Common use of ALTERATIONS & IMPROVEMENTS Clause in Contracts

ALTERATIONS & IMPROVEMENTS. Subtenant shall not make any alterations, improvements, or modifications to the Subleased Premises without the express prior written consent of Sublandlord and of Master Landlord, which consent by Sublandlord shall not be unreasonably withheld. Subtenant shall reimburse Master Landlord and Sublandlord for all costs which Master Landlord and Sublandlord may incur in connection with granting approval to Subtenant for any alterations and additions, including, without limitation, Master Landlord’s and Sublandlord’s reasonable attorneys’ fees and costs. Subtenant shall provide Master Landlord and Sublandlord with a set of “as-built” drawings for any such work, together with copies of all permits obtained by Subtenant in connection with performing any such work, within fifteen (15) days after completing such work. Sublandlord may impose as a condition of its consent to such alterations, improvements, or modifications, such requirements as Sublandlord may deem reasonable and desirable, including, but not limited to the requirement that Subtenant utilize for such purposes only contractor(s), materials, mechanics and materialmen approved by Sublandlord and that Subtenant, and/or Subtenant’s contractor(s) post a payment and/or completion bond to guarantee the performance of its construction obligations hereunder. On termination of this Sublease, Subtenant shall remove any or all of such improvements and restore the Subleased Premises (or any part thereof) to the same condition as of the Commencement Date of this Sublease, reasonable wear and tear excepted or as otherwise instructed in writing by either Sublandlord or Master Landlord. Should Subtenant fail to remove such improvements and restore the Subleased Premises on termination of this Sublease unless instructed otherwise in writing as set forth above, Sublandlord shall have the right to do so, and charge Subtenant therefor, plus a service charge of ten percent (10%) of the costs incurred by Sublandlord.

ALTERATIONS & IMPROVEMENTS. Subtenant shall not make any alterations, improvements, or modifications to the Subleased Premises without the express prior written consent of Sublandlord and of Master Landlord, which consent by Sublandlord shall not be unreasonably withheld. Subtenant shall reimburse Master Landlord and Sublandlord for all commercially reasonable costs which Master Landlord and Sublandlord may incur in connection with granting approval to Subtenant for any alterations such alteration and additions, including, without limitation, Master Landlord’s and Sublandlord’s reasonable attorneys’ fees and costs. Subtenant shall provide Master Landlord and Sublandlord with a set of “"as-built” " drawings for any such work, together with copies of all permits obtained by Subtenant in connection with performing any such work, within fifteen thirty (1530) days after completing such work. Sublandlord may impose as a condition of its consent to such alterations, improvements, or modifications, such requirements as Sublandlord may deem reasonable and desirable, including, but not limited to the requirement that Subtenant utilize for such purposes only contractor(s), materials, mechanics and materialmen approved by Sublandlord and that Subtenant, and/or Subtenant’s contractor(s) post a payment and/or completion bond to guarantee the performance of its construction obligations hereunder. On termination of this Sublease, Subtenant shall remove any or all of such improvements made by Subtenant or its agents, assigns or sub-subtenants, and to restore the Subleased Premises (or any part thereof) to the same condition as of the Commencement Date of this Sublease, broom clean, reasonable wear and tear excepted excepted, or as otherwise instructed in writing by either Sublandlord or Master Landlord. Should Subtenant fail to remove such improvements and restore the Subleased Premises on as of the termination of this Sublease Sublease, unless instructed otherwise in writing as set forth above, Sublandlord shall have the right to do so, and charge Subtenant therefortherefore, plus a service charge fee of ten percent (10%) 15% of the costs incurred by Sublandlord. Sublandlord consents to the construction of a test lab on the Subleased Premises, so long as such construction complies with all of the terms and conditions of this Paragraph 7.2.

ALTERATIONS & IMPROVEMENTS. Subtenant shall not make any alterations, improvements, or modifications to the Subleased Premises without the express prior written consent of Sublandlord and of Master Landlord, which consent by Sublandlord shall not be unreasonably withheld. Subtenant shall reimburse Master Landlord and Sublandlord for all commercially reasonable costs which Master Landlord and Sublandlord may incur in connection with granting approval to Subtenant for any alterations such alteration and additions, including, without limitation, Master Landlord’s and Sublandlord’s reasonable attorneys’ fees and costs. Subtenant shall provide Master Landlord and Sublandlord with a set of “"as-built” " drawings for any such work, together with copies of all permits obtained by Subtenant in connection with performing any such work, within fifteen thirty (1530) days after completing such work. Sublandlord may impose as a condition of its consent to such alterations, improvements, or modifications, such requirements as Sublandlord may deem reasonable and desirable, including, but not limited to the requirement that Subtenant utilize for such purposes only contractor(s), materials, mechanics and materialmen approved by Sublandlord and that Subtenant, and/or Subtenant’s contractor(s) post a payment and/or completion bond to guarantee the performance of its construction obligations hereunder. On termination of this Sublease, Subtenant shall remove any or all of such improvements made by Subtenant or its agents, assigns or sub-subtenants, and to restore the Subleased Premises (or any part thereof) to the same condition as of the Commencement Date of this Sublease, broom an, reasonable wear and tear excepted excepted, or as otherwise instructed in writing by either Sublandlord or Master Landlord. Should Subtenant fail to remove such improvements and restore the Subleased Premises on as of the termination of this Sublease Sublease, unless instructed otherwise in writing as set forth above, Sublandlord shall have the right to do so, and charge Subtenant therefortherefore, plus a service charge fee of ten percent (10%) 15% of the costs incurred by Sublandlord. Sublandlord consents to the construction of a test lab on the Subleased Premises, so long as such construction complies with all of the terms and conditions of this Paragraph 7.2.

ALTERATIONS & IMPROVEMENTS. Subtenant shall not (a) Tenant may make any alterationsno alteration, improvementschange, improvement, replacement or modifications addition to the Subleased Premises (collectively, "Alterations") without the express prior written consent of Sublandlord Landlord. Landlord will not unreasonably withhold consent with respect to interior Alterations that do not affect, in any way, the mechanical, electrical, plumbing, HVAC, structural and/or fire and life safety components of Master the Premises ("Non-Structural Alterations"). Landlord may, at its option, require Tenant to submit plans and specifications to Landlord for approval prior to commencing any Alterations. All Alterations must be done in a good and workmanlike manner and in compliance with all applicable laws and ordinances. All Alterations (other than Non-Structural Alterations) must be performed by a contractor on Landlord's approved list (a copy of which may be obtained from the Building manager). Any contractors used by Tenant must cany a comprehensive liability (including builder's risk) insurance policy in such amounts as Landlord may reasonably require and must provide proof of such insurance to Landlord prior to the commencement of any Alterations. All persons performing work in the Premises at the request of Tenant must register with the Building manager prior to initiating any work. Upon completion of any Alterations, Tenant must provide Landlord with a copy of its building permit, final inspection tag and, if plans and specifications were required by Landlord, which consent by Sublandlord shall not be unreasonably withheld. Subtenant shall reimburse Master Landlord final "as built" plans and Sublandlord for all costs which Master Landlord and Sublandlord may incur in connection with granting approval to Subtenant for any alterations and additions, including, without limitation, Master Landlord’s and Sublandlord’s reasonable attorneys’ fees and costs. Subtenant shall provide Master Landlord and Sublandlord with a set of “as-built” drawings for any such workspecifications, together with copies evidence of all permits obtained the lien-free completion of such Alterations. Except for the Tenant Improvements (which shall be governed by Subtenant in connection with performing any such work, within fifteen (15) days after completing such work. Sublandlord may impose as a condition of its consent to such alterations, improvements, or modifications, such requirements as Sublandlord may deem reasonable and desirable, including, but not limited to the requirement that Subtenant utilize for such purposes only contractor(sTenant Improvements Agreement [if any]), materialsall Alterations now or hereafter placed or constructed on the Premises at the request of Tenant will be at Tenant's cost. If Landlord performs Alterations on Tenant's behalf, mechanics and materialmen approved by Sublandlord and that Subtenant, and/or Subtenant’s contractor(s) post a payment and/or completion bond to guarantee Tenant must pay the performance of its construction obligations hereunder. On termination of this Sublease, Subtenant shall remove any or all cost of such improvements and restore the Subleased Premises Alterations (or any part thereof) to the same condition as of the Commencement Date of this Sublease, reasonable wear and tear excepted or as otherwise instructed in writing by either Sublandlord or Master Landlord. Should Subtenant fail to remove such improvements and restore the Subleased Premises on termination of this Sublease unless instructed otherwise in writing as set forth above, Sublandlord shall have the right to do so, and charge Subtenant therefor, plus a service charge construction management fee equal to 10% of ten percent (10%) of the costs incurred by Sublandlordhard costs).

ALTERATIONS & IMPROVEMENTS. Subtenant SECTION 9.01. Tenant shall not make any alterations, improvements, no changes or modifications alterations in or to the Subleased Premises of any nature without the express Landlord's prior written consent except for cosmetic and decorative changes of Sublandlord and of Master Landlord, which consent by Sublandlord Tenant shall give Landlord advance notice. Landlord shall not be deemed to be unreasonably withheldwithholding its consent if Tenant's proposed changes or alterations are not within the guidelines of Connecticut Light and Power Company's energy conscious construction program, a program in which Landlord participates or may participate to increase electrical efficiency. Subtenant If Landlord consents to any proposed changes or alterations, such consent shall reimburse Master not (i) constitute certification of compliance of the proposed changes or alterations with the American with Disabilities Act of 1990, as may be amended from time to time ("ADA") or (ii) give rise to any ADA compliance or responsibility on the part of the Landlord with respect to the proposed changes or alterations. All fixtures and partitions, railings and like installations (excluding movable partitions and Tenant's trade furniture, fixtures and equipment and other Tenant's Property), installed in the Premises at any time, either by Tenant or by Landlord on Tenant's behalf, shall at the Expiration Date or prior termination of this Lease, become the property of Landlord and Sublandlord for all costs shall remain upon and be surrendered with the Premises, unless Landlord, by notice to Tenant no later than twenty (20) days prior to the Expiration Date or prior termination date of this Lease, elects to have them removed by Tenant, in which Master Landlord and Sublandlord may incur event the same shall be removed from the Premises by Tenant forthwith, at Tenant's expense. Nothing in this Section shall be construed to prevent Tenant's removal of Tenant's Property including Landlord's Construction, unless in connection with granting approval Landlord's Construction, Landlord, by notice to Subtenant for Tenant no later than twenty (20) days prior to the Expiration Date or prior termination date of this Lease, elects to have Tenant leave any alterations part or all of Landlord's Construction in the Premises. However, upon removal of any Tenant's Property from the Premises or upon removal of other installations as may be required or permitted by Landlord, Tenant shall immediately, and additionsat its expense, includingrepair and restore the Premises to the condition existing prior to installation and repair any damage to the Premises or the Building due to such removal. If Tenant uses any paint color or other wall covering in the Premises that is not Building standard, without limitationat the end of the Term Tenant, Master Landlord’s at Tenant's expense, must (i) repaint the Premises or remove the non-standard wall covering and Sublandlord’s reasonable attorneys’ fees and costs(ii) paint the Premises in a Building standard color. Subtenant shall provide Master Landlord and Sublandlord with a set of “as-built” drawings for Prior to using any such worknon-standard paint or wallcovering, together with copies Tenant may request Landlord's determination in advance whether such print or wallcovering must be repainted or removed at the end of all permits obtained the Term. All property permitted or required by Subtenant Landlord to be removed from the Premises at the end of the Term remaining in connection with performing any such workthe Premises after Tenant's removal shall be deemed abandoned and may, within fifteen (15) days after completing such workat the election of Landlord, either be retained as Landlord's property or may be removed from the Premises by Landlord at Tenant's expense. Sublandlord may impose as a condition of its consent Tenant's obligations pursuant to such alterations, improvements, this Section 9.01 shall survive the expiration or modifications, such requirements as Sublandlord may deem reasonable and desirable, including, but not limited to the requirement that Subtenant utilize for such purposes only contractor(s), materials, mechanics and materialmen approved by Sublandlord and that Subtenant, and/or Subtenant’s contractor(s) post a payment and/or completion bond to guarantee the performance of its construction obligations hereunder. On early termination of this Sublease, Subtenant shall remove any or all of such improvements and restore the Subleased Premises (or any part thereof) to the same condition as of the Commencement Date of this Sublease, reasonable wear and tear excepted or as otherwise instructed in writing by either Sublandlord or Master Landlord. Should Subtenant fail to remove such improvements and restore the Subleased Premises on termination of this Sublease unless instructed otherwise in writing as set forth above, Sublandlord shall have the right to do so, and charge Subtenant therefor, plus a service charge of ten percent (10%) of the costs incurred by SublandlordLease.

ALTERATIONS & IMPROVEMENTS. Subtenant Tenant shall not make any no alterations, improvementsadditions, or modifications improvements to the Subleased Premises or do anything to the Premises which is visible from the exterior of the Premises without the express Landlord’s prior written consent (which consent shall not be unreasonably withheld but which may be conditioned upon Tenant’s obligation to remove such alterations or not remove such alterations at the end of Sublandlord the Term of the Lease) and without a valid building permit issued by the appropriate governmental agency; provided, that Landlord may condition such consent in Landlord’s sole discretion to the extent any such alteration affects the structure of Master Landlordthe Building or the 4 electrical, plumbing, mechanical or life safety systems. Upon termination of this Lease, any such general alterations, additions, or improvements (including without limitation all general electrical, lighting, plumbing, heating and air-conditioning equipment, doors, windows, partitions, drapery, carpeting, shelving, counters, and physically attached fixtures) shall at once become part of the realty and belong to Landlord unless the terms of the applicable consent provide otherwise, or unless Landlord requests that part or all of the additions, alterations, or improvements be removed. Tenant may remove all special improvements unique to Tenant’s business, including, but not limited to, special shelving, counters, benches, hoods, autoclaves, compressors and walk in ovens, even if bolted to the floor. In such case, Tenant shall at its sole cost and expense promptly remove the specified additions, alterations, or improvements and repair and restore the Premises to its original condition upon occupancy prior to termination of this Lease subject to normal wear and tear. Landlord shall have the right to first approve any contractors performing work in the Premises, which consent by Sublandlord approval shall not be unreasonably withheld. Subtenant Landlord shall reimburse Master Landlord and Sublandlord for all costs which Master Landlord and Sublandlord may incur in connection with granting approval to Subtenant for any alterations and additions, including, without limitation, Master Landlord’s and Sublandlord’s reasonable attorneys’ fees and costs. Subtenant shall provide Master Landlord and Sublandlord with a set of “as-built” drawings for any Tenant such work, together with amount after receiving copies of all permits obtained by Subtenant in connection with performing any such work, within fifteen (15) days after completing such work. Sublandlord may impose as a condition of its consent to such alterations, improvements, or modifications, such requirements as Sublandlord may deem reasonable and desirable, including, but not limited to the requirement that Subtenant utilize paid invoices for such purposes only contractor(s), materials, mechanics plans and materialmen approved by Sublandlord and that Subtenant, and/or Subtenant’s contractor(s) post a payment and/or completion bond to guarantee the performance of its construction obligations hereunderdocuments. On termination of this Sublease, Subtenant shall remove any or all of such improvements and restore the Subleased Premises (or any part thereof) to the same condition as of the Commencement Date of this Sublease, reasonable wear and tear excepted or as otherwise instructed in writing by either Sublandlord or Master Landlord. Should Subtenant fail to remove such improvements and restore the Subleased Premises on termination of this Sublease unless instructed otherwise in writing as set forth above, Sublandlord Landlord shall have the right to do sofirst approve all plans for improvements to the Premises, which approval shall not be unreasonably withheld or delayed. All work on the Premises shall be scheduled through Landlord and shall be performed in accordance with Landlord’s reasonable rules and regulations. Landlord shall have the right to oversee the contractor’s work, at no expense to Tenant, and charge Subtenant therefor, plus a service charge of ten percent (10%) of the costs incurred by Sublandlordto stop work if it is not being done properly.

ALTERATIONS & IMPROVEMENTS. Subtenant shall not make any No alterations, improvements, additions or modifications to improvements in or upon the Subleased Premises shall be made by Subtenant without the express prior written consent of Sublandlord and of Master Landlord, which consent by Sublandlord and, to the extent required by Section 9 of the Prime Lease, the consent of Landlord. Subtenant shall comply with the provisions of Section 9 of the Prime Lease with respect to any such alterations, additions or improvements. All alterations, additions and improvements shall be made in accordance with applicable building codes and laws. Upon the termination of the term hereof, all such alterations, additions and improvements (except personal property, business and trade fixtures, machinery and equipment, furniture and movable partitions owned by Subtenant) shall be and remain part of the Premises and be surrendered therewith without disturbance, molestation or injury and shall not be unreasonably withheld. Subtenant shall reimburse Master Landlord and Sublandlord for all costs which Master Landlord and Sublandlord may incur in connection with granting approval to Subtenant for any alterations and additions, including, without limitation, Master Landlord’s and Sublandlord’s reasonable attorneys’ fees and costs. Subtenant shall provide Master Landlord and Sublandlord with a set of “as-built” drawings for any such work, together with copies of all permits obtained removed by Subtenant unless such removal is required by Sublandlord, in connection with performing any such work, within fifteen (15) days after completing such work. Sublandlord may impose as a condition of its consent to such alterations, improvements, or modifications, such requirements as Sublandlord may deem reasonable and desirable, including, but not limited to the requirement that Subtenant utilize for such purposes only contractor(s), materials, mechanics and materialmen approved by Sublandlord and that Subtenant, and/or Subtenant’s contractor(s) post a payment and/or completion bond to guarantee the performance of its construction obligations hereunder. On termination of this Sublease, which case Subtenant shall remove any or all of such improvements the same and restore the Subleased Premises (or any part thereof) to the same condition as of in which they were on the Commencement Date of this Subleasedate hereof, reasonable wear and tear excepted or as otherwise instructed in writing by either Sublandlord or Master Landlordexcepted. Should If Subtenant shall fail to remove such improvements the same and restore the Subleased Premises, then Sublandlord may, but shall not be obligated to, do so at the expense of Subtenant. Personal property, business and trade fixtures, machinery and equipment, furniture and movable partitions owned by Subtenant shall be and remain the property of Subtenant and may be removed by Subtenant at any time during the term hereof when Subtenant is not in default hereunder, and in any event, shall be removed on or before the expiration of the term hereof. Subtenant shall repair any damage caused by such removal. Subtenant covenants and agrees to indemnify, protect and defend Sublandlord against, and hold Sublandlord harmless from, all liens, whether for labor or materials arising as the result of alterations, additions, repairs or improvements to the Premises on termination made by Subtenant during the term of this Sublease unless instructed otherwise in writing as set forth above, Sublandlord shall have the right to do so, and charge Subtenant therefor, plus a service charge of ten percent (10%) of the costs incurred by SublandlordSublease.

ALTERATIONS & IMPROVEMENTS. Subtenant shall not make Should the Tenant require any alterations, improvements, partitions, or modifications changes of whatsoever kind to or in the Subleased Demised Premises without after the express prior written consent of Sublandlord Tenant has taken possession thereof, the Tenant will make and of Master Landlordinstall the same at its own expense and risk; PROVIDED HOWEVER, which consent by Sublandlord shall not be unreasonably withheld. Subtenant shall reimburse Master Landlord and Sublandlord for all costs which Master Landlord and Sublandlord may incur in connection with granting approval to Subtenant for any alterations and additionsthat no repairs, including, without limitation, Master Landlord’s and Sublandlord’s reasonable attorneys’ fees and costs. Subtenant shall provide Master Landlord and Sublandlord with a set of “as-built” drawings for any such work, together with copies of all permits obtained by Subtenant in connection with performing any such work, within fifteen (15) days after completing such work. Sublandlord may impose as a condition of its consent to such alterations, improvements, partitions, or modificationschanges of whatsoever kind shall be made without the Tenant having first obtained all permits and authorizations required by all authorities having jurisdiction and a copy of said permits and authorizations having been delivered to the Landlord and further without the written consent of the Landlord first had and obtained, such requirements as Sublandlord may deem reasonable consent not to be unreasonably withheld; PROVIDED FURTHER, that any such repairs, alterations, improvements, partitions, or changes of whatsoever kind shall be made in a good and desirableworkmanlike manner with new, includingfirst-class materials and shall be carried out and the plans relating thereto shall be prepared by qualified tradesmen, but not limited engineers or consultants. All alterations, improvements, partitions and changes made in or to the requirement Demised Premises at any time before or after the taking of possession by the Tenant, by the Tenant or the Landlord, shall immediately become the property of the Landlord and form part of the Demised Premises and the Lands and Building and shall remain upon the Demised Premises. PROVIDED ALWAYS that Subtenant utilize for such purposes only contractor(s), materials, mechanics and materialmen approved by Sublandlord and that Subtenant, and/or Subtenant’s contractor(s) post a payment and/or completion bond to guarantee the performance of its construction obligations hereunder. On Landlord may at the expiration or sooner termination of this Sublease, Subtenant shall remove Lease for any or all of such improvements and reason whatsoever require that the Tenant restore the Subleased Demised Premises (in whole or any in part thereof) to the same condition as in which they were at the time of the Commencement Date entering into of this SubleaseLease, reasonable wear the exceptions to the Tenant's repair obligations only excepted. Notwithstanding any of the foregoing, it is understood that the Tenant's obligation to restore the Demised Premises shall not include the restoration of any alterations or improvements which have been made to the Demised Premises by either the Landlord or the Tenant under the Offer to Lease or under this Lease in anticipation of or in connection with the Tenant's occupation of the Demised Premises. Notwithstanding any of the foregoing provisions of this clause to the contrary all trade fixtures installed in the Demised Premises by the Tenant and tear all other property not attached or affixed to the Demised Premises other than by its own weight and installed in the Demised Premises by the Tenant shall remain the property of the Tenant and shall not form a part of the Demised Premises during the Term of this Lease PROVIDED that no such trade fixtures which are attached or affixed to the Demised Premises other than by their own weight 18 11 shall be removed from the Demised Premises during the Term unless replaced by trade fixtures of comparable value. At the expiration or sooner termination of the Term of this Lease all trade fixtures attached or affixed to the Demised Premises other than by their own weight (excluding such trade fixtures, equipment machinery and shelving which must be attached to prevent movement or vibration or for safety purposes) and other than for those excepted or as otherwise instructed fixtures with respect to which the Landlord, prior to their installation, granted in writing by either Sublandlord to the Tenant a right of removal at the expiration or Master sooner termination of the Lease, shall become the sole property of the Landlord. Should Subtenant fail to ; PROVIDED HOWEVER, that the Landlord may at the expiration or sooner termination of this Lease for any reason whatsoever require that the Tenant remove any such improvements fixtures and restore the Subleased Demised Premises on termination in whole or in part to the same condition in which they were at the time of the entering into of this Sublease unless instructed otherwise in writing as set forth aboveLease, Sublandlord shall have the right exceptions to do so, and charge Subtenant therefor, plus a service charge of ten percent (10%) of the costs incurred by SublandlordTenant's repair obligations only excepted.

ALTERATIONS & IMPROVEMENTS. Subtenant The Sublessee shall not be permitted to make any alterations, improvements, improvements or modifications changes to the Subleased Premises without the express Sublessor’s prior written consent of Sublandlord and of Master Landlordconsent, which consent by Sublandlord shall not be unreasonably withheld, conditioned or delayed. Subtenant The Sublessor hereby grants its consent to the initial alterations proposed by the Sublessee pursuant to the plans attached hereto as Exhibit C, subject to compliance with the other provisions of this Paragraph, and the Sublessor will not unreasonably withhold, condition or delay its consent to any modifications made by the Sublessee to such initial alteration plans. In addition it shall reimburse be the Sublessee’s responsibility (the Sublessor to assist in using reasonable efforts to obtain such consent as provided in the last sentence of this Section 11) to obtain the approval of the Master Landlord and Sublandlord obtain all required approvals and comply with the provisions of the Master Lease with respect to any alterations or improvements, including without limitation Section 13 of the Master Lease. It is understood that to the extent the Sublessee’s use requires modifications to the Subleased Premises in order to comply with applicable laws, codes, ordinances, rules and regulations, including without limitation ADA, the Sublessee shall be responsible for such compliance at the Sublessee’s expense. Before any alterations or improvements are made to the Subleased Premises the Sublessee shall obtain all costs necessary consents hereunder and the Master Lease. It is understood that if the Master Landlord, to the extent provided in the Master Lease, requires the removal of any improvements or alterations performed by or for the Sublessee or any restoration, the Sublessee shall be responsible for such removal and restoration. Notwithstanding the foregoing to the contrary, the Sublessor’s consent shall not be required and shall be deemed given to any alterations or improvements to which the Master Landlord and Sublandlord may incur consents in connection with granting approval to Subtenant writing provided that the Sublessor shall have no responsibility whatsoever for any said alterations and additions, including, without limitation, Master Landlord’s improvements and Sublandlord’s reasonable attorneys’ fees will not have any removal or restoration obligations with respect thereto. The Sublessor represents and costs. Subtenant shall provide Master Landlord and Sublandlord with a set of “as-built” drawings for any such work, together with copies of all permits obtained by Subtenant in connection with performing any such work, within fifteen (15) days after completing such work. Sublandlord may impose as a condition of its consent to such alterations, improvements, or modifications, such requirements as Sublandlord may deem reasonable and desirable, including, but not limited warrants to the requirement Sublessee that Subtenant utilize for such purposes only contractor(s), materials, mechanics there have been no alterations or improvements that were made to the Subleased Premises prior to the commencement of the Term of this Sublease that the Sublessor is required to remove and materialmen approved by Sublandlord and that Subtenant, and/or Subtenant’s contractor(s) post a payment and/or completion bond restore upon the expiration or earlier termination of the Master Lease. Prior to guarantee the performance of its construction obligations hereunder. On termination commencement of this Sublease, Subtenant the Sublessor shall remove use reasonable efforts to obtain from the Master Landlord an estoppel certificate confirming the foregoing representation. The Sublessor shall reasonably cooperate with the Sublessee’s efforts to obtain the Master Landlord’s consent, approval or other action under the Master Lease and Master Landlord’s written agreement that the alterations need not be removed at the expiration of the Sublease term relative to any or all such alterations proposed to be made by the Sublessee, provided however, it is understood that the Sublessor shall not have liability with respect thereto. With respect to any work required under this Sublease to be completed by the Sublessor, such shall be subject to obtaining the prior written consent of such improvements and restore the Subleased Premises (or any part thereof) Master Landlord to the same condition as extent required by the Master Lease, and the Sublessor shall use reasonable efforts to obtain from the Master Landlord such consent and agreement that the alterations need not be removed at the expiration of the Commencement Date of this SubleaseSublease term, reasonable wear and tear excepted or as otherwise instructed in writing to the extent required by either Sublandlord or the Master Landlord. Should Subtenant fail to remove such improvements and restore the Subleased Premises on termination of this Sublease unless instructed otherwise in writing as set forth above, Sublandlord shall have the right to do so, and charge Subtenant therefor, plus a service charge of ten percent (10%) of the costs incurred by SublandlordLease.

ALTERATIONS & IMPROVEMENTS. Subtenant shall not (a) Tenant may make any alterationsno alteration, improvementschange, improvement, replacement or modifications addition to the Subleased Premises without the express prior written consent of Sublandlord and of Master Landlord, which consent by Sublandlord shall not be unreasonably withheld. Subtenant shall reimburse Master Landlord and Sublandlord for all costs which Master Landlord and Sublandlord may incur in connection with granting approval to Subtenant for any alterations and additions, including, without limitation, Master Landlord’s and Sublandlord’s reasonable attorneys’ fees and costs. Subtenant shall provide Master Landlord and Sublandlord with a set of “as-built” drawings for any such work, together with copies of all permits obtained by Subtenant in connection with performing any such work, within fifteen (15) days after completing such work. Sublandlord may impose as a condition of its consent to such alterations, improvements, or modifications, such requirements as Sublandlord may deem reasonable and desirable, including, but not limited to, roof and wall penetrations) (collectively, “Alterations”) without the prior written consent of Landlord. Landlord will not unreasonably withhold consent with respect to interior Alterations that do not affect, in any way, the mechanical, electrical, plumbing, HVAC, structural and/or fire and life safety components of the Building (“Non-Structural Alterations”). Landlord may, at its option, require Tenant to submit plans and specifications to Landlord for approval prior to commencing any Alterations. All Alterations must be done in a good and workmanlike manner and in compliance with all applicable laws and ordinances. All Alterations (other than Non-Structural Alterations) must be performed by a contractor on Landlord’s approved list (a copy of which may be obtained from the Building manager). Any contractors used by Tenant must carry a comprehensive liability (including builder’s risk) insurance policy in such amounts as Landlord may reasonably require and must provide proof of such insurance to Landlord prior to the requirement that Subtenant utilize for such purposes only contractor(s), materials, mechanics and materialmen approved by Sublandlord and that Subtenant, and/or Subtenant’s contractor(s) post a payment and/or completion bond to guarantee the performance commencement of its construction obligations hereunderany Alterations. On termination of this Sublease, Subtenant shall remove any or all of such improvements and restore the Subleased Premises (or any part thereof) to the same condition as of the Commencement Date of this Sublease, reasonable wear and tear excepted or as otherwise instructed in writing by either Sublandlord or Master Landlord. Should Subtenant fail to remove such improvements and restore the Subleased Premises on termination of this Sublease unless instructed otherwise in writing as set forth above, Sublandlord shall have Landlord reserves the right to do sorequire payment and performance bonds to be procured by Tenant or its contractors in connection with such work. Upon completion of any Alterations, Tenant must provide Landlord with a copy of its building permit, final inspection tag and, if plans and charge Subtenant thereforspecifications were required by Landlord, final “as built” plans and specifications, together with evidence of the lien-free completion of such Alterations. Except for the Improvements (which shall be governed by the Tenant Improvements Agreement, if any), all Alterations now or hereafter placed or constructed on the Premises at the request of Tenant will be at Tenant’s cost. If Landlord performs Alterations on Tenant’s behalf, Tenant must pay the cost of such Alterations (plus a service charge construction management fee equal to 10% of ten percent (10%) of the costs incurred by Sublandlordhard costs).

ALTERATIONS & IMPROVEMENTS. Subtenant Sublessee shall not make any alterations, improvements, or modifications to the Subleased Premises without the express prior written consent of Sublandlord Sublessor and of Master LandlordLessor, which consent by Sublandlord Sublessor shall not be unreasonably withheld, conditioned or delaye. Subtenant Sublessee shall reimburse Master Landlord Lessor and Sublandlord Sublessor for all reasonable, out-of-pocket costs which Master Landlord Lessor and Sublandlord Sublessor may incur in connection with granting approval to Subtenant Sublessee for any alterations and additionsalterations, improvements, or modifications, including, without limitation, Master LandlordLessor’s and SublandlordSublessor’s reasonable attorneys’ fees and costs. Subtenant , Sublessee shall provide Master Landlord Lessor and Sublandlord Sublessor with a set of “as-built” drawings for any such work, together with copies of all permits obtained by Subtenant Sublessee in connection with performing any such work, within fifteen (15) days after completing such work. Sublandlord may impose as a condition of its consent to such alterations, improvements, or modifications, such requirements as Sublandlord may deem reasonable and desirable, including, but not limited to the requirement that Subtenant utilize for such purposes only contractor(s), materials, mechanics and materialmen approved by Sublandlord and that Subtenant, and/or Subtenant’s contractor(s) post a payment and/or completion bond to guarantee the performance of its construction obligations hereunder. On termination of this Sublease, Subtenant Sublessee shall remove any or all of such improvements alterations, improvements, or modifications installed by Sublessee which Master Lessor requires in writing be removed (either at the time Master Lessor approved same or any such later time as permitted by the Master Lease) and if any such removal is required, restore the Subleased Premises (or any part thereof) to affected by such removal as required by the same condition as of the Commencement Date of this SubleaseMaster Lease, reasonable wear and tear excepted or as otherwise instructed in writing by either Sublandlord or Master Landlord. Should Subtenant Sublessee fail to remove such improvements alterations, improvements, or modifications and so restore the Subleased Premises on termination of this Sublease unless instructed otherwise in writing as set forth above, Sublandlord Sublessor shall have the right to do so, and charge Subtenant Sublessee for its reasonable out-of-pocket costs therefor, plus a service charge of ten percent (10%) of the costs incurred by SublandlordSublessor. Sublessor shall remain obligated, at Sublessor’s sole cost an expense, to remove, to the extent required by Master Lessor, any alterations, improvements, or modifications existing in and upon the Subleased Premises as of the Commencement Date and to restore the Subleased Premises with respect thereto as required by the Master Lease. Sublessee shall give access to Sublessor to start this work during the last thirty (30) days of the term of this Sublease, so that Sublessor and Sublessee can do their respective surrender work together. Sublessor will not unreasonably interfere with Sublessee’s use and occupancy including its surrender condition work, except for the last 15 days of the Sublease term, at which point Sublessor will be allowed to do whatever removal and restoration work it is required by Master Lessor per the terms of the Master Lease. Base Rent will be abated if Sublessor’s work during the last 15 days of the Term prevent Sublessee from occupying the Sublease Premises or doing any of Sublessee’s surrender obligation work.

ALTERATIONS & IMPROVEMENTS. Subtenant shall not make Sublessee agrees that any alterations, improvements, or modifications and all alterations and improvements to the Subleased Premises without shall be subject to the express Sublessor's prior written consent of Sublandlord and of Master Landlordconsent, which consent by Sublandlord shall not be unreasonably withheld. Subtenant shall reimburse withheld or delayed, and to the provisions of the Master Landlord and Sublandlord for all costs which Master Landlord and Sublandlord may incur in connection with granting approval Lease, if any, relating to Subtenant for any alterations and additionsimprovements. Sublessor shall be entitled to all of the rights afforded Lessor under the Master Lease with respect to such alterations and improvements without diminishing any of the rights of Lessor thereunder. All alterations and improvements undertaken and performed by Sublessee shall be in made in a good and workmanlike manner in compliance with all applicable federal, includingstate and local laws, without limitationzoning codes, rules, regulations, ordinances, statutes, guidelines and other requirements and the terms of this Sublease and the Master Landlord’s Lease. Further, unless otherwise directed under the terms of the Master Lease, all structural and/or permanent alterations and Sublandlord’s reasonable attorneys’ fees improvements undertaken and costs. Subtenant performed by Sublessee and approved, in advance, by Lessor and Sublessor specifically in writing may, at Sublessee's option, remain upon the Premises upon termination of the Sublease Term; provided that if Sublessee shall provide Master Landlord elect to remove said structural and/or permanent improvements, Sublessee shall repair and Sublandlord with a set of “as-built” drawings for restore, at its sole cost and expense (including any such work, together with copies of and all permits obtained by Subtenant in connection with performing any such work, within fifteen (15) days after completing such work. Sublandlord or certificates that may impose as a condition of its consent be required to such alterations, improvements, or modifications, such requirements as Sublandlord may deem reasonable and desirable, including, but not limited to the requirement that Subtenant utilize for such purposes only contractor(sbe obtained), materials, mechanics and materialmen approved by Sublandlord and that Subtenant, and/or Subtenant’s contractor(s) post a payment and/or completion bond to guarantee the performance of its construction obligations hereunder. On termination of this Sublease, Subtenant shall remove any or all of such improvements and restore the Subleased Premises (or any part thereof) to the same condition as existed immediately prior to the installation of such structural and/or permanent alteration or improvement. Sublessee shall indemnify, defend and hold harmless Sublessor, its successors and assigns against any and all actions, claims, costs, damages, demands, expenses (including attorneys' fees), injuries, judgments, liabilities, liens, losses and suits of every kind and nature paid, sustained, suffered or incurred in connection with and arising out of the Commencement Date of this Subleaseremoval, reasonable wear and tear excepted or as otherwise instructed in writing by either Sublandlord or Master Landlord. Should Subtenant fail to remove such improvements and restore under the Subleased Premises on termination of this Sublease unless instructed otherwise in writing as set forth above, Sublandlord shall have the right to do so, and charge Subtenant therefor, plus a service charge of ten percent (10%) terms of the costs incurred Master Lease, of any structural or permanent alterations and improvements performed by SublandlordSublessee and left on the Premises upon the expiration of the Sublease Term.

ALTERATIONS & IMPROVEMENTS. Subtenant Sublessee shall not make any alterations, improvements, or modifications including Sublessee Improvements as defined in Paragraph 5.3, to the Subleased Premises without the express prior written consent of Sublandlord Sublessor and of Master LandlordLessor, which consent by Sublandlord Sublessor shall not be unreasonably withheldwithheld or delayed and Sublessor will use its reasonable efforts to get Master Lessor's consent. Subtenant Notwithstanding the foregoing, Sublessee shall reimburse not install any equipment or antennas and/or make any roof penetrations to the Subleased Premises without the express prior written consent of Sublessor and Master Landlord and Sublandlord for all costs Lessor, which consent by Sublessor shall be in its sole discretion. Concurrently, with the granting of such consent, Sublessor shall notify Sublessee in writing whether or not the Master Landlord and Sublandlord may incur in connection with granting approval to Subtenant for any alterations and additions, including, without limitation, Master Landlord’s and Sublandlord’s reasonable attorneys’ fees and costs. Subtenant shall provide Master Landlord and Sublandlord with a set of “as-built” drawings for any such work, together with copies of all permits obtained by Subtenant in connection with performing any such work, within fifteen (15) days after completing such work. Sublandlord may impose as a condition of its consent to such Lessor will require the requested alterations, improvements, modifications or modifications, such requirements as Sublandlord may deem reasonable and desirable, including, but not limited improvements to the requirement that Subtenant utilize for such purposes only contractor(s), materials, mechanics and materialmen approved by Sublandlord and that Subtenant, and/or Subtenant’s contractor(s) post a payment and/or completion bond to guarantee the performance of its construction obligations hereunder. On be removed on termination of this Sublease. Sublessee Improvements as defined in Paragraph 5.3, Subtenant will be completed: (i) to Sublessee's specifications, consistent with the specifications of Sublessor's Improvements in Paragraph 5.2 herein and the consents set forth above; (ii) in accordance with all applicable codes; and (iii) by a general contractor chosen by Sublessee licensed in the State of California and approved by the Sublessor and Master Lessor. Sublessee Improvements may commence upon the completion and execution of all documentation and receipt of all approvals and/or permits required for the new construction. Sublessor and Sublessee shall mutually agree upon the selection of the architect. Sublessee acknowledges that Sublessor prefers that Sublessee employ Vincx Xxxxxxx xx Dennxx Xxxxx & Xssociates, a Mountain View architectural firm, at least in the preliminary design phase because of Mr. Xxxxxxx'x xxxiliarity with the Subleased Premises. Notwithstanding the foregoing, Sublessee shall engage Vincx Xxxxxxx xx review its plans and specifications for conformance to interior work described in Paragraph 5.2 herein, with the cost of said review not to exceed Two Thousand and no/100 Dollars ($2,000.00). On the earlier of the early termination of this Sublease or prior to the Sublease Expiration Date, Sublessee shall remove any or all of such improvements covered under this Article 7 and restore the Subleased Premises (or any part thereof) to the same condition as of the Commencement Date of this Sublease, reasonable wear and tear excepted or as otherwise instructed in writing by either Sublandlord Sublessor or Master LandlordLessor ("Restoration Work"). This Restoration Work shall include, but not be limited to, the restoration of the second floor to the configuration and condition existing as of the Commencement Date, but the first floor may be left in the final configuration existing as of the Sublease expiration or termination except to the extent of any improvements not consented to by Sublessor and/or Master Lessor. Should Subtenant Sublessee fail to remove such improvements and restore timely completed any or all of the Subleased Premises on termination of this Sublease Restoration Work, unless instructed otherwise in writing as set forth above, Sublandlord Sublessor shall have the right to do so, and charge Subtenant Sublessee therefor, plus a service charge of ten percent including holdover Rent for any extended period for the Restoration Work to be completed. Sublessee shall submit to Sublessor all "as built plans" (10%) including an update of the costs incurred work performed on the then present "as built plans" to insure that any work performed is always currently reflected on such plans) for all work (regardless as to whether consent is required) performed by SublandlordSublessee within ninety (90) days of completion.

ALTERATIONS & IMPROVEMENTS. Subtenant shall Any improvements which the Lessee may require within the Demised Premises may not make any alterations, improvements, or modifications to the Subleased Premises be accomplished without the express prior advanced written consent permission of Sublandlord and of Master Landlord, the Lessor which consent by Sublandlord shall not be unreasonably withheld, delayed or conditioned. Subtenant shall reimburse Master Landlord and Sublandlord for all costs which Master Landlord and Sublandlord may incur in connection with granting approval to Subtenant for Lessor’s approval/permission of any alterations and additionsimprovements, including, without limitation, Master Landlord’s and Sublandlord’s reasonable attorneys’ fees and costs. Subtenant shall provide Master Landlord and Sublandlord with a set of “as-built” drawings for any such work, together with copies of all permits obtained by Subtenant in connection with performing any such work, within fifteen (15) days after completing such work. Sublandlord may impose as a condition of its consent to such alterations, improvementsplans and/or working drawings shall create no responsibility or liability on the part of the Lessor for the completeness, design sufficiency, or modificationscompliance with laws, such requirements as Sublandlord rules or regulations now in force, or which may deem reasonable hereafter be in force of governmental agencies or authorities. This includes any installation of any electronic devices (security systems, fire or intercommunications systems). Should the Lessee install or should there presently be a security system of any type in the Demised Premises, then said security system shall remain a part of the Demised Premises and desirable, including, but not limited be turned over to Lessor at the requirement that Subtenant utilize for such purposes only contractor(s), materials, mechanics and materialmen approved by Sublandlord and that Subtenant, and/or Subtenant’s contractor(s) post a payment and/or completion bond to guarantee the performance of its construction obligations hereunder. On termination of this SubleaseLease, Subtenant including any keys and/or combinations, without any cost to Lessor, for his use or for use by subsequent Lessees. Should the Lessee be requested to remove said security system, or be given permission to remove said security system by the Lessor, then it shall remove be the Lessee’s obligation at their sole cost and expenses to replace any or and all moldings on windows, doors, and walls which have been penetrated by the installation of the security system to their original condition. At the termination of this Lease Agreement, any such improvements or additions installed at the sole cost and restore the Subleased Premises (or any part thereof) to the same condition as expense of the Commencement Date Lessee may, at the option of this Subleasethe Lessor (Lessor shall inform Lessee at the time Lessor approves any improvements, reasonable wear and tear excepted or as otherwise instructed in writing by either Sublandlord or Master Landlord. Should Subtenant fail etc., whether Lessor shall require Lessee to remove such improvements and restore at the Subleased Premises on termination end of the term of this Sublease unless instructed otherwise Lease. Notwithstanding anything in writing as set forth abovethis Lease to the contrary, Sublandlord shall have Lessee may remove its personal property and trade fixtures at any time during the right to do soterm of this Lease provided Lessee repairs any damage occasioned by such removal) be removed from the Demised Premises leaving said Demised Premises in its original condition, less normal wear and charge Subtenant therefortear, plus a service charge of ten percent (10%) casualty, condemnation or said improvements and/or additions may be left within the Demised Premises for the beneficial use of the costs incurred by Sublandlordfollowing occupant, at no cost or expense to the Lessor or to the following occupant. Lessee, its agents, employees and/or invitees, shall not cut or drill holes through the aluminum doors, window frames, moldings or canopies at any time.