deemed to have given its written consent to such request; provided, however, that in no event shall Lessor's request for additional information from Lessee be deemed to be a failure by Lessor to respond to such request. Lessee shall provide Lessor with all information relating to such alterations, additions or improvements as Lessor may reasonably request. If Lessor elects that any or all installations made or installed by or on behalf of Lessee be removed at the end of the Lease Term, and, if Lessor so elects, it shall be Lessee's obligation to restore the Premises to the condition they were prior to the alterations, additions, or improvements on the expiration or other termination of this Lease. Such removal and restoration shall be at the sole expense of Lessee. All alterations, additions, or improvements made, installed in, or attached to the Premises by Lessee, upon the consent specified above, shall be made at Lessee's expense in a good and workmanlike manner, strictly in accordance with plans and specifications approved by Lessor, all applicable laws, ordinances, regulations, and other requirements of any appropriate governmental authority, and any applicable covenants or other restrictions. Prior to the commencement of any such work, Lessee shall cause all contractors and subcontractors engaged by Lessee to perform such work to obtain and thereafter maintain from insurance companies licensed and registered to operate in the State of Georgia workers' compensation insurance all in amounts satisfactory under current applicable regulations of the State of Georgia and public liability insurance having a general aggregate limit of liability of $1,000,000.00 with a limit of $500,000.00 per occurrence. 10.2 During the Lease Term, Lessee shall not alter keep the exteriorPremises free from all liens, structuralrights to liens, plumbing or electrical elements claims of liens of contractors, subcontractors, mechanics, or materialmen for work done or materials furnished to the Premises at the request of Lessee. Whenever and so often as any such lien shall attach or claims therefor shall be filed against the Premises or any part thereof as a result of work done or materials furnished to the Property at the request of Lessee, Lessee shall, within twenty (20) business days after Lessee has received written notice from Lessor of the Properties in any manner without the consent claim for lien, cause it to be discharged of Lessorrecord, which consent discharge may be accomplished by deposit or bonding proceedings. If Lessee shall fail to cause the lien to be discharged within the twenty (20) business day period, then, in addition to any other right or remedy, Lessor may, but shall not be unreasonably withheldobligated to, conditioned discharge it either by paying the amount claimed to be due or delayed; provided, however, Lessee may undertake structural, exterior, plumbing and electrical alterations, which may include by procuring the construction and demolition of additional improvements to the Properties (if such demolition does not unreasonably impair the ability to operate the Permitted Facility on the applicable Property, does not effect any improvements located on the applicable Property as discharge of the Effective Date and is at Lessee’s sole cost and expense), individually, costing less than $500,000, as adjusted lien by changes in the Price Index, without Lessor’s prior written consentdeposit or bonding proceedings. Lessee may undertake any non-structural alteration to the Properties, Any amount so long as Lessee provides Lessor with fourteen (14) days prior written notice of such alterations, if greater than $10,000, as adjusted by changes in the Price Index. If Lessor’s consent is required hereunder and Lessor consents to the making of any such alterations, the same shall be made by Lessee at Lessee’s sole expense by a licensed contractor (which may be directly subcontracted with by Lessee) and according to plans and specifications approved paid by Lessor and subject to such other conditions as Lessor shall reasonably require. Any work at any time commenced by Lessee on the Properties shall be prosecuted diligently to completionall costs and expenses, shall be of good workmanship and materials and shall comply fully with all the terms of this Lease and all Legal Requirements. Lessor shall reasonably cooperate with all improvements including, without limitation, signing applications. Upon completion attorneys' fees, incurred by Lessor in connection therewith shall constitute additional rent payable by Lessee under this Lease and shall be paid by Lessee in full on demand of any alterations individually costing $10,000 or more, as adjusted by changes in the Price Index, Lessee shall promptly provide Lessor together with evidence of full payment to all laborers and materialmen contributing to the alterations. Additionally, upon completion of any such alterations, Lessee shall promptly provide Lessor with (a) an architect’s certificate certifying the alterations to have been completed in conformity with the plans and specifications (if the alterations are of such a nature as would require the issuance of such a certificate interest thereon from the architect); (b) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); and (c) any other documents or information reasonably requested date it was paid by Lessor. Lessee shall keep not have the Properties free from authority to subject the interest or estate of Lessor to any liens arising out of any work performed onliens, rights to liens, or materials claims of liens for services, materials, supplies, or equipment furnished to Lessee, and all persons contracting with Lessee are hereby charged with notice that they must look to Lessee and to Lessee's interest only to secure payment. 10.3 All alterations, additions, or improvements, including, but not limited to, the Properties. Lessee shall execute fixtures, partitions, counters, and file window and floor coverings, which may be made or record, as appropriate, a “Notice of Non-Responsibility,” or any equivalent notice permitted under applicable law in the states where the Properties are located which provides that Lessor is not responsible for the payment of any costs or expenses relating to the additions or alterations. Any addition to or alteration installed by either of the Properties parties hereto upon the Premises, irrespective of the manner of annexation, and irrespective of which party may have paid the cost thereof, excepting only movable office furniture and shop equipment put in at the expense of Lessee, shall be deemed a part the property of the Properties and belong to Lessor, and shall remain upon and be surrendered with the Premises as a part thereof at the expiration or other termination of this Lease, without disturbance, molestation, or injury. Further, notwithstanding anything contained herein to the contrary, Lessor shall be under no obligation to insure the alterations, additions, or improvements or anything in the nature of a leasehold improvement made or installed by or on behalf of Lessee, any of the Lessee Parties, or any other person, and such improvements shall execute be on the Premises at the risk of Lessee only. 10.4 In the event Lessor makes any capital investment, major structural repairs or improvements in or to the Premises or Building which are required due to any act of omission or commission by Lessee or any of the Lessee Parties, any and deliver to Lessor such instruments as Lessor may require to evidence the ownership all cost and expenses incurred by Lessor in making the capital investment, major structural repairs, or improvements shall constitute additional rent payable by Lessee under this Lease and shall be paid by Lessee in full on demand of such addition or alterationLessor, together with interest thereon from the date of the demand.

ALTERATIONS AND IMPROVEMENTS. During the Lease Term, Lessee shall not materially alter the exterior, structural, plumbing or electrical elements of the Properties in any manner without the consent of Lessor, which consent shall not be unreasonably withheld, conditioned delayed or delayedconditioned; provided, however, Lessee may undertake structural, exterior, plumbing and electrical alterations, which may include the construction and demolition of additional improvements alterations to the Properties (if such demolition does not unreasonably impair the ability to operate the Permitted Facility on the applicable Property, does not effect any improvements located on the applicable Property as of the Effective Date and is at Lessee’s sole cost and expense)Properties, individually, costing $750,000.00 or less than $500,000, as adjusted by changes in the Price Index, without Lessor’s prior written consent. Lessee may undertake Notwithstanding the foregoing, any non-structural alteration or exterior alterations to the Properties, so long as Lessee provides Lessor with fourteen (14) days prior written notice Properties shall require the consent of such alterations, if greater than $10,000, as adjusted by changes in the Price Index. If Lessor’s consent is required hereunder and Lessor consents to the making of any such alterations, the same shall be made by Lessee at Lessee’s sole expense by a licensed contractor (which may be directly subcontracted with by Lessee) and according to plans and specifications approved by Lessor and subject to such other conditions as Lessor shall reasonably require. Any work at any time commenced by Lessee on the Properties shall be performed by a licensed contractor, prosecuted diligently to completion, shall be of good workmanship and materials and shall comply fully with all the terms of this Lease and all Legal Requirements. Lessor shall reasonably cooperate with all improvements including, without limitation, signing applications. Upon completion of any alterations individually costing more than $10,000 or more, as adjusted by changes in the Price Index750,000.00, Lessee shall promptly provide Lessor with evidence of full payment to all laborers and materialmen contributing to the alterations. Additionally, upon written request and completion of any such alterationsalterations individually costing more than $750,000.00, Lessee shall promptly provide Lessor with (a) an architect’s certificate certifying the alterations to have been completed in conformity with the plans and specifications (if the alterations are of such a nature as would require the issuance of such a certificate from the architect); (b) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); and (c) any other related documents or information reasonably requested by LessorL▇▇▇▇▇. Lessee shall keep the Properties free from any liens arising out of any work performed on, or materials furnished to, the PropertiesProperties to the extent not being disputed by L▇▇▇▇▇. Lessee shall execute and file or record, as appropriate, a “Notice of Non-Non Responsibility,” or any equivalent notice permitted under applicable law Law in the states where the Properties are located which provides that Lessor is not responsible for the payment of any costs or expenses relating to the additions or alterations. Any addition to or alteration of the Properties Properties, shall be deemed a part of the Properties and belong to Lessor, and Lessee L▇▇▇▇▇ shall execute and deliver to Lessor such instruments as Lessor may require to evidence the ownership by Lessor of such addition or alteration. L▇▇▇▇▇ and L▇▇▇▇▇ acknowledge and agree that their relationship is and shall be solely that of “Lessor-Lessee” (thereby excluding a relationship of “owner-contractor,” “owner-agent” or other similar relationships). Accordingly, all materialmen, contractors, artisans, mechanics, laborers and any other persons now or hereafter contracting with Lessee, any contractor or subcontractor of Lessee or any other Lessee party for the furnishing of any labor, services, materials, supplies or equipment with respect to any portion of the Properties at any time from the date hereof until the end of the Lease Term, are hereby charged with notice that they look exclusively to Lessee to obtain payment for same.

ALTERATIONS AND IMPROVEMENTS. During the Lease Term, Lessee Tenant shall not alter make alterations or additions to the exteriorPremises except in accordance with plans and specifications therefor first approved by Landlord, structuralwhich approval, plumbing in the case of a nonstructural alteration not including the roof or electrical elements the mechanical utility systems of the Properties in any manner without the consent of LessorBuilding, which consent shall not be unreasonably withheld, conditioned or delayed; provided, however, Lessee may undertake structural, exterior, plumbing withheld and electrical alterations, which may include the construction and demolition of additional improvements to the Properties (shall be deemed given if such demolition Landlord does not unreasonably impair the ability object thereto, by written notice to operate the Permitted Facility on the applicable PropertyTenant, does not effect any improvements located on the applicable Property as of the Effective Date and is at Lessee’s sole cost and expense), individually, costing less than $500,000, as adjusted by changes in the Price Index, without Lessor’s prior written consent. Lessee may undertake any non-structural alteration to the Properties, so long as Lessee provides Lessor with within fourteen (14) days prior of written notice of request for such alterations, if greater than $10,000, as adjusted approval accompanied by changes in the Price Index. If Lessor’s consent is required hereunder and Lessor consents to the making of any such alterations, the same shall be made by Lessee at Lessee’s sole expense by a licensed contractor (which may be directly subcontracted with by Lessee) and according to plans and specifications therefor. Tenant shall not hang shades, curtains, signs, awnings or other materials, attach any materials to or make any change in the appearance of any glass visible from outside of the Premises, add any window treatment of any kind or make improvements or install furniture visible from outside of the Premises, without Landlord's prior written consent. Without limitation, Landlord shall not be deemed unreasonable for withholding approval of any alterations or additions which would require unusual expense to readapt the Premises to normal office use upon termination of this Lease or increase in the cost of insurance or Taxes. The parties understand and agree that cubicles and workbenches shall not be deemed alterations subject to approval hereunder. All alterations and additions shall be part of the Premises unless and until Landlord shall specify the same for removal in a notice delivered to Tenant on or before the Lease Termination Date. All of Tenant's alterations and additions and installation of furnishings shall be coordinated with any work performed by Landlord and in such a manner as to maintain harmonious labor relations and not to damage the Building or the Premises or interfere with Building operation and, except for installation of furnishings, shall be performed by contractors or workmen first reasonably approved by Lessor Landlord. Except for work done by or through Landlord, Tenant before its work is started shall: secure all licenses and subject permits necessary therefor; deliver to Landlord a statement of the names of all its contractors and subcontractors and the estimated cost of all labor and material furnished by them; and cause each contractor to carry workmen's compensation insurance in statutory amounts covering all the contractor's and subcontractor's employees and comprehensive public liability insurance with such other conditions limits as Lessor shall Landlord may reasonably require, but in no event less than $500,000 - $1,000,000, and property damage insurance with limits of not less than $500,000 (all such insurance to be written in companies approved by Landlord and insuring Landlord and Tenant as well as the contractors, and to deliver to Landlord certificates of all such insurance. Any Tenant agrees to pay promptly when due the entire cost of any work done in the Premises by Tenant, its agents, employees, or independent contractors, and not to cause or permit any liens for labor or materials performed or furnished in connection therewith to attach to the Premises and immediately to discharge any such liens which may so attach. All construction work done by Tenant, its agents, employees or manner and in compliance with all Legal Requirements and Insurance Requirements. Landlord may inspect such work at any time commenced by Lessee on the Properties shall be prosecuted diligently to completion, shall be of good workmanship and materials or times and shall comply fully with all the terms of this Lease and all Legal Requirements. Lessor shall reasonably cooperate with all improvements including, without limitation, signing applications. Upon completion promptly give notice to Tenant of any alterations individually costing $10,000 or more, as adjusted by changes in the Price Index, Lessee shall promptly provide Lessor with evidence of full payment to all laborers and materialmen contributing to the alterations. Additionally, upon completion of any such alterations, Lessee shall promptly provide Lessor with (a) an architect’s certificate certifying the alterations to have been completed in conformity with the plans and specifications (if the alterations are of such a nature as would require the issuance of such a certificate from the architect); (b) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); and (c) any other documents or information reasonably requested by Lessor. Lessee shall keep the Properties free from any liens arising out of any work performed on, or materials furnished to, the Properties. Lessee shall execute and file or record, as appropriate, a “Notice of Non-Responsibility,” or any equivalent notice permitted under applicable law in the states where the Properties are located which provides that Lessor is not responsible for the payment of any costs or expenses relating to the additions or alterations. Any addition to or alteration of the Properties shall be deemed a part of the Properties and belong to Lessor, and Lessee shall execute and deliver to Lessor such instruments as Lessor may require to evidence the ownership by Lessor of such addition or alterationobserved defects.

ALTERATIONS AND IMPROVEMENTS. During the Lease Term, Lessee Borrower shall not alter the exterior, structural, plumbing or electrical elements of the Properties Trust Estate in any manner without the consent of LessorLender, which consent shall not be unreasonably withheld, conditioned withheld or delayedconditioned; provided, however, Lessee Borrower may undertake structural, exterior, plumbing and electrical alterations, which may include the construction and demolition of additional improvements nonstructural alterations to the Properties (if such demolition does not unreasonably impair the ability to operate the Permitted Facility on the applicable Property, does not effect any improvements located on the applicable Property as of the Effective Date and is at Lessee’s sole cost and expense), individually, Trust Estate costing less than $500,000100,000 without Lender’s consent. For purposes of this Deed of Trust, alterations to the exterior, structural, plumbing or electrical elements of the Trust Estate shall mean: (i) alterations which affect the foundation or “footprint” of the Improvements; (ii) alterations which involve the structural elements of the Improvements, such as adjusted by changes in a load-bearing wall, structural beams, columns, supports or roof; or (iii) alterations which materially affect any of the Price Indexbuilding systems, including, without Lessor’s prior written consentlimitation, the electrical systems, plumbing, HVAC and fire and safety systems. Lessee may undertake any non▇▇▇▇▇▇▇▇ ▇▇. ▇▇▇▇▇ GE No. 8004-structural alteration to the Properties2212 ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇ Wilmington, so long as Lessee provides Lessor with fourteen (14) days prior written notice of such alterations, if greater than $10,000, as adjusted by changes in the Price Index. North Carolina If LessorLender’s consent is required hereunder and Lessor Lender consents to the making of any such alterations, the same shall be made by Lessee Borrower at LesseeBorrower’s sole expense by a licensed contractor (which may be directly subcontracted with by Lessee) and according to plans and specifications approved by Lessor Lender and subject to such other conditions as Lessor Lender shall reasonably require. Any work at any time commenced by Lessee on the Properties Trust Estate shall be prosecuted diligently to completion, shall be of good workmanship and materials and shall comply fully with all the terms of this Lease and all Legal Requirements. Lessor shall reasonably cooperate with all improvements including, without limitation, signing applicationsDeed of Trust. Upon completion of any alterations individually costing $10,000 for which Lender’s consent is required hereunder or moreany Restoration, as adjusted by changes in the Price Index, Lessee Borrower shall promptly provide Lessor Lender with (i) evidence of full payment to all laborers and materialmen contributing to the alterations. Additionally, upon completion of any such alterations, Lessee shall promptly provide Lessor with (aii) an architect’s certificate certifying the alterations to have been completed in conformity with the plans and specifications specifications, (if the alterations are of such a nature as would require the issuance of such a certificate from the architect); (biii) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); , and (civ) any other documents or information reasonably requested by Lessor. Lessee shall keep the Properties free from any liens arising out of any work performed on, or materials furnished to, the Properties. Lessee shall execute and file or record, as appropriate, a “Notice of Non-Responsibility,” or any equivalent notice permitted under applicable law in the states where the Properties are located which provides that Lessor is not responsible for the payment of any costs or expenses relating to the additions or alterations. Any addition to or alteration of the Properties shall be deemed a part of the Properties and belong to Lessor, and Lessee shall execute and deliver to Lessor such instruments as Lessor may require to evidence the ownership by Lessor of such addition or alterationLender.

ALTERATIONS AND IMPROVEMENTS. During the Lease Term, Lessee shall not alter the exterior, structural, plumbing or electrical elements of the Properties Property in any manner STORE / RT Logic (Kratos) Second A&R Lease Agreement File No. 7210/02-525.1 4816-6651-1278.2 without the consent of Lessor, which consent shall not be unreasonably withheld, conditioned withheld or delayedconditioned; provided, however, Lessee may undertake structural, exterior, plumbing and electrical alterations, which may include the construction and demolition of additional improvements nonstructural alterations to the Properties (if such demolition does not unreasonably impair the ability to operate the Permitted Facility on the applicable Property, does not effect any improvements located on the applicable Property as of the Effective Date and is at Lessee’s sole cost and expense), individually, costing less than $500,000, as adjusted 150,000 (such limit shall increase by changes in the Price Index, 2.0% each Lease year) without Lessor’s prior written consent. Lessee may undertake any non-structural alteration to the Properties, so long as Lessee provides Lessor with fourteen (14) days prior written notice of such alterations, if greater than $10,000, as adjusted by changes in the Price Index. If Lessor’s consent is required hereunder and Lessor consents to the making of any such alterations, the same shall be made by Lessee at Lessee’s sole expense by a licensed contractor (which may be directly subcontracted with by Lessee) and according to plans and specifications approved by Lessor and subject to such other conditions as Lessor shall reasonably require. Any work at any time commenced by Lessee on the Properties Property shall be prosecuted diligently to completion, shall be of good workmanship and materials and shall comply fully with all the terms of this Lease and all Legal Requirements. Lessor shall reasonably cooperate with all improvements including, without limitation, signing applications. Upon completion of any alterations individually costing $10,000 150,000 or more, as adjusted by changes in the Price Index, Lessee shall promptly provide Lessor with evidence of full payment to all laborers and materialmen contributing to the alterations. Additionally, upon completion of any such alterations, Lessee shall promptly provide Lessor with (a) an architect’s certificate certifying the alterations to have been completed in conformity with the plans and specifications (if the alterations are of such a nature as would require the issuance of such a certificate from the architect); (b) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); and (c) any other documents or information reasonably requested by Lessor. Lessee shall keep the Properties Property free from any liens arising out of any work performed on, or materials furnished to, the PropertiesProperty. Lessee shall execute and file or record, as appropriate, a “Notice of Non-Responsibility,” or any equivalent notice permitted under applicable law Law in the states state where the Properties are Property is located which provides that Lessor is not responsible for the payment of any costs or expenses relating to the additions or alterations. Any addition to or alteration of the Properties Property shall be deemed a part of the Properties Property and belong to Lessor, and Lessee shall execute and deliver to Lessor such instruments as Lessor may reasonably require to evidence the ownership by Lessor of such addition or alteration.

ALTERATIONS AND IMPROVEMENTS. During Lessee may, at its own cost and expense, make the Lease Termfollowing non-structural alterations and improvements to the demised premises in connection with Lessee's use thereof, Lessee provided such alterations and improvements shall not alter adversely affect the exterior, structural, plumbing or electrical elements structural soundness of the Properties building of which the demised premises is a part. Lessee's proposed alterations and improvements are as follows: a. construct approximately 6,000 to 8,000 sq. ft. of air conditioned, heated space consisting of offices, a showroom, and an additional bathrooms; and b. installation of a humidor for storage of its cigars. All such alterations and improvements shall be in any manner without the consent of Lessoraccordance with plans and specifications to be supplied by Lessee, which consent plans shall in all instances first be subject to Lessor's approval, which approval shall not be unreasonably withheld, conditioned . Lessee shall provide Lessor with evidence that each contractor has adequate workers compensation insurance and general liability insurance in the amount of at least $2,000,000.00 for injury or delayed; provided, however, Lessee may undertake structural, exterior, plumbing death to any person or persons in any one occurrence and electrical alterations, which may include the construction and demolition of additional improvements property damage to the Properties (if such demolition does not unreasonably impair limit of $100,000.00, together with a certificate from the ability insurer, who shall be reasonably satisfactory to operate the Permitted Facility on the applicable PropertyLessor, does not effect any improvements located on the applicable Property as of the Effective Date and is at Lessee’s sole cost and expense), individually, costing less than $500,000, as adjusted by changes in the Price Index, without Lessor’s prior written consent. Lessee may undertake any non-structural alteration to the Properties, so long as Lessee provides Lessor with fourteen effect that such insurance may not be canceled or substantially modified without at least ten (1410) days prior written notice of such alterations, if greater than $10,000, as adjusted by changes in the Price Index. If Lessor’s consent is required hereunder and Lessor consents to the making of any such alterations, the same shall be made by Lessee at Lessee’s sole expense by a licensed contractor (which may be directly subcontracted with by Lessee) and according to plans and specifications approved by Lessor and subject to such other conditions as Lessor shall reasonably require. Any work at any time commenced by Lessee on the Properties shall be prosecuted diligently to completion, shall be of good workmanship and materials and shall comply fully with all the terms of this Lease and all Legal Requirements. Lessor shall reasonably cooperate with all improvements including, without limitation, signing applications. Upon completion of any alterations individually costing $10,000 or more, as adjusted by changes in the Price Index, Lessee shall promptly provide Lessor with evidence of full payment to all laborers and materialmen contributing to the alterations. Additionally, upon completion of any such alterations, Lessee shall promptly provide Lessor with (a) an architect’s certificate certifying the alterations to have been completed in conformity with the plans and specifications (if the alterations are of such a nature as would require the issuance of such a certificate from the architect); (b) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); and (c) any other documents or information reasonably requested by Lessor. Lessee shall keep furnish a guaranty by each of Lessee's prime contractors and materialmen, for the Properties free benefit of Lessor, Lessee, and such other parties as Lessor shall designate, that all work, materials and equipment will be provided in accordance with the approved plans and specifications, and that they will promptly upon notice correct and repair, at their own cost and expense, any deficiency, defect, default or imperfection of materials, equipment or workmanship which appears within one (1) year after completion of their work or installation. No work or installation by Lessee at the demised premises shall be done except after filing a waiver of the right to file any lien therefor (commonly known as a "Mechanic's Lien") in the local Prothonotary's office or elsewhere as provided by law, so as to constitute an effective waiver by anyone having a right to file such lien. If any such mechanic's lien, claim or complaint on a mechanic's lien is filed, Lessee shall cause it to be discharged or satisfied within fifteen (15) days of service or upon notice of same, whichever shall be sooner. In making any approved alterations and improvements, Lessee shall comply with any and all laws, statutes, ordinances, rules, regulations and requirements of the municipal and other duly constituted governmental authorities and insurance organizations, as well as the Americans with Disabilities Act of 1990, as it may be amended from any liens arising out time to time. Unless Lessor, prior to the expiration of any work performed onthis Lease, gives notice to Lessee to remove said alterations and improvements, or materials furnished toany portion of same, such alterations and improvements shall remain upon the Properties. Lessee shall execute demised premises and file or record, as appropriate, a “Notice of Non-Responsibility,” or any equivalent notice permitted under applicable law in the states where the Properties are located which provides that Lessor is not responsible for the payment of any costs or expenses relating to the additions or alterations. Any addition to or alteration of the Properties shall be deemed a become part of the Properties property of Lessor. If Lessee shall be permitted to remove any such alterations and belong improvements at the expiration or earlier termination of the Lease, Lessee shall, at its own expense, repair all damage resulting from such removal. In the event Lessee shall fail to remove the said alterations and/or improvements and restore the demised premises as herein provided, Lessor shall have the right to go upon the demised premises to do so and Lessee agrees to pay the cost thereof as additional rent. With respect to those alterations and improvements which Lessor has elected to have remain upon the demised premises, Lessee agrees that title to same shall vest in Lessor and Lessor agrees that Lessee shall not be obligated to remove same. If, as a result of any alteration and/or improvement which may be made to the demised premises by Lessee either pursuant to this clause or without authorization from the Lessor, any person and/or property shall be injured and/or damaged, liability therefor shall be the sole responsibility of the Lessee, and Lessee shall execute hereby agrees to indemnify and deliver to hold Lessor harmless of and from any and all claims of whatever nature arising from, or in connection with, any such instruments as Lessor may require to evidence the ownership by Lessor of such addition or alterationalterations and/or improvements. 41 [INTENTIONALLY OMITTED.]

ALTERATIONS AND IMPROVEMENTS. During the Lease Term, Lessee Tenant shall not alter the exterior, structural, plumbing or electrical elements of the Properties in any manner without the consent of Lessor, which consent shall not be unreasonably withheld, conditioned or delayed; provided, however, Lessee may undertake structural, exterior, plumbing and electrical make no alterations, which may include the construction and demolition of additional changes or improvements to the Properties (if such demolition does not unreasonably impair Premises without the ability to operate the Permitted Facility on the applicable Property, does not effect any improvements located on the applicable Property as of the Effective Date and is at Lessee’s sole cost and expense), individually, costing less than $500,000, as adjusted by changes in the Price Index, without Lessor’s prior written consent. Lessee may undertake any non-structural alteration consent of Landlord, not to the Propertiesbe unreasonably withheld or delayed, so long as Lessee provides Lessor with fourteen (14) days prior written notice of such alterations, if greater than $10,000, as adjusted by changes in the Price Index. If Lessor’s consent is required hereunder and Lessor consents without first submitting to the making of any such alterations, the same shall be made by Lessee at Lessee’s sole expense by a licensed contractor (which may be directly subcontracted with by Lessee) and according to Landlord plans and specifications approved for such work. All work done by Lessor Tenant shall be performed in a good and subject workmanlike manner, in compliance with all applicable laws and at such times and in such manner as not to such cause interference with any work of Landlord or with other conditions as Lessor shall reasonably requiretenants in the Building. Any work at any time commenced by Lessee on the Properties shall be prosecuted diligently to completion, shall be of good workmanship and materials and shall comply fully with all the terms of this Lease and all Legal Requirements. Lessor shall reasonably cooperate with all improvements including, without limitation, signing applications. Upon completion of any alterations individually costing $10,000 or more, as adjusted by changes in the Price Index, Lessee shall promptly provide Lessor with evidence of full payment to all laborers and materialmen contributing to the alterations. Additionally, upon completion of any such alterations, Lessee shall promptly provide Lessor with (a) an architect’s certificate certifying the alterations to have been completed in conformity with the plans and specifications (if the alterations are of such a nature as would require the issuance of such a certificate from the architect); (b) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); and (c) any other documents or information reasonably requested by Lessor. Lessee shall keep the Properties free from any liens arising out of any work performed onadditions, or materials furnished improvements (whether temporary or permanent in character) made in or upon the Premises, either by Landlord or Tenant (including but not be limited to, the Properties. Lessee shall execute wall covering, carpeting or other floor covering, paneling, built-in trac moveable file systems, nurses call systems, built-in book shelves and file or recordbuilt-in cabinet work), as appropriate, a “Notice of Non-Responsibility,” or any equivalent notice permitted under applicable law in the states where the Properties are located which provides that Lessor is not responsible for the payment of any costs or expenses relating to the additions or alterations. Any addition to or alteration of the Properties shall be deemed a part of the Properties property of Landlord and belong shall be surrendered with the Premises at termination of this Lease and shall remain on the Premises without compensation to LessorTenant. All other furniture, movable trade fixtures (including but not be limited to, x-ray equipment, audio booths and laboratory equipment) and equipment installed by Tenant may (and shall at Landlord's option) be removed by Tenant at the termination of this Lease. Landlord reserves the right to prescribe that all improvements by Tenant shall be the same as or shall conform with Building standard items, materials and types of construction. All alterations, physical additions or improvements must be constructed by a contractor and workmen approved by Landlord, which approval shall not be unreasonably withheld or delayed. All furniture, movable trade and equipment installed by Tenant not removed from the Premises within fifteen (15) days of the termination of the Lease shall be conclusively presumed to have been abandoned by Tenant and Landlord may, at its option, take over the possession of such property and either (a) declare same to be property of Landlord by written notice thereof to Tenant or (b) at the sole risk, cost, and Lessee expense of Tenant, remove the same or any part thereof in any manner that Landlord shall execute choose and deliver dispose of or store the same without incurring liability to Lessor such instruments as Lessor may require Tenant or to evidence the ownership by Lessor of such addition or alteration.any other person. *

ALTERATIONS AND IMPROVEMENTS. During the Lease Initial Term and any Renewal Term, Lessee shall not alter the exterior, structural, plumbing or electrical elements of the Properties in any manner without the consent of Lessor, which consent shall not be unreasonably withheld, conditioned withheld or delayedconditioned; provided, however, Lessee may undertake structural, exterior, plumbing and electrical alterations, which may include the construction and demolition of additional improvements nonstructural alterations to the Properties (if such demolition does not unreasonably impair the ability to operate the Permitted Facility on the applicable Property, does not effect any improvements located on the applicable Property as of the Effective Date and is at Lessee’s sole cost and expense)Properties, individually, costing less than $500,000, as adjusted by changes in the Price Index, 25,000 without Lessor’s prior written consent. Lessee may undertake any non-structural alteration to the Properties, so long as Lessee provides Lessor with fourteen (14) days prior written notice of such alterations, if greater than $10,000, as adjusted by changes in the Price Index. If Lessor’s consent is required hereunder and Lessor consents to the making of any such alterations, the same shall be made by Lessee at Lessee’s sole expense by a licensed contractor (which may be directly subcontracted with by Lessee) and according to plans and specifications approved by Lessor and subject to such other conditions as Lessor shall reasonably require. Any work at any time commenced by Lessee on the Properties shall be prosecuted diligently to completion, shall be of good workmanship and materials and shall comply fully with all the terms of this Lease and all Legal Requirements. Lessor shall reasonably cooperate with all improvements including, without limitation, signing applications. Upon completion of any alterations individually costing $10,000 25,000 or more, as adjusted by changes in the Price Index, Lessee shall promptly provide Lessor with evidence of full payment to all laborers and materialmen contributing to the alterations. Additionally, upon completion of any such alterations, Lessee shall promptly provide Lessor with (a) an architect’s certificate certifying the alterations to have been completed in conformity with the plans and specifications (if the alterations are of such a nature as would require the issuance of such a certificate from the architect); (b) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); and (c) any other documents or information reasonably requested by Lessor. Lessee shall keep the Properties free from any liens arising out of any work performed on, or materials furnished to, the Properties. Lessee shall execute and file or record, as appropriate, a “Notice of Non-Responsibility,” or any equivalent notice permitted under applicable law in the states where the Properties are located which provides that Lessor is not responsible for the payment of any costs or expenses relating to the additions or alterations. Any addition to or alteration of the Properties shall be deemed a part of the Properties and belong to Lessor, and Lessee shall execute and deliver to Lessor such instruments as Lessor may require to evidence the ownership by Lessor of such addition or alteration.. 4817-7336-4078.5 STORE/Fat Patty's Master Lease Agreement 4 Properties in KY and WV File No. 7210/02-629.1

ALTERATIONS AND IMPROVEMENTS. During Tenant may place partitions and fixtures and may make improvements and other alterations to the Lease Term, Lessee shall not alter the exterior, structural, plumbing or electrical elements interior of the Properties in any manner without the consent of LessorLeased Premises at Tenant’s expense, which consent shall not be unreasonably withheld, conditioned or delayed; provided, however, Lessee may undertake structuralthat prior to commencing any such work, exterior, plumbing and electrical alterations, which may include Tenant shall first obtain the construction and demolition written consent of additional improvements Landlord to the Properties (if proposed work, including the plans, specifications, the proposed architect and/or contractor(s) for such demolition does not unreasonably impair alterations and/or improvements and the ability to operate the Permitted Facility on the applicable Property, does not effect any improvements located on the applicable Property as of the Effective Date and is at Lessee’s sole cost and expense), individually, costing less than $500,000, as adjusted by changes materials used in the Price Index, without Lessor’s prior written consent. Lessee may undertake any non-structural alteration to the Properties, so long as Lessee provides Lessor connection with fourteen (14) days prior written notice of such alterations, if greater than $10,000, as adjusted by changes in the Price Index. If Lessor’s consent is required hereunder and Lessor consents to the making of any such alterations, the same shall be made by Lessee at Lessee’s sole expense by a licensed contractor (which may be directly subcontracted with by Lessee) and according to plans and specifications approved by Lessor and subject to such other conditions as Lessor shall reasonably require. Any work at any time commenced by Lessee on the Properties shall be prosecuted diligently to completion, shall be of good workmanship and materials and shall comply fully with all the terms of this Lease and all Legal Requirements. Lessor shall reasonably cooperate with all improvements including, without limitation, signing applicationspaint, carpeting, wall or window coverings and the use of carpet glues and other chemicals for installation of such materials, such consent not to be unreasonably withheld. Upon completion At least ten (10) days prior to the commencement of any alterations individually costing $10,000 construction in the Leased Premises, Tenant shall deliver to Landlord copies of the plans and specifications for the contemplated work and shall identify the contractor(s) selected by Tenant to perform such work. Landlord may require that the work be done by Landlord’s own employees, its construction contractors, or moreunder Landlord’s direction, but at the expense of Tenant, and Landlord may, as adjusted by changes a condition to consenting to such work, require that Tenant provide security adequate in Landlord’s judgment so that the Price Index, Lessee shall promptly provide Lessor with evidence of full payment to all laborers and materialmen contributing improvements or other alterations to the alterationsLeased Premises will be completed in a good, workmanlike and lien free manner. AdditionallyLandlord may also require that any work done to the interior of the Leased Premises be subject to the supervision of Landlord or its designee, and Tenant shall pay to Landlord, upon completion of such work, a supervision fee in an amount equal to zero percent (0%) of the cost of such work. All such improvements or alterations must conform to and be in substantial accordance in quality and appearance with the quality and appearance of improvements in a first-class, Class A, institutional grade office building. All such improvements shall be the property of Landlord. In the event Landlord consents to the use by Tenant of its own architect and/or contractor for the installation of any such alterationsalterations or improvements, Lessee prior to the commencement of such work, Tenant shall promptly provide Lessor Landlord with evidence that Tenant’s contractor has procured worker’s compensation, liability and property damage insurance (anaming Landlord as an additional insured) in a form and in an architectamount approved by Landlord, and evidence that Tenant’s certificate certifying architect and/or contractor has procured the alterations to have been completed in conformity with necessary permits, certificates and approvals from the appropriate governmental authorities. Tenant acknowledges and agrees that any review by Landlord of Tenant’s plans and specifications (if the alterations are and/or right of approval exercised by Landlord with respect to Tenant’s architect and/or contractor is for Landlord’s benefit only and Landlord shall not, by virtue of such a nature as would require the issuance review or right of such a certificate from the architect); (b) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); and (c) approval, be deemed to make any representation, warranty or acknowledgment to Tenant or to any other documents person or information reasonably requested by Lessor. Lessee shall keep the Properties free from any liens arising out of any work performed on, or materials furnished to, the Properties. Lessee shall execute and file or record, entity as appropriate, a “Notice of Non-Responsibility,” or any equivalent notice permitted under applicable law in the states where the Properties are located which provides that Lessor is not responsible for the payment of any costs or expenses relating to the additions adequacy of Tenant’s plans and specifications or alterations. Any addition as to the ability, capability or alteration reputation of the Properties shall be deemed a part of the Properties and belong to Lessor, and Lessee shall execute and deliver to Lessor such instruments as Lessor may require to evidence the ownership by Lessor of such addition or alterationTenant’s architect and/or contractor.

ALTERATIONS AND IMPROVEMENTS. During the Lease Term, (a) The Lessee shall not alter have the exteriorprivilege from time to time of making Additional Improvements to the Facility Realty as it may determine in its discretion to be desirable for its uses and purposes, structural, plumbing or electrical elements provided that: (i) as a result of the Properties Additional Improvements, the fair market value of the Facility is not reduced below its fair market value immediately before the Additional Improvements are made and the usefulness, structural integrity or operating efficiency of the Facility is not materially impaired, (ii) the Additional Improvements are effected with due diligence, in a good and workmanlike manner and in compliance with all applicable Legal Requirements, (iii) the Additional Improvements are promptly and fully paid for by the Lessee in accordance with the terms of the applicable contract(s) therefor, and (iv) the Additional Improvements do not change the nature of the Facility so that it would not constitute the Approved Facility and a qualified “project” within the meaning of the Act. (b) All Additional Improvements shall constitute a part of the Facility, subject to the Company Lease, this Agreement, the Existing Lease and the Condominium Documents. (c) If at any manner time after the Operations Commencement Date, the Lessee shall make any Additional Improvements, the Lessee shall (i) notify an Authorized Representative of the Agency of such Additional Improvements by delivering written notice thereof within thirty (30) days after the completion of the Additional Improvements, and (ii) take the actions required by Section 5.1(f). (d) In addition to the Facility Personalty, the Lessee shall have the right to install or permit to be installed at the Facility Realty, machinery, equipment and other personal property at the Lessee’s own cost and expense (the “Lessee’s Property”). Once so installed, the Lessee’s Property shall not constitute Facility Personalty and shall not be subject to the Company Lease or this Agreement, nor constitute part of the Facility, provided that the same is not made fixtures appurtenant to the Facility Realty. The Lessee, subject to obtaining any required lender consent, including from the Existing Mortgage Lender and the holders of the Existing Mortgages set forth on Exhibit R hereto while the Existing Mortgages (and/or any such Existing Mortgages that have been refinanced) encumber the Property, shall have the right to create or permit to be created any mortgage, encumbrance, lien or charge on, or conditional sale or other title retention agreement with respect to the Lessee’s Property, without the consent of Lessor, which consent shall not be unreasonably withheld, conditioned or delayed; provided, however, Lessee may undertake structural, exterior, plumbing and electrical alterations, which may include the construction and demolition of additional improvements notice to the Properties (if such demolition does not unreasonably impair the ability to operate the Permitted Facility on the applicable Property, does not effect any improvements located on the applicable Property as of the Effective Date and is at Lessee’s sole cost and expense), individually, costing less than $500,000, as adjusted by changes in the Price Index, without Lessor’s prior written consent. Lessee may undertake any non-structural alteration to the Properties, so long as Lessee provides Lessor with fourteen (14) days prior written notice of such alterations, if greater than $10,000, as adjusted by changes in the Price Index. If Lessor’s consent is required hereunder and Lessor consents to the making of any such alterations, the same shall be made by Lessee at Lessee’s sole expense by a licensed contractor (which may be directly subcontracted with by Lessee) and according to plans and specifications approved by Lessor and subject to such other conditions as Lessor shall reasonably require. Any work at any time commenced by Lessee on the Properties shall be prosecuted diligently to completion, shall be of good workmanship and materials and shall comply fully with all the terms of this Lease and all Legal Requirements. Lessor shall reasonably cooperate with all improvements including, without limitation, signing applications. Upon completion of any alterations individually costing $10,000 or more, as adjusted by changes in the Price Index, Lessee shall promptly provide Lessor with evidence of full payment to all laborers and materialmen contributing to the alterations. Additionally, upon completion of any such alterations, Lessee shall promptly provide Lessor with (a) an architect’s certificate certifying the alterations to have been completed in conformity with the plans and specifications (if the alterations are of such a nature as would require the issuance of such a certificate from the architect); (b) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); and (c) any other documents or information reasonably requested by Lessor. Lessee shall keep the Properties free from any liens arising out of any work performed on, or materials furnished to, the Properties. Lessee shall execute and file or record, as appropriate, a “Notice of Non-Responsibility,” or any equivalent notice permitted under applicable law in the states where the Properties are located which provides that Lessor is not responsible for the payment of any costs or expenses relating to the additions or alterations. Any addition to or alteration of the Properties shall be deemed a part of the Properties and belong to Lessor, and Lessee shall execute and deliver to Lessor such instruments as Lessor may require to evidence the ownership by Lessor of such addition or alterationAgency.