Common use of Alterations Clause in Contracts

Alterations. Tenant agrees that it will not (a) demolish or undertake any structural alterations of any of the buildings or other improvements erected upon or otherwise comprising the Demised Premises, without the prior written consent of Landlord or (b) make any other alterations which would change the character of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses and charges thereof, (b) make the same in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approval, which approval shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached to the freehold and to have become the property of Landlord and shall remain for the benefit of Landlord at the end of the term or other expiration of this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additions.

Alterations. Tenant agrees that it will shall not (a) demolish permit alterations in or undertake any to the Leased Premises unless and until the plans have been approved by Landlord in writing, which approval as to interior non-structural alterations shall not be unreasonably withheld, conditioned or delayed. Notwithstanding the foregoing, Tenant shall have the right without Landlord's consent, and in compliance with all other provisions of this Section, to make any non-structural alterations to the Leased Premises which do not materially impact the Building's mechanical or electrical systems, do not adversely affect the Building's appearance or value, and the cost of which does not exceed Forty Five Thousand and 00/100 Dollars ($45,000.00) in the aggregate, provided that Tenant gives Landlord fifteen (15) days prior written notice of any such alterations, along with copies of the buildings or other improvements erected upon or otherwise comprising the Demised Premisesplans and specifications relating thereto. As a condition of such approval (or, without the prior written consent of Landlord or (b) make any other alterations which would change the character of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With with respect to any alterations permitted to be made by Tenant pursuant hereunder without Landlord's approval), Landlord hereby agrees that, upon written request by Tenant, at the time that Tenant is contemplating alterations, Landlord will inform Tenant as to this Article Tenwhether such proposed alterations will be required to be removed by Tenant and restore the Leased Premises at the end of the Lease Term; otherwise, all such alterations shall at Landlord's option become a part of the realty and the property of Landlord, and shall not be removed by Tenant. Tenant shall (a) pay ensure that all costs, expenses and charges thereof, (b) make the same in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, alterations shall be made in accordance with all applicable laws laws, regulations and plans building codes, in a good and specifications previously submitted workmanlike manner and of quality equal to or better than the original construction of the Building. No person shall be entitled to any lien derived through or under Tenant for any labor or material furnished to the Leased Premises, and nothing in this Lease shall be construed to constitute a consent by Landlord to the creation of any lien. If any lien is filed against the Leased Premises for Landlord’s approval, which approval shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed work claimed to have attached to the freehold and been done for or material claimed to have become the property of Landlord and shall remain for the benefit of Landlord at the end of the term or other expiration of this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of such alteration, improvements and additions as herein providedbeen furnished to Tenant, Tenant further agrees shall cause such lien to be discharged of record within thirty (30) days after filing. Tenant shall indemnify and hold harmless Landlord from and against all costs, expenseslosses, liensexpenses and attorneys' fees in connection with any construction or alteration under this Section 7.03, claims not performed by Landlord or an affiliate, and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additionsany related lien.

Alterations. Tenant agrees that it will shall not make additions, alterations, changes or improvements in or to the Leased Premises or any part thereof (aexcluding trade fixtures and typical office partitions) demolish or undertake any structural alterations of any of the buildings or other improvements erected upon or otherwise comprising the Demised Premises, without the prior written consent of Landlord or (b) make any other alterations which would change the character of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses and charges thereof, (b) make the same in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approval, which approval consent shall not be unreasonably withheld with respect to alterations, changes or delayedimprovements which do not affect the structure, andtenant improvements, except for removable trade fixturesor outward appearance of the Leased Premises. In the event that Landlord consents to such additions, alterations, changes or improvements, then all additions, alterations, changes or improvements shall be constructed at once when made or installed be deemed to have attached to the freehold Tenant’s sole expense and to have shall, upon completion thereof, become the property of Landlord; provided, however, Landlord may, at its option, require Tenant, at Tenant’s sole cost and shall remain for the benefit of Landlord expense, to remove any such additions, alterations, changes or improvements at the end of the term expiration or other expiration sooner termination of this Lease in as good order Lease, and condition as they were when installed, reasonable wear and tear excepted. In to repair any damages to the event in the making Leased Premises caused by such removal provided Landlord has informed Tenant of such alteration, improvements and additions as herein provided, requirement at the time of Landlord’s approval. Tenant further hereby agrees to indemnify and hold harmless defend Landlord against, and shall keep the Leased Premises, Building, Project and Park free from all mechanics’ liens and against all costsother such liens arising from any work performed, expenses, liens, claims and damages arising out ofmaterial furnished, or resulting from obligations incurred by Tenant or at the undertaking or making direction of Tenant in connection with the Leased Premises, and agrees to obtain the discharge of any lien which attaches as a result of such work immediately after such lien attaches or payment for the labor or material is due. Notice is hereby given to all Tenant’s contractors, subcontractors, materialmen or suppliers that Landlord is not liable for any labor or materials furnished to Tenant on credit and no mechanics’ or other liens shall attach to or affect Landlord’s interest in the Project, Building, Leased Premises, or Park as a result thereof. Landlord hereby reserves the right at any time and from time to time, during the term hereof, to make any additions, alterations, changes or improvements (including without limitation, building additional stories) on, in, or to the Building and Project, and to build additional structures adjoining thereto, provided same does not unreasonably interfere with Tenant’s use of the Leased Premises. Any of Tenant’s alterations, additions, changes or improvements shall be made at such times and in such manner as not to unreasonably interfere with the occupation, use and enjoyment of the remainder of the Project by the other tenants thereof.

Alterations. Section 3.1 Tenant agrees that it will shall not (a) demolish or undertake make any structural alterations of any of the buildings or other improvements erected upon or otherwise comprising the Demised Premises, Alterations without the Landlord’s prior written consent in each instance, provided that Tenant’s changing of wall coverings, carpeting or paint shall not be deemed to be Alterations requiring such consent. Landlord’s consent shall be granted or denied in Landlord’s sole discretion; provided, however, that Landlord or (b) make any other alterations which would change the character of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect shall not unreasonably withhold its consent to any alterations permitted Alterations proposed to be made by Tenant pursuant to this Article Tenadapt the Premises for the Permitted Use provided that such Alterations (a) are non-structural and do not affect the Building Systems or services, (b) are performed only by contractors approved in writing by Landlord, (c) do not affect any part of the Building other than the Premises, (d) do not adversely affect any service required to be furnished by Landlord to Tenant or to any other tenant or occupant of the Building, and (e) do not reduce the value or utility of the Building. Section 3.2 (a) Prior to making any Alterations, Tenant shall (ai) pay all costssubmit to Landlord, expenses for Landlord’s written approval, detailed plans and charges thereofspecifications therefor in form satisfactory to Landlord, (bii) make if such Alterations require a filing with Governmental Authority or require the same in accordance consent of such authority, then such plans and specifications shall (A) be prepared and certified by a registered architect or licensed engineer, and (B) comply with all applicable laws Legal Requirements to the extent necessary for such governmental filing or consent, (iii) at its expense, obtain all required permits, approvals and building codes certificates, (iv) furnish to Landlord duplicate original policies or certificates of worker’s compensation (covering all persons to be employed by Tenant, and all contractors and subcontractors supplying materials or performing work in connection with such Alterations) and comprehensive public liability (including property damage coverage) insurance and Builder’s Risk coverage (issued on a completed value basis) all in such form, with such companies, for such periods and in such amounts as Landlord may require, naming Landlord and its employees and agents, and any Lessor and any Mortgagee as additional insureds, and (v) with respect to any Alteration costing more than $100,000.00 to complete, furnish to Landlord payment and performance bonds or such other evidence of Tenant’s ability to complete and to fully and completely pay for such Alteration as is satisfactory to Landlord; provided, however, that so long as either Global Crossing Holdings, Ltd. or Successor shall be the Guarantor under this Lease, Tenant shall not be required to furnish bonds or other security to Landlord in connection with Alterations. All Alterations shall be performed by Tenant at Tenant’s expense (A) in a good and workmanlike mannermanner using new materials of first class quality, (cB) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing samein compliance with all Legal Requirements, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (eC) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, shall be made in accordance with all applicable laws and the plans and specifications previously submitted to approved by Landlord. Tenant shall at its cost and expense obtain all approvals, consents and permits from every Governmental Authority having or claiming jurisdiction prior to, during and upon completion of such Alterations. Tenant shall promptly reimburse Landlord, as Additional Rent and upon demand, for any and all actual, reasonable out-of-pocket costs and expenses incurred by Landlord for in connection with Landlord’s approval, which approval shall not be unreasonably withheld or delayed, and, except review of Tenant’s plans and specifications for removable trade fixtures, shall at once when made or installed be deemed to have attached to the freehold and to have become the property of Landlord and shall remain for the benefit of Landlord at the end of the term or other expiration of this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of any such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additionsAlteration.

Alterations. Except as otherwise expressly set forth in this Section, Tenant agrees that it will shall not (a) demolish make or undertake any structural alterations of any of the buildings or other improvements erected upon or otherwise comprising the Demised Premises, without the prior written consent of Landlord or (b) make any other alterations which would change the character of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted allow to be made by Tenant pursuant to this Article Tenany structural, Tenant shall (a) pay all costs, expenses and charges thereof, (b) make the same in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who shall not create any labor non-structural or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such cosmetic alterations, not thereby additions, modifications, or improvements to the Premises (“Alterations”) without Landlord’s express written consent, which consent may be granted or denied in Landlord’s sole discretion. Furthermore, L▇▇▇▇▇▇▇’s consent hereunder may be conditioned upon the requirement that upon demand by Landlord on expiration or earlier termination of this Lease, Tenant, at Tenant’s sole cost and (e) by reason of expense, shall remove any such alterations, not thereby reduce Alterations and restore the economic value portion of the Demised PremisesPremises so altered to its original condition, reasonable wear and tear excepted. All alterationsUnless Landlord requires otherwise, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, all Alterations shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approval, which approval shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached to the freehold and to have become the property of Landlord and shall remain for be surrendered with the benefit of Landlord Premises as a part thereof, at the end expiration or earlier termination of the term Lease. Notwithstanding anything to the contrary set forth in this Section 9.2, Tenant shall be allowed to make non-structural Alterations to the Premises without Landlord’s prior approval, provided such Alterations shall not exceed $5,000 in total cost including materials, design and construction costs; and, provided further that such alterations shall not include alteration of the Landlord or other expiration Tenant Electrical Systems, any portion of this Lease in as good order and condition as they were when installedthe Building or Premises plumbing system, reasonable wear and tear exceptedany portion of the Landlord HVAC System, or ceiling grid. In the event Tenant desires to complete any Alterations not otherwise requiring Landlord’s approval, Tenant shall provide Landlord with written notice of its intent to complete such Alterations not less than 30 days prior to the date on which Tenant intends to start such alterations and such notice shall include a reasonable description of the work to be completed. Notwithstanding the foregoing, Landlord shall have the right to specify the day(s) of the week and the time of day that any such work can be completed by Tenant; in this regard, Landlord expressly retains the making right to dictate that any such Alterations must be completed on weekends, after customary business hours, or at such other dates and times as the building is not open to the public. In the event Tenant desires to complete Alterations requiring Landlord’s approval, Tenant shall provide Landlord with written notice of its intent to complete such Alterations not less than 120 days prior to the date on’ which Tenant intends to start such alterations and such notice shall include a detailed scope of work and the anticipated start and end dates for construction. All such Alterations (a) shall equal or exceed the then-current standard for the Building and shall utilize only new, first or top-grade materials, (b) shall be completed in conformity with all applicable laws, ordinances, regulations and requirements, after obtaining any required permits and licenses, (c) shall be commenced only upon Landlord’s express written approval of detailed construction plans and specifications, (d) shall be commenced only after Tenant has provided to Landlord such indemnification or bonds, including, without limitation, a performance and completion bond, in such form and amount as may be satisfactory to Landlord, to protect against claims and liens for labor performed and materials furnished, and to insure the completion of any change, addition or improvement, (e) shall be carried out by persons approved in writing by L▇▇▇▇▇▇▇, who, if required by Landlord, deliver to Landlord before commencement of their work proof of such alterationinsurance coverage as Landlord may require, improvements with Landlord named as an additional insured, and additions (f) shall be done only at such time and in such manner as herein providedLandlord may reasonably specify. Tenant shall indemnify, Tenant further agrees to indemnify defend and hold harmless Landlord from and against all costsliens, claims, damages, losses, liabilities and expenses, liensincluding attorneys’ fees, claims and damages arising which may arise out of, or be connected in any way with any Alterations. Within ten (10) days following the imposition of any lien resulting from the undertaking any Alterations, Tenant shall cause such lien to be released of record by payment of money or making posting of such alterations, improvements and additionsa proper bond.

Alterations. Except as provided in the immediately preceding subparagraph, and except for non-structural and non-Building system alterations not in excess of Seventy-Five Thousand Dollars ($75,000) in any Lease Year, Tenant agrees that it will not shall make no alterations or additions to the Premises (a“Alterations”) demolish or undertake any structural alterations of any of the buildings or other improvements erected upon or otherwise comprising the Demised Premises, without the prior written consent of Landlord, which consent may be withheld in Landlord’s reasonable discretion, and then only by contractors or mechanics approved by Landlord or (b) make any other alterations which would change in writing and upon the character approval by Landlord in writing of fully detailed and dimensioned plans and specifications pertaining to the buildings or other improvements comprising the Demised Premises or which would weakenAlterations in question, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings to be prepared and other improvements comprising the Demised Premisessubmitted by Tenant, at its sole cost and expense. With respect Tenant shall, at its sole cost and expense, obtain all necessary approvals and permits pertaining to any alterations permitted to be made Alterations approved by Tenant pursuant to this Article TenLandlord. If Landlord, in approving any Alterations, specifies a reasonable commencement date therefor, Tenant shall (a) pay not commence any work with respect to such Alterations prior to such date. Tenant hereby indemnifies, defends and agrees to hold Landlord free and harmless from all costsliens and claims of lien, expenses and charges thereofall other liability, (b) make claims and demands arising out of any work done or material supplied to the same in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) cause the same to be performed Premises by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims request of Tenant in connection with the making thereof and (e) by reason of such alterationsany Alterations. If permitted Alterations are made, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, they shall be made in accordance with all applicable laws at Tenant’s sole cost and plans expense and specifications previously submitted to Landlord for Landlord’s approval, which approval shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached to the freehold and to have become the property of Landlord, except that Landlord and shall remain for the benefit of Landlord may, provided notice is given to Tenant at the end time Landlord approves such Alteration, require Tenant, at Tenant’s expense, to remove all partitions, counters, railings and other Alterations installed by Tenant, and to repair any damages to the Premises caused by such removal upon the expiration or earlier termination of the term Term. If Landlord’s approval is not required in connection with an Alteration, Landlord may require removal of such Alteration, as aforesaid, at any time within thirty (30) days after Tenant’s written request for a determination by Landlord as to whether such Alteration shall be removed upon the expiration or earlier termination of the Term. Any and all costs attributable to or related to the applicable building codes of the city in which the Building is located (or any other expiration authority having jurisdiction over the Building) arising from Tenant’s plans, specifications, improvements, alterations or otherwise shall be paid by Tenant at its sole cost and expense. With regard to repairs, Alterations or any other work arising from or related to this Article 5, Landlord shall be entitled to receive an administrative fee of two percent (2%). The construction of initial improvements to the Premises shall be governed by the terms of the Tenant work letter, attached hereto as Exhibit C, and not the terms of this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additionsArticle 5.

Alterations. For purposes of this Lease, any physical improvement addition, enhancement or change with respect to all or any portion of the Premises is referred to as an "Alteration." Tenant agrees or Franchisor shall have the right at any time and from time to time during the Term to make or cause to be made any Alteration in or to the Premises (i) without Landlord's consent, if such Alteration is performed in order to comply with any of Tenant's agreements with Franchisor and such Alteration does not adversely affect any structural component of the Building and (ii) in the case of any Alteration other than those permitted under clause (i) above, with Landlord's prior consent, which consent shall not be unreasonably withheld provided that it will such Alteration does not (aA) demolish or undertake any structural alterations of any of the buildings or other improvements erected upon or otherwise comprising the Demised Premises, without the prior written consent of Landlord or (b) make any other alterations which would change the character of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen diminish the value of the Demised Premises and/or (including, by way of example only, but without limitation, by diminishing the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses and charges thereof, (b) make the same in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value utility of the Demised PremisesImprovements for use as a restaurant or diminishing the useful life of the Improvements), except to a de minimis extent, or (B) adversely affect any structural component of the Building. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, Every Alteration shall be made in accordance with all applicable laws laws, legal requirements and plans and specifications previously submitted the Permitted Encumbrances. If Tenant shall submit a request to Landlord for Landlord’s 's approval of an Alteration which requires Landlord's approval, Landlord shall (x) approve such Alteration proposed by Tenant within twenty-one (21) days of receiving Tenant's proposal and request for approval or (y) disapprove Tenant's proposal in writing with a detailed explanation of its objections within twenty-one (21) days of receiving Tenant's proposal and request for approval. If Tenant submits a proposal to Landlord and Landlord disapproves such proposal within the twenty-one (21) day time period, Tenant may submit another proposal with modifications thereto made in response to Landlord's objections and Landlord shall so approve or disapprove same within seven (7) days after submission of such modified proposal. If Landlord does not approve or disapprove any proposal or modified proposal in writing with a detailed explanation of its objections within the applicable seven (1) or twenty-one (21) day period, Tenant may submit to Landlord a reminder notice, which shall state that Landlord's failure to disapprove the applicable proposal within seven (7) days after receipt of such reminder notice shall be deemed to constitute Landlord's approval thereof. If Landlord does not disapprove such proposal or modified proposal in writing with a detailed explanation of Landlord's objections to Tenant's modifications within seven (7) days after receipt of Tenant's reminder notice, Landlord shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached to approved the freehold and to have become the property of Landlord and shall remain for the benefit of Landlord at the end of the term or other expiration of this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additionsAlterations proposed by Tenant.

Alterations. 8.1 Tenant agrees shall not make any alterations, additions, modifications or improvements in or to the Premises or any part thereof (including, without limitation, any initial improvements that may be constructed by Tenant in the Premises prior to first commencing business operations in the Premises), or attach any fixtures or equipment thereto (collectively, “Alterations”), without Landlord’s prior written consent, such consent not to be unreasonably withheld. The distribution of electrical outlets throughout the open space in the Premises (“Tenant’s Initial Alterations”) as shown on Exhibit B attached hereto are hereby approved. Notwithstanding the preceding sentence, Tenant may make such Alterations without Landlord’s consent only if the total cost is Twenty-Five Thousand Dollars ($25,000.00) or less and it will not (a) demolish or undertake any structural alterations of any of the buildings or other improvements erected upon or otherwise comprising the Demised Premises, without the prior written consent of Landlord or (b) make any other alterations which would change the character of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise affect in any way affect the structural aspects of integrity of structural, exterior, entry or lessen the value roof elements of the Demised Project or the Premises, or the mechanical, electrical, plumbing, utility or life safety systems of the Project, but Tenant shall give prior written notice of any such Alterations to Landlord. All Alterations in or to the Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to which Landlord consents shall be made by Tenant pursuant to this Article Ten, Tenant shall at Tenant’s sole cost and expense as follows: (a) pay Tenant shall submit to Landlord, for Landlord’s prior written approval, complete plans and specifications for all costswork to be done by ▇▇▇▇▇▇. Such plans and specifications shall be prepared by responsible licensed architect(s) and engineer(s) approved in writing by Landlord, expenses and charges thereof, (b) make the same in accordance shall comply with all applicable laws codes, laws, ordinances, rules and building codes regulations, shall not adversely affect the basic Building shell or any systems, components or elements of the Building, shall be in a good form sufficient to secure the approval of all government authorities with jurisdiction over the approval thereof, and workmanlike mannershall be otherwise satisfactory to Landlord in Landlord’s reasonable discretion. Landlord shall respond to ▇▇▇▇▇▇’s plans and specifications (and to any resubmittal of plans) within ten (10) business days of Landlord’s receipt thereof; provided that ▇▇▇▇▇▇▇▇’s non-response shall be deemed disapproval of the plans and specifications. Landlord may also require, (c) cause the same as a condition to be performed its consent to any Alterations, that any architect retained by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims Tenant in connection with such Alterations be certified as a Certified Access Specialist (CASp), and that following the making thereof and (e) by reason completion of such alterationsAlterations, not thereby and (e) by reason of such alterations, not thereby reduce architect shall certify the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, shall be made in accordance with as meeting all applicable laws and plans and specifications previously submitted construction-related accessibility standards pursuant to Landlord for Landlord’s approval, which approval shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached to the freehold and to have become the property of Landlord and shall remain for the benefit of Landlord at the end of the term or other expiration of this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additionsCalifornia Civil Code section 55.

Alterations. Tenant agrees that it will shall not (a) demolish make or undertake cause to be made any structural alterations of alterations, additions or improvements or install or cause to be installed any of the buildings fixtures, signs, floor coverings, interior or other improvements erected upon exterior lighting, plumbing fixtures, or otherwise comprising the Demised Premisesshades or awnings, without the prior written consent of Landlord or (b) make any other alterations which would change the character of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses and charges thereof, (b) make the same in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions changes to the Demised Leased Premises permitted to be made by Tenant hereunder, shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for without first obtaining Landlord’s written approval, which approval shall not be unreasonably withheld withheld. Tenant shall present to the Landlord plans and specifications for such work at the time approval is sought. In the event Landlord consents to the making of any alterations, additions, or delayedimprovements to the Leased Premises by Tenant, andthe same shall be made by Tenant at Tenant’s sole cost and expense. All such work with respect to any alterations, additions, and changes shall be done in a good and workmanlike manner and diligently prosecuted to completion such that, except for removable trade fixturesas absolutely necessary during the course of such work, the Leased Premises shall at all times be a complete operating unit. Any such alterations, additions, or changes shall be performed and done strictly in accordance with all laws and ordinances relating thereto. In performing the work or any such alterations, additions, or changes, Tenant shall have the same performed in such a manner as not to obstruct access to any portion of the Building. Any alterations, additions, or improvements to or of the Leased Premises, including, but not limited to, wall covering, fume hoods, darkroom, paneling, and built-in cabinet work, but excepting movable furniture and equipment, shall at once when made or installed become a part of the realty and shall be deemed to have attached to surrendered with the freehold and to have become the property of Premises, unless Landlord and shall remain for Tenant agree at any time that the benefit of Landlord specific improvement may be removed by Tenant at the end of the term or other expiration of this Lease in as good order and condition as they were when installedTerm provided Tenant restores the premises to its original condition, reasonable wear and tear excepted. In If there is an agreement to allow removal, such items which are the event in subject of agreement shall be listed on Exhibit F which agreement, as may be revised by the making parties from time to time, shall be made a part of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additionsthis Lease.

Alterations. Landlord hereby consents to certain Tenant agrees that it will Improvements, on the terms and subject to the conditions of Exhibit C. Tenant shall not (a) demolish make or undertake permit any structural alterations of any of Alterations in, on or about the buildings or other improvements erected upon or otherwise comprising the Demised Premises, Premises without the prior written consent of Landlord Landlord, and according to plans and specifications approved in writing by Landlord, which consent and approval shall not be unreasonably withheld, conditioned or (b) make any other alterations which would change delayed. Except in the character case of the buildings or other improvements comprising Tenant Improvements which are the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value subject of the Demised Premises and/or Initial Installation, Landlord, at its sole option, may, however, require as a condition to the buildings granting of any such consent, that Tenant provide to Landlord, at Tenant’s sole cost and other expense, a lien and completion bond in an amount equal to one and one-half (1½) times any and all estimated costs of any intended improvements comprising to the Demised Premises, to insure Landlord against any liability for mechanics’ and materialmen’s liens and to insure completion of the work. With respect to any alterations permitted to be made Except in the case of the Tenant Improvements which are the subject of the Initial Installation, and unless otherwise agreed in writing by Tenant pursuant to this Article Tenthe parties, Tenant shall, at its sole cost and expense, obtain all necessary permits and governmental inspections and approvals required in connection with any Alterations. All Alterations shall be installed at Tenant’s sole expense (a) pay all costsexcept as expressly set forth in this Lease), expenses and charges thereof, (b) make the same in accordance compliance with all applicable laws (including, but not limited to, The American With Disabilities Act, and building codes any state or local building, fire or safety codes, ordinances or regulations), the Rules and Regulations and the CC&R’s, by Landlord’s contractor unless otherwise agreed by the parties. All Alterations shall be done in a good and workmanlike mannermanner conforming in quality and design with the Premises existing as of the Commencement Date, (c) cause the same to be performed by qualified contractors who and shall not create any labor or other disturbance at diminish the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised PremisesProject. All alterations, improvements and additions to the Demised Premises permitted to be Alterations made by Tenant hereunder, shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approval, which approval shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached to the freehold and to have become the property of Landlord upon installation and shall remain not be deemed Tenant’s Personal Property. Notwithstanding any other provisions of this Lease, Tenant shall be solely responsible for the benefit maintenance and repair of any and all Alterations made by it to the Premises. Tenant shall give Landlord written notice of Tenant’s intention to perform any Alterations on the Premises at least twenty (20) days prior to the end commencement of the term such Alterations to enable Landlord to post and record an appropriate Notice of Non-responsibility or other expiration notice deemed proper before the commencement of this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of any such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additionsAlterations.

Alterations. A. Tenant agrees that it will shall not make any alterations, additions or improvements to any Site or any portion thereof (a“Alterations”) demolish or undertake any structural alterations of any of the buildings or other improvements erected upon or otherwise comprising the Demised Premises, without first obtaining the prior written consent of Landlord which shall not be unreasonably withheld, conditioned or delayed; provided, however, that so long as no Event of Default has occurred and is continuing, Landlord’s prior written consent shall not be required, but prior written notice shall be delivered to Landlord accompanied with full and complete drawings and plans prepared by a licensed architect or engineer, if applicable, for any Alterations to a Site that: (bi) make any other are not structural additions or structural alterations which would to such Site; (ii) will not change the character essential nature of the buildings any Building as a restaurant and gift shop or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way ancillary uses; (iii) will not materially and adversely affect the structural aspects elements or roof of integrity any Building, the proper functioning of or lessen a Building’s systems nor the impair the value of such Building; and (iv) do not exceed the Demised Premises and/or the buildings cost of Two Hundred Fifty Thousand and other improvements comprising the Demised PremisesNo/100 Dollars ($250,000.00) for any Site on an annual basis. With respect to In seeking approval from Landlord of any alterations permitted to be made by Tenant pursuant to this Article TenAlterations, if required, Tenant shall provide Landlord with (a1) pay all costs, expenses full and charges thereof, complete set of drawings and plans for the proposed Alterations prepared by a licensed architect or engineer; and (b2) make notice of whether the same in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who Alteration will involve or affect Hazardous Materials. Tenant shall not create have the right to seek any labor zoning changes or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims variances in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for any Alterations without Landlord’s approval, which approval provided that Landlord’s consent to a variance in connection with any Alterations shall not be unreasonably withheld provided such variance does not change the essential nature of any Building. Tenant shall reimburse Landlord upon demand for any reasonable third party out-of-pocket costs, including, without limitation, attorney’s fees and engineering advisor’s fees, related to Landlord’s review of any Alterations request by Tenant. B. All Alterations shall be constructed by Tenant, without expense to Landlord, in a good, first-class, professional and workmanlike manner so as not to void or delayedmake voidable any roof or other warranties, andemploying materials of first-class quality free of material defects, except for removable trade fixturesand in compliance with all Law, shall at once when made all applicable Encumbrances and all regulations and orders, rules and regulations of the Board of Fire Insurance Underwriters or installed be deemed to have attached any other body exercising similar functions, and in compliance with the terms and conditions of this Lease. C. Prior to the freehold commencement of construction of any Alteration that required Landlord’s consent hereunder, Tenant shall deliver to Landlord certificates evidencing the existence of (a) workmen’s compensation insurance with coverage limits not less than statutory limits covering all persons employed for such work; (b) a completed operations endorsement to the commercial general liability insurance policy referred to Section 15.B; (c) reasonable comprehensive general liability and property damage insurance naming Landlord, its designees and Tenant as additional insureds, with coverage of at least $1,000,000 single-limit or such greater amount as may be reasonably requested by Landlord; and (d) builders all risk insurance on a completed value basis (or its equivalent) covering all physical loss, in an amount no less than the full replacement value of the Alterations in question. D. Promptly upon the completion of construction of any Alteration that is permanently affixed to the Premises and alters the existing footprint or elevation of a Building, Tenant shall deliver to Landlord one complete set of “as built” drawings thereof (and if the Alterations involve any change to the footprint of the applicable Building or the erection of a new building, an ALTA survey for the applicable Site certified to Landlord and any Landlord Mortgagee), proof of payment for all labor and materials, and if and to have become the property extent commercially obtainable, copies of guarantees, if any, from all major contractors in favor of Landlord and shall remain for Tenant (jointly and separately) against defects and deficiencies in materials and workmanship, and requiring the benefit correction of the same upon demand of Landlord and Tenant at the expense of such contractor. E. All Alterations, whether temporary or permanent in character, made in or upon the Premises either by Landlord or Tenant (other than Tenant’s Personal Property installed or placed on the Premises by or on behalf of Tenant) shall be Landlord’s property, and will remain with the Premises without compensation to Tenant. Notwithstanding the foregoing, in the case of any Alteration requiring Landlord’s prior written approval, Landlord may condition such approval on Tenant’s agreement to remove all or a portion of such Alteration at the end of the term Term. Landlord shall provide Tenant with notice, of Tenant’s obligation to remove any such Alteration at the end of the Term upon Landlord’s review of such Alteration. If Landlord does not notify Tenant that Tenant is obligated to remove such Alteration, such Alteration may be removed at Tenant’s option. Upon the expiration or other expiration sooner termination of this Lease in Lease, all Alterations on the Premises required by Landlord to be removed as good order aforesaid, or any part or parts thereof so designated by Landlord, shall be removed from the Premises by Tenant and the Premises restored to the same or better condition as they were when installedthan existed immediately prior to the construction of the Alteration, reasonable wear and tear tear, and damage from fire or other casualty excepted. In Notwithstanding Section 4.B, it shall not be an Event of Default if Tenant reduces or ceases operation (only to the event extent reasonably necessary) during the construction of any Alterations made in accordance with the terms and provisions of this Lease, so long as such reduction or ceasing of operations does not continue for more than ninety (90) consecutive days in the making of aggregate with respect to any such alterationAlteration, improvements and additions as herein provided, Tenant further agrees subject to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additionsForce Majeure Delays.

Alterations. Tenant agrees that it will not Sublessee shall have the right to make alterations, additions and improvements (acollectively, hereinafter “Alterations”) demolish or undertake any structural alterations of any to the Premises without obtaining consent of the buildings PDA or Sublessor, provided that (i) such Alterations do not materially adversely affect the soundness, structural integrity, exterior appearance, or useful life of the structure or the systems of the Building, (ii) such Alterations in each instance do not exceed $250,000, and (iii) such Alterations do not require (A) consent of the PDA under Article 15 of the Ground Lease (applied as if Sublessee were the “Sublessee” thereunder) or (B) approval of plans from another governmental agency to obtain any required building or other improvements erected permit. If applicable, Sublessee shall provide Sublessor with “as built” plans detailing such Alterations at the completion thereof. As long as Sublessor has received at least fifteen (15) business days’ prior notice of such Alterations, Sublessor shall notify Sublessee within such period whether Sublessor shall require Sublessee to remove such Alterations upon the expiration or otherwise comprising earlier termination of this Lease. If Sublessor fails to give such notification to Sublessee within such period, Sublessee shall not be obligated to do so. Notwithstanding anything herein to the Demised Premisescontrary, without Sublessee shall not be obligated to remove or restore any Alterations made as part of or in connection with Sublessor’s Work and Sublessee’s initial occupancy of the Building, including, but not limited to any data, telephone or telecommunications wiring. In addition, Sublessee shall have the right to install, at its sole cost and expense, a backup generator for the Building in a location to be reasonably determined by Sublessor and Sublessee, subject to the other provisions hereof related to Alterations. Any other Alterations shall require the prior written consent of Landlord or (b) make any other alterations which would change the character of the buildings or other improvements comprising the Demised Premises or which would weakenSublessor and, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses and charges thereof, (b) make the same in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunderextent required under the Ground Lease, shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approvalthe PDA, which approval shall not be unreasonably withheld or delayed subject to and in accordance with the Ground Lease. Sublessor agrees that it shall use commercially reasonable efforts to assist Sublessee in obtaining any consent required from the PDA relating to Alterations so long as Sublessee reimburses Sublessor for any reasonable out-of-pocket costs or expenses incurred by Sublessor in connection therewith. Sublessor may condition its consent to any Alteration requiring Sublessor’s consent hereunder on a requirement that Sublessee remove same upon expiration or earlier termination of the Term of this Lease. All work done in connection with any Alterations shall be done in a good and workmanlike manner employing materials of good quality and in compliance with Article 15 of the Ground Lease and with laws, rules, orders and regulations of governmental authorities having jurisdiction thereof and by contractors approved by Sublessor, which approval will not be unreasonably withheld, conditioned or delayed. If Sublessee employs outside contractors for Alterations to the Premises, Sublessee shall be responsible for and shall cause the contractor to abide by all reasonable procedures, rules and regulations as promulgated by Sublessor and/or the PDA in writing prior to the commencement of any such Alteration. All Alterations shall be performed in such a manner as to maintain harmonious labor relations and not to damage the Building. Sublessee shall indemnify and hold Sublessor harmless from any damage caused by Sublessee’s contractors. Sublessee agrees to pay to Sublessor all reasonable out-of-pocket costs actually incurred by Sublessor in connection with granting its consent to such Alterations (if required) and supplying services requested by Sublessee to Sublessee with respect to the construction by Sublessee of any Alteration within thirty (30) days of Sublessor’s bill therefor. Sublessee shall cause each contractor performing any Alteration on its behalf to carry worker’s compensation insurance in statutory amounts covering the employees of all contractors and subcontractors, and comprehensive general liability insurance with such limits as Sublessor may require reasonably from time to time during the Base Term or Extension Term, if any, of this Lease, taking into account the complexity and nature of the work and the amount of insurance customarily carried by contractors performing similar work and, except for removable trade fixturesif requested by Sublessor, to deliver to Sublessor certificates of all such insurance. Except as otherwise provided herein, any Alterations made by Sublessee, and any permanent fixtures installed as part thereof shall at once when made or installed be deemed to have attached to the freehold and to have become the property of Landlord and shall remain for Sublessor upon the benefit of Landlord at the end of the term expiration or other expiration sooner termination of this Lease Lease. Sublessee shall yield up the Premises in as good order and the condition the Premises were in on the Rent Commencement Date or as they were when installedmay be placed during the Term of this Lease, reasonable wear and tear exceptedtear, damage caused by Sublessor’s activities or breach of its repair and maintenance obligations, and damage by fire or other casualty and governmental taking excepted (but in any event, subject to Sublessee’s obligation to remove Alterations as provided in this Lease). In Notwithstanding the event foregoing or anything in this Lease to the contrary, Sublessee shall have no obligation to remove or restore Sublessor’s Work, any ordinary and customary tenant improvements or Alterations that are typical for general office, manufacturing, R&D/laboratory, and warehouse use, including data, telephone or telecommunications cabling and wiring. All articles of personal property and all business or trade fixtures, machinery and equipment and furniture owned or installed by Sublessee in the making Premises including, without limitation, computers, refrigerators, freezers, and water processing systems, shall remain the property of such alteration, improvements Sublessee and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, may be installed or resulting from removed by Sublessee at any time during the undertaking Lease Term or making of such alterations, improvements and additionsupon the expiration or earlier termination thereof.

Alterations. Tenant agrees that it will shall not make or allow to be made any material alterations, additions or improvements to the Premises (a) demolish defined as alterations, additions or undertake any structural alterations improvements costing in excess of any $5,000.00 individually or in the aggregate with respect to separate items relating to the same improvement or alteration, or alterations, additions or improvements which affect the structure or exterior of the buildings Building or other improvements erected upon any building, mechanical, electrical or otherwise comprising life safety system), either at the Demised Premisesinception of the Lease or subsequently during the Term, without obtaining the prior written consent of Landlord or (b) make any other alterations Landlord, which would change the character of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise consent may be withheld in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With Landlord's sole discretion with respect to any alterations permitted alteration, addition or improvement that (i) affects the structure or exterior of the Building or any building, mechanical, electrical or life safety systems or (ii) potentially causes the Premises or Building to fail to comply with Arizona State Marijuana rules and regulations pertaining to facilities producing or processing cannabis, but shall not be unreasonably withheld. Tenant shall deliver to Landlord the contractor's name, state license number, a certificate of liability insurance naming Landlord and Landlord's manager and lender(s) as an additional insured, as well as full and complete plans and specifications of all such alterations, additions or improvements, and any subsequent modifications or additions to such plans and specifications, and no proposed work shall be commenced or continued by Tenant until Landlord has received and given its written approval of each of the foregoing. Landlord shall either approve or disapprove any proposed alteration, addition or improvement within thirty (30) days following receipt of all of the foregoing items, and if Landlord fails to deliver notice of disapproval within 30 days following receipt of all the foregoing items, Landlord's consent is deemed granted. Landlord shall not expressly or implicitly covenant or warrant that any plans or specifications submitted by Tenant are accurate, safe or sufficient or that the same comply with any applicable laws, ordinances, building codes, or the like. Further, Tenant shall indemnify, protect, defend and hold Landlord and Landlord's agents, employees and contractors and the Building harmless for, from and against any loss, damage, liability, claims, cost or expense, including attorneys' fees and costs, incurred as a result of any defects in design, materials or workmanship resulting from Tenant's alterations, additions or improvements to the Premises. All alterations, telephone or telecommunications lines, cables, conduits and equipment and all other additions or improvements to the Premises made by Tenant pursuant shall remain the property of Tenant until termination of the Lease, at which time they shall, unless otherwise elected by Landlord by written notice to this Article TenTenant, be and become the property of Landlord. Landlord may, as a condition to approval of any such alterations, additions or improvements, require Tenant to remove any partitions, counters, railings, telephone and telecommunications lines, cables, conduits and equipment and/or other improvements installed by Tenant during the Term, and Tenant shall (a) repair all damage resulting from such removal or shall pay to Landlord all costscosts arising from such removal if Landlord shall demand the removal of such alterations, expenses additions and charges improvements prior to lease expiration or earlier termination of the Lease and Tenant fails to remove and repair the Premises prior to Tenant’s vacation thereof. All repairs, (b) make alterations, additions and restorations by Tenant hereinafter required or permitted shall be done in a good and workmanlike manner and in compliance with the same plans and specifications approved by Landlord and in accordance compliance with all applicable laws and ordinances, building codes in a good codes, bylaws, regulations and workmanlike mannerorders of any federal, (c) cause the same to be performed by qualified contractors who shall not create any labor state, county, municipal or other disturbance at the Demised Premises while performing same, (d) fully public authority and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements insurers of the Premises and additions to the Demised Premises permitted to be made by Tenant hereunder, shall be made in accordance with all applicable laws and as-built plans and specifications previously submitted shall be provided to Landlord by Tenant upon completion of the work. If required by Landlord, Tenant shall secure at Tenant's own cost and expense a completion and lien indemnity bond or other adequate security, in form and substance reasonably satisfactory to Landlord. Tenant shall reimburse Landlord for Landlord’s approval, which approval shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached to the freehold and to have become the property of 's reasonable charges (including any professional fees incurred by Landlord and shall remain for the benefit of Landlord at the end of the term or other expiration of this Lease in a reasonable administrative fee as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless established by Landlord from time to time) for reviewing and against all costs, expenses, liens, claims approving or disapproving plans and damages arising out of, or resulting from the undertaking or making of such specifications for any proposed alterations, improvements and additions.

Alterations. Tenant agrees that it will not (a) demolish Except as hereinafter expressly provided, Tenant shall not make or undertake permit to be made any structural alterations alterations, additions, changes or improvements in or to the Leased Premises or any part thereof which would cost in excess of any of Twenty-Five Thousand Dollars ($25,000) without first obtaining the buildings or other improvements erected upon or otherwise comprising the Demised Premises, without the prior written consent of Landlord thereto (which consent Landlord agrees not to unreasonably withhold, condition or delay, provided Tenant has fully complied with each and every term, covenant and condition in this Lease and, with respect to such alterations, additions, changes or improvements, has provided Landlord with such liability insurance policies and/or surety bonds as Landlord may reasonably request). Notwithstanding the foregoing, Tenant shall not make or permit to be made any alterations, additions, changes or improvements in or to the structural components of the Leased Premises (regardless of cost) without first obtaining the written consent of Landlord, which otherwise shall be subject to the foregoing terms and conditions. (b) make any other alterations which would change the character of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to be made by Tenant pursuant to this Article TenBefore requesting Landlord’s consent, Tenant shall (a) pay all costssubmit to Landlord detailed plans and specifications in duplicate of such proposed alterations, expenses and charges thereofchanges, (b) make additions or improvements, one of which copies may be retained by Landlord. Landlord shall be entitled to withhold its consent to any such alterations, additions, changes, or improvements, until such time as Tenant provides Landlord with reasonable evidence of the same in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason approval of such alterations, not thereby additions, changes or improvements by any and all municipal, state, federal or other governmental or other authorities, offices and departments now existing or hereafter created having jurisdiction over the Premises, and of the Board of Fire Underwriters or other like body, which approvals Tenant shall obtain at its own cost and expense. (ec) by reason Landlord, its architect, agents and employees, shall, upon reasonable notice, have the right to enter upon the Leased Premises in a reasonable manner and at all reasonable times during the course of any such alterations, not thereby reduce additions, changes or improvements for the economic value purpose of inspection and of finding out whether such work conforms to the Demised Premises. All approved plans and specifications and with the agreements herein contained. (d) Any and all alterations, additions, improvements and additions to the Demised Premises permitted to be changes made by Tenant hereunder, at any time and all governmental approvals therefor shall immediately be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approval, which approval shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached to the freehold and to have become the property of Landlord without any payment therefor by Landlord; provided, however, that it is expressly understood and shall remain for the benefit of Landlord at the end of the term agreed that any trade fixtures or other expiration fixtures added by Tenant (other than those which are required by the terms of this Lease in to be provided by Tenant as good order a result of its obligation to repair or replace property furnished by Landlord) shall remain the property of Tenant and condition as they were when installedmay be removed by Tenant, reasonable wear at Tenant’s expense, upon the expiration or earlier termination of this Lease, provided that any damage caused thereby is immediately repaired by Tenant. (e) Tenant, at its own cost and tear excepted. In expense, will cause any and all mechanics’ liens and perfections of the event in same which may be filed against the making Leased Premises to be paid and satisfied of such alterationrecord within thirty (30) days after Landlord shall send to Tenant written notice by registered mail of the filing of any notice thereof against the Premises or the owner, improvements and additions as herein provided, for or purporting to be for labor or materials alleged to be furnished or to be charged by or for Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out ofat the Leased Premises, or resulting from the undertaking or making will bond such mechanics’ liens within said thirty (30) day period and use its good faith efforts to have such liens discharged by an order of such a court of competent jurisdiction as promptly as possible. (f) Any alterations, improvements or other work once begun must be prosecuted with reasonable diligence to completion and, subject to the provisions of Subsection 12(e), above, be paid for by Tenant in full, free and additionsclear of liens or encumbrances against the Leased Premises or Landlord, and must be performed in all respects in accordance with law.

Alterations. Subject to the requirements of Article IX below and any insurers providing insurance coverage thereto, Tenant agrees may make, at its sole cost and expense, such alterations, improvements and additions of any kind to the Premises (collectively referred to herein as the “Alterations”) as Tenant deems desirable in the conduct of its business provided that it will not such Alterations: (a) demolish do not reduce, diminish or undertake any structural alterations of any otherwise adversely affect the fair market value or utility of the buildings or other improvements erected upon or otherwise comprising the Demised Premises, without the prior written consent of Landlord or any part thereof; (b) make do not reduce, diminish or otherwise adversely affect the useful life of the Premises, or any other alterations which would part thereof; and/or (c) do not change the general character or use of the buildings or other improvements comprising the Demised Premises or which would weakenany part thereof. All alterations, impair improvements, expansions and additions to the Premises, or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to part thereof, shall be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses and charges thereof, (b) make the same in accordance with all applicable laws and building codes in a good and workmanlike mannermanner and in compliance with applicable laws, (c) cause ordinances, rules, regulations, codes and requirements and any recorded covenants, conditions or restrictions relating to the same to be performed by qualified contractors who shall not create Premises, or any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premisespart thereof. All alterations, improvements improvements, expansions and additions which are not movable trade fixtures shall be the property of Landlord and shall remain upon and be surrendered with the Premises. To the extent such Alterations involve changes to the Demised Premises permitted structure or systems of the Premises, as reasonably determined by Tenant’s architect or engineer, Tenant shall furnish to be made by Tenant hereunderLandlord, shall be made in accordance with all applicable laws and prior to the commencement of construction, the proposed plans and specifications previously submitted to Landlord for Landlord’s approval, which approval shall not be unreasonably withheld withheld, conditioned or delayed, andand upon completion of construction, except “as-built” plans and specifications for removable trade fixturessuch Alterations. Landlord shall provide Tenant with its objections, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant. Tenant shall at once when made or installed submit revised plans and specifications until such time as Landlord has approved Tenant’s proposed plans and specifications for such Alterations. If Landlord fails to object, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant, Landlord shall be deemed to have attached to the freehold approved such proposed plans and to have become the property of Landlord and shall remain for the benefit of Landlord at the end of the term or other expiration of this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additionsspecifications.

Alterations. Tenant agrees that it will not (a) demolish or undertake any structural Tenant may, at its expense, including funds made available in the TI Allowance account, make additions to and alterations of any the Improvements and construct additional Improvements and make substitutions and replacements for the Improvements (“Alterations”), provided that Tenant delivers a written statement identifying the Alterations being made, when they are being made and their cost and certifying that (i) the Fair Market Value (as defined in Section 2, above) of the buildings or Premises shall not be lessened thereby other improvements erected upon or otherwise comprising than in a deminimus manner and such Alterations will not permanently reduce the Demised Premises, without the prior written consent of Landlord or (b) make any other alterations which would change the character square footage of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses and charges thereofImprovements, (bii) make the same in accordance with all applicable laws and building codes such Alterations shall be completed in a good and workmanlike manner, (c) cause the same free of Liens and in compliance with all applicable Legal Requirements and all insurance policies required to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted to be made maintained by Tenant hereunder, shall be and (iii) such Alterations will not adversely affect the building systems or structural integrity of the Premises. Prior to commencing any Alteration the cost of which, either alone or together with any other Alterations (other than those of a merely cosmetic nature (e.g. paint, wall and floor coverings, window treatments) made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for without Landlord’s approvalconsent since the last instance in which Landlord provided written consent to Alterations, exceeds Two Million Dollars ($2,000,000), Tenant shall have first obtained Landlord’s written consent, which approval consent shall not be unreasonably withheld withheld. Landlord’s consent shall not be required for Alterations of a merely cosmetic nature. If Landlord's consent is required under this Section 10 and Landlord has not provided Tenant with Landlord's approval or delayeddisapproval within twenty (20) days after Landlord's receipt of from Tenant of plans and specifications and other reasonable information requested from Landlord, andand such failure continues for ten (10) days after Landlord's receipt of written a second request from Tenant, except for removable trade fixtures, shall at once when made or installed Landlord will be deemed to have attached approved the request. Upon Landlord’s request, Tenant shall provide Landlord with copies of the plans and specifications, if available for any such additions and alterations. Before making any Alterations, Tenant shall obtain, at its sole cost, including being entitled to use funds available in the freehold TI Allowance account, all necessary permits and approvals required to have become perform the proposed Alteration. All such Alterations shall be and remain part of the realty and the property of Landlord and shall remain for be subject to this Lease. Landlord agrees to execute such utility easements, building permit applications, zoning changes and other similar governmental applications as Tenant may reasonably deem necessary or requisite in connection with any such addition and/or alteration, provided such utility easements, building permit applications, zoning changes and other similar governmental applications do not result in any on-going liability on the benefit part of Landlord at for which Landlord is not indemnified for hereunder or change the end nature of the term Premises when compared to Comparable Buildings. Tenant shall reimburse, upon demand, all out-of-pocket fees and costs reasonably incurred by Landlord and its successors and assigns in connection with reviewing any request for consent to Tenant Alterations. (b) Notwithstanding the foregoing paragraph, Tenant may place upon the Premises any inventory, fixtures, machinery, equipment or other expiration improvements which can be removed without structural damage to the Premises (“Tenant’s Trade Property”) and may remove the same at any time during the Term of this Lease Lease. Landlord agrees, within ten (10) Business Days of Tenant’s request and at Tenant’s expense, to execute a waiver or subordination of its statutory or contractual landlord’s lien to any holder of a valid security interest in as good order and condition as they were when installed, reasonable wear and tear excepted. In any of Tenant’s Trade Property or to any bona fide lessor of Tenant’s Trade Property provided that the event in the making holder of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out ofsecurity interest, or resulting from such lessor, agrees in writing to repair any damage which may be done to the undertaking or making Premises as a result of such alterations, improvements and additionsa removal of any of Tenant’s Trade Property. Tenant shall promptly repair any damage to the Premises caused by its removal of any of Tenant’s Trade Property.

Alterations. Tenant agrees that it will not (a) demolish Tenant shall not before or undertake during the Term make or suffer to be made any structural alterations of alterations, additions or improvements in or to the Premises (herein collectively called “Alterations”) without first obtaining Landlord’s written approval thereof based on detailed plans and specifications submitted by Tenant. Landlord’s approval may be withheld in Landlord’s sole and absolute discretion if any Alterations could in Landlord’s judgment affect the structure of the buildings Building or other improvements erected upon the electrical, mechanical, heating, ventilation or otherwise comprising air conditioning, life safety or plumbing systems of the Demised Building (collectively the “Building Systems”), be visible from outside the Premises, or require additional code compliance or similar work not included in the Alterations; otherwise, Landlord’s consent shall not be unreasonably withheld. Without limiting the foregoing, all Alterations shall also be subject to the provisions of Section 11.2 below. Notwithstanding the foregoing, Tenant shall be permitted to make Alterations that do not affect the structure of the Building or the Building Systems that in the aggregate do not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) without the prior written consent of Landlord; provided, however, that Tenant shall provide Landlord or copies of all permits, plans and other related documents in connection with such Alterations. (b) make Any Alteration to the Premises shall be at Tenant’s sole cost and expense, in compliance with all applicable Laws and all requirements requested by Landlord, including, without limitation, the requirements of any other alterations which would change insurer providing coverage for the character of the buildings or other improvements comprising the Demised Premises or which would weakenthe Building or any part thereof, impair or otherwise and in any way accordance with plans and specifications approved in writing by Landlord, and shall be constructed and installed by a contractor reasonably approved in writing by Landlord. As a further condition to giving consent, with respect to Alterations that could affect the structural aspects components of integrity the Building Systems or which in the aggregate exceed One Million Dollars ($1,000,000.00) in cost, Landlord may require Tenant to provide Landlord, at Tenant’s sole cost and expense, a payment and performance bond in form reasonably acceptable to Landlord, in a principal amount not less than the estimated costs of such Alterations, to ensure Landlord against any liability for mechanics’ and materialmen’s liens and to ensure completion of work. Before Alterations may begin, valid building permits or lessen other permits or licenses required must be furnished to Landlord, and, once the Alterations begin, Tenant will diligently and continuously pursue their completion. Landlord may monitor construction of the Alterations and Tenant shall reimburse Landlord for its reasonable costs (including, without limitation, the costs of any construction manager retained by Landlord) in reviewing plans and documents and in monitoring construction. Tenant shall maintain during the course of construction, at its sole cost and expense, builders’ risk insurance for the amount of the completed value of the Demised Premises and/or the buildings Alterations on an all-risk non-reporting form covering all improvements under construction, including building materials, and other improvements comprising the Demised Premises. With respect to any alterations permitted to be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses and charges thereof, (b) make the same insurance in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from amounts and against any mechanic’s liens or other liens or claims such risks as Landlord shall reasonably require in connection with the making thereof Alterations. In addition to and without limitation on the generality of the foregoing, Tenant shall ensure that its contractor(s) procure and maintain in full force and effect during the course of construction a “broad form” commercial general liability and property damage policy of insurance naming Landlord, Tenant and Landlord’s lenders, if any, as additional insureds. The minimum limit of coverage of the aforesaid policy shall be in the amount of not less than Three Million Dollars (e$3,000,000.00) by reason for injury or death of one person in any one accident or occurrence and in the amount of not less than Three Million Dollars ($3,000,000.00) for injury or death of more than one person in any one accident or occurrence, and shall contain a severability of interest clause or a cross liability endorsement. Such insurance shall further insure Landlord and Tenant against liability for property damage of at least Three Million Dollars ($3,000,000.00). (c) Tenant agrees not to proceed to make any Alterations, notwithstanding consent from Landlord to do so, until Tenant notifies Landlord in writing of the date Tenant desires to commence construction or installation of such alterationsAlterations and Landlord has approved such date in writing, not thereby and (e) by reason of in order that Landlord may post appropriate notices to avoid any liability to contractors or material suppliers for payment for Tenant’s improvements. Tenant will at all times permit such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted notices to be made by Tenant hereunder, shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approval, which approval shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached to the freehold posted and to have become remain posted until the property completion of Landlord and shall remain for the benefit of Landlord at the end of the term or other expiration of this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additionswork.

Alterations. Tenant agrees Other than the construction of the Project, which shall be governed by the provisions of Article III of the Mortgage Loan Agreement, Borrowers shall, or shall cause Mortgage Borrowers to, obtain Lender’s prior consent to any material alterations to any Improvements, which consent shall not be unreasonably withheld, conditioned or delayed. Notwithstanding the foregoing, Lender’s consent shall not be required in connection with any alterations that it will not (a) demolish have a material adverse effect on any Borrower’s or undertake any structural alterations of any of the buildings or other improvements erected upon or otherwise comprising the Demised PremisesMortgage Borrower’s financial condition, without the prior written consent of Landlord or (b) make any other alterations which would change the character of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or Collateral, the buildings and other improvements comprising applicable Property or the Demised Premises. With respect to any Net Operating Income, provided that such alterations permitted to be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses and charges thereofare made in connection with tenant improvement work performed pursuant to the terms of any Lease, (b) make do not materially adversely affect any structural component of any Improvements, any utility or HVAC system contained in any Improvements or the same in accordance with all applicable laws exterior of any building constituting a part of any Improvements and building codes in a good and workmanlike mannerthe aggregate cost thereof does not exceed the Alteration Threshold Amount, or (c) cause the same to be are performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason Restoration of such alterations, not thereby and (e) by reason a Property after the occurrence of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, shall be made a Casualty or Condemnation in accordance with the terms and provisions of the Mortgage Loan Agreement and this Agreement. To the extent Lender’s prior written approval is required pursuant to this Section 5.1.21, Lender shall have fifteen (15) Business Days from receipt of written request and any and all reasonably required information and documentation relating thereto in which to approve or disapprove such request and such written request shall state thereon in bold letters of 14 point font or larger that action is required by Lender. If Lender fails to approve or disapprove the request within such fifteen (15) Business Days, Lender’s approval shall be deemed given. Should Lender fail to approve any such request, Lender shall give Borrowers written notice setting forth in reasonable detail the basis for such disapproval. In no event shall Lender require any “consent fee” as a condition to any required approval. If the total unpaid amounts due and payable with respect to alterations to the Improvements at any Property (other than such amounts to be paid or reimbursed by tenants under the Leases) shall at any time exceed the Alteration Threshold Amount, Borrowers shall promptly deliver to Lender as security for the payment of such amounts and as additional security for Borrowers’ obligations under the Loan Documents any of the following: (A) cash, (B) U.S. Obligations, (C) other securities having a rating acceptable to Lender and that the applicable laws Rating Agencies have confirmed in writing will not, in and plans of itself, result in a downgrade, withdrawal or qualification of the then current ratings assigned to any Securities or any class thereof in connection with any Securitization, (D) a Letter of Credit, or (E) a completion and specifications previously submitted performance bond issued by an Approved Bank; provided, however, that (i) in the event (A) Mortgage Borrowers are required to Landlord for Landlord’s approvaland do deliver such security to Mortgage Lender under the Mortgage Loan Agreement, which approval or (B) if the Mortgage Loan has been paid in full, First Mezzanine Borrowers are required to and do deliver such security to First Mezzanine Lender under the First Mezzanine Loan Agreement, or (C) if the Mortgage Loan and the First Mezzanine Loan have been paid in full, Second Mezzanine Borrowers are required to and do deliver such security to Second Mezzanine Lender under the Second Mezzanine Loan Agreement; and (ii) upon request, Lender receives evidence reasonably acceptable to it of the delivery of such security by Mortgage Borrowers to Mortgage Lender, or by First Mezzanine Borrowers to First Mezzanine Lender, or by Second Mezzanine Borrowers to Second Mezzanine Lender, as applicable, then Borrowers shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, required to deliver any such security to Lender. Such security (if given as set forth above) shall at once when made or installed be deemed to have attached in an amount equal to the freehold excess of the total unpaid amounts with respect to alterations to the Improvements on the applicable Property (other than such amounts to be paid or reimbursed by tenants under the Leases) over the Alteration Threshold Amount and during the continuance of an Event of Default, Lender may apply such security from time to have become the property of Landlord and shall remain for the benefit of Landlord time at the end option of the term or other expiration of this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees Lender to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of pay for such alterations, improvements and additions.

Alterations. Tenant agrees that it will shall not make or allow to be made any alterations, additions or improvements (a“Alterations”) demolish or undertake any structural alterations of any of to the buildings or other improvements erected upon or otherwise comprising the Demised Premises, Premises without obtaining the prior written consent of Landlord or (b) make any other alterations Landlord, which would change the character such consent shall not be unreasonably withheld nor interfere with ▇▇▇▇▇▇’s use of the buildings Premises. Tenant shall deliver to Landlord the contractor’s name, state license number, a certificate of liability insurance naming Landlord and, at Landlord’s option, Landlord’s Lender(s) as an additional insured, as well as full and complete plans and specifications of all such Alterations and any subsequent modifications or other improvements comprising the Demised Premises additions to such plans and specifications, and no proposed work shall be commenced or which would weaken, impair or otherwise in any way affect the structural aspects continued by Tenant until Landlord has received and given its written approval of integrity of or lessen the value each of the Demised foregoing. Landlord shall either approve or disapprove any proposed Alteration within ten (10) days following receipt of all of the foregoing items, and if Landlord fails to deliver notice of disapproval within ten (10) days following receipt of all the foregoing items, ▇▇▇▇▇▇▇▇’s consent is deemed approved. Landlord’s consent or comments on any such plans shall not be deemed an express or implicit covenant or warranty that any plans or specifications submitted by Tenant are accurate, safe or sufficient or that the same comply with any Laws, ordinances, or building codes. Tenant will indemnify, protect, defend and hold Landlord and the Landlord Parties, and the Premises and/or harmless for, from and against any loss, damage, liability, claims, cost or expense, including attorneys’ fees and costs, incurred as a result of any defects in design, materials or workmanship resulting from ▇▇▇▇▇▇’s Alterations to the buildings and other improvements comprising the Demised Premises. With respect All Alterations which are not permanently affixed to any alterations permitted to the Premises shall remain the property of Tenant. All Alterations shall be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses and charges thereof, (b) make the same in accordance with all applicable laws and building codes done in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully manner and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection compliance with the making thereof plans and (e) specifications approved by reason of such alterations, not thereby Landlord and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, shall be made in accordance compliance with all applicable laws Laws and as-built plans and specifications previously submitted shall be provided to Landlord for Landlord’s approval, which approval shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached to the freehold and to have become the property of Landlord and shall remain for the benefit of Landlord at the end by Tenant upon completion of the term work. If reasonably required by Landlord, Tenant shall secure at Tenant’s own cost and expense a completion and lien indemnity bond or other expiration of this Lease adequate security, in as good order form and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees substance reasonably satisfactory to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additionsLandlord.

Alterations. Tenant agrees that it will LESSEE shall not (a) demolish or undertake any make structural alterations or additions of any kind to the Leased Premises, but may make nonstructural alterations provided LESSOR consent thereto in advance in writing, which consent shall not be unreasonably withheld provided said alterations are consistent in appearance and quality with the rest of the buildings or other improvements erected upon or otherwise comprising the Demised PremisesBuilding and Property. However, without the prior written consent of Landlord or (b) make LESSOR shall not be obligated to approve any other such alterations which would change subject LESSOR to additional expense to readapt or prepare the character Leased Premises for re-leasing upon the termination of the buildings or other improvements comprising the Demised Premises this Lease or which would weaken, impair or otherwise in any way affect increase the structural aspects of integrity of or lessen the value Real Estate Tax Expenses of the Demised Premises and/or the buildings Property. All such allowed alterations shall be at LESSEE's sole risk and other improvements comprising the Demised Premises. With respect to any alterations permitted to expense, shall conform with LESSOR's construction specifications, shall be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses and charges thereof, (b) make the same performed in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who and shall not create comply with all applicable codes and regulations. If LESSOR performs any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims services for LESSEE in connection with such alterations or otherwise, any just invoice will be considered additional rent and will be promptly paid. LESSEE shall not permit any mechanics' liens, or similar liens, to remain upon the making thereof Leased Premises in connection with work of any character performed or claimed to have been performed at the direction of LESSEE and shall cause any such lien to be released or removed without cost to LESSOR within ten (e10) days of written request by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value LESSOR. Any alterations or improvements shall become part of the Demised Premises. All alterations, improvements real estate and additions to the Demised Premises permitted to be made by Tenant hereunder, shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approval, which approval shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached to the freehold and to have become the property of Landlord LESSOR. LESSEE shall remove any alteration or addition made by it and shall remain for restore the benefit of Landlord at Leased Premises and other affected area(s), if any, to the end of the term or other expiration of this Lease in as good order and same condition as they were when installedin on the Lease Commencement Date upon the expiration or termination of this Lease if LESSOR so directs. Any alterations completed by LESSOR shall be “building standard” unless noted otherwise. LESSOR shall have the right at any time to change the arrangement and layout of parking areas, reasonable wear stairs, walkways, common areas and tear excepted. In other areas of the event in Property not contained within the making Leased Premises, to install, repair, replace, remove, use, maintain and relocate for service to the Leased Premises and to other parts of such alterationthe Property, pipes, ducts, conduits, wires and fixtures wherever located inside or outside of the Building and the Property, to change the boundaries of the lot upon which the Building is located, to construct additions to existing buildings on the Property, and to construct additional buildings and improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from on the undertaking or making of such alterations, improvements and additionsProperty.

Alterations. Tenant agrees that it will not (a) demolish or undertake any structural alterations of any of the buildings or other improvements erected upon or otherwise comprising the Demised Premises, without With the prior written consent of Landlord, Tenant may from time to time, at its sole cost and expense and after giving Landlord copies of all architectural plans and specifications and related governmental permits, make alterations, replacements, additions, changes, and improvements (collectively referred to in this Article as “Alterations”) in and to the interior of the Leased Premises as it may find necessary or convenient for operating the Leased Premises for the Permitted Use. Landlord may condition such consent as Landlord reasonably determines, including, without limitation, a condition requiring Tenant to remove any such Alteration upon the expiration or termination of the Lease Term and restoring the Leased Premises to the condition which existed on the date Tenant took possession, subject to normal wear and tear. Landlord shall give Tenant notice at the time of granting any such consent indicating whether Landlord will require Tenant to remove any such Alteration upon the expiration or termination of the Lease Term. Notwithstanding the foregoing, Tenant shall be permitted, without Landlord’s consent, to make alterations of a cosmetic nature such as painting, wallpapering, hanging pictures and installing carpet, so long as such alterations (i) are not visible from the exterior of the Leased Premises and (ii) do not affect the roof or any structural element of the Building, or the mechanical, electrical, plumbing, heating, ventilating, air-conditioning and fire protection systems of the Building. (b) make any other alterations which would change All Alterations made on the character of the buildings or other improvements comprising the Demised Leased Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses and charges thereof, (b) make the same in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approval, which approval shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached to the freehold and to have become the property of Landlord at the expiration or termination of the Lease Term and shall remain be surrendered with the Leased Premises. Notwithstanding the foregoing, so long as Tenant is not in default under this Lease at the time of such expiration or termination, Tenant may remove its trade fixtures (including, without limitation, data cabling) from the Leased Premises, subject, however to the obligation of Tenant to repair any damage by its removal of any such trade fixtures, which obligation shall survive such expiration or termination. (c) Notwithstanding anything contained herein to the contrary, Tenant shall, at its sole cost and expense, make any non-structural alteration and Landlord shall make all structural or capital alterations to or on the Leased Premises, or any part thereof that may be necessary or required by reason of any law, rule, regulation or order promulgated by any competent government authority. (d) Tenant shall make or cause to be made any Alteration promptly and in a good workmanlike manner, in compliance with all applicable permits and authorizations and building and zoning laws and all laws, in accordance with the orders, rules and regulations of the Board of Fire Insurance Underwriters and any other body hereafter exercising similar functions having or asserting jurisdiction over the Leased Premises. (e) Tenant may contract with Landlord to complete construction of any Alteration and Landlord shall provide Tenant with a bid for the benefit of cost thereof prepared by Landlord’s construction contractor(s). Alternatively, Tenant may obtain additional bids if it so chooses and engage its own contractor, provided Landlord at the end receives copies of the term bids and approves Tenant’s contractor and proposed materials, in writing, prior to the commencement of the work relating to such Alteration. Landlord shall not be responsible for the quality or other expiration nature of this Lease in as good order and condition as they were when installed, reasonable wear and tear exceptedthe work performed by any contractor engaged by Tenant. In the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees to shall indemnify and hold Landlord harmless Landlord from and against all costs, expenses, liens, claims and damages arising out ofany damage to the Building, or resulting from any other loss, cost, expense or other liability suffered by Landlord by reason of the undertaking act or making omission of such alterations, improvements and additionsany contractor so engaged by Tenant.

Alterations. Tenant agrees that it will shall not (a) demolish make or undertake cause to be made any structural alterations of alterations, additions or improvements or install or cause to be installed any of the buildings fixtures, signs, floor coverings, interior or other improvements erected upon exterior lighting, plumbing fixtures, or otherwise comprising the Demised Premisesshades or awnings, without the prior written consent of Landlord or (b) make any other alterations which would change the character of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses and charges thereof, (b) make the same in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions changes to the Demised Leased Premises permitted to be made by Tenant hereunder, shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for without first obtaining Landlord’s 's written approval, which approval shall not be unreasonably withheld withheld. Tenant shall present to the Landlord plans and specifications for such work at the time approval is sought. In the event Landlord consents to the making of any alterations, additions, or delayedimprovements to the Leased Premises by Tenant, andthe same shall be made by Tenant at Tenant's sole cost and expense. All such work with respect to any alterations, additions, and changes shall be done in a good and workmanlike manner and diligently prosecuted to completion such that, except for removable trade fixturesas absolutely necessary during the course of such work, the Leased Premises shall at all times be a complete operating unit. Any such alterations, additions, or changes shall be performed and done strictly in accordance with all laws and ordinances relating thereto. In performing the work or any such alterations, additions, or changes, Tenant shall have the same performed in such a manner as not to obstruct access to any portion of the Building. Any alterations, additions, or improvements to or of the Leased Premises, including, but not limited to, wallcovering, fume hoods, darkroom, paneling, and built-in cabinet work, but excepting movable furniture and equipment, shall at once when made or installed become a part of the realty and shall be deemed to have attached to surrendered with the freehold and to have become the property of Premises, unless Landlord and shall remain for Tenant agree at any time that the benefit of Landlord specific improvement may be removed by Tenant at the end of the term or other expiration of this Lease in as good order and condition as they were when installedTerm provided Tenant restores the premises to its original condition, reasonable wear and tear excepted. In If there is an agreement to allow removal, such items which are the event in subject of agreement shall be listed on Exhibit F which agreement, as may be revised by the making parties from time to time, shall be made a part of such alteration, improvements and additions this Lease. The parties have agreed as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additions.items 1 through 8 listed on Exhibit F.

Alterations. A. Tenant agrees that it will shall not (a) demolish make any alterations to the Leased Premises or undertake any structural alterations of any of the buildings or other improvements erected upon or otherwise comprising Building without first obtaining the Demised Premises, without the prior written consent of Landlord in each such instance, which consent shall not be unreasonably withheld so long as such alteration (i) would not have an adverse affect on the Building structure or the Building systems or otherwise affect the elevator lobbies or restrooms, (bii) make any other alterations which would change not affect the character exterior appearance of the buildings or other improvements comprising Building, (iii) comply with all applicable laws, and (iv) would not interfere with another occupant’s normal and customary business operations. Notwithstanding the Demised foregoing, Landlord’s consent shall not be required for any alteration (each, a “Permitted Alteration”) that (i) is limited to the interior of the Leased Premises or which would weaken, impair or otherwise in any way and the cost of such alteration does not exceed $100,000.00; and (ii) does not adversely affect the structural aspects of integrity of or lessen the value structure of the Demised Premises and/or Building or the buildings and other improvements comprising the Demised PremisesBuilding systems. With respect to any All alterations permitted to be made by Tenant pursuant shall (unless expressly provided to the contrary in this Article TenLease) be made at Tenant’s sole cost and expense (including all expenses for obtaining any required governmental permits and approvals). Landlord hereby agrees that it shall not unreasonably withhold its consent in the event that Tenant desires, at Tenant’s sole cost and expense, to replace the northwest elevator with an elevator of a size typically used in hospitals. B. Prior to commencing any alteration, Tenant shall give notice (aeach, an “Alteration Notice”) pay all costs, expenses and charges to Landlord thereof, and, to the extent that good construction practice requires plans and specifications to be prepared with respect to such alteration, such notice shall be accompanied by a copy of such plans and specifications. In the case of any alteration that is not a Permitted Alteration (beach, a “Material Alteration”), Landlord, within ten (10) make days after its receipt of such notice, shall either (i) give its written consent to such Material Alteration, or (ii) deny its consent and request revisions or modifications to such Material Alteration. If (x) Landlord so denies its consent and requests such revisions or modifications, and (y) Tenant wishes to pursue such Material Alteration, then Tenant shall submit such revisions or modifications to Landlord. Within seven (7) days following receipt by Landlord of such revisions or modifications, Landlord shall give its written consent thereto or shall request other revisions or modifications therein (but relating only to the same extent Tenant has failed to comply with Landlord’s earlier requests). The preceding two sentences shall be implemented repeatedly until Landlord gives its written consent to the Material Alteration in question. If (i) Landlord fails to deny its consent to a Material Alteration in a writing that sets forth the reasons for such denial within the aforesaid 10-day period, or (ii) Landlord fails to deny its consent to such a revision or modification of a Material Alteration in a writing that sets forth the reasons for such denial within the aforesaid 7-day period, then Tenant shall submit a second notice to Landlord, and if Landlord fails to respond to such second notice within seven (7) days following receipt thereof by Landlord, Landlord shall be deemed to have consented to such Material Alteration or such revision or modification, as the case may be. Any dispute as to whether Landlord’s denial of consent to a Material Alteration was proper shall be determined by arbitration in accordance with Section 37 below. Landlord’s approval of Tenant’s plans and specifications for any work performed for or on behalf of Tenant shall not be deemed to be a representation by Landlord that such plans and specifications comply with applicable insurance requirements, building codes, ordinances, laws or regulations or that the alterations, additions and improvements constructed in accordance with such plans and specifications will be adequate for Tenant’s use. Tenant shall indemnify, defend (with counsel reasonably acceptable to Landlord) and hold harmless the Landlord Parties from and against all applicable laws costs (including attorneys’ fees and costs of suit), losses, liabilities, or causes of action arising out of or relating to any alterations, additions or improvements made by Tenant to the Leased Premises, including but not limited to any mechanics’ or materialmen’s liens asserted in connection therewith. C. Tenant shall perform all Tenant alterations with contractors and subcontractors approved by Landlord, such approval not to be unreasonably withheld, conditioned or delayed. D. Landlord, upon Tenant’s written request, shall (at no expense to Landlord) furnish or execute promptly any documents, information, consents or other materials which are necessary in connection with Tenant’s efforts to obtain any license or permit for the making of any approved or Material Alteration. Prior to commencement of construction of any alterations, Tenant shall deliver to Landlord the building codes permit, a copy of the executed construction contract covering the alterations, in each case to the extent applicable, and evidence of contractor’s and subcontractor’s insurance, such insurance being with such companies, for such periods and in such amounts as Landlord may reasonably require, naming the Landlord Parties as additional insureds. Tenant shall pay to Landlord within ten (10) days after receipt of written request along with evidence substantiating such cost, a good review fee in the amount of Landlord’s actual reasonable professional costs incurred to compensate Landlord for the cost of review and workmanlike mannerapproval of the plans and specifications to the extent applicable. Tenant shall deliver to Landlord a copy of the “as-built” plans and specifications for all alterations or physical additions so made in or to the Leased Premises to the extent applicable, and shall reimburse Landlord for the cost incurred by Landlord to update its current architectural plans for the Building to the extent applicable. E. Tenant shall not be deemed to be the agent or representative of Landlord in making any such alterations, physical additions or improvements to the Leased Premises, and shall have no right, power or authority to encumber any interest in the Complex in connection therewith other than Tenant’s leasehold estate under this Lease Agreement. However, should any mechanics’ or other liens be filed against any portion of the Complex or any interest therein (cother than Tenant’s leasehold estate hereunder) by reason of Tenant’s acts or omissions or because of a claim against Tenant or its contractors, Tenant shall cause the same to be performed canceled or discharged of record by qualified contractors who bond or otherwise within twenty (20) days after notice by Landlord. If Tenant shall not create fail to cancel or discharge said lien or liens, within said twenty (20) day period, which failure shall be deemed to be a default hereunder, Landlord may, at its sole option and in addition to any labor other remedy of Landlord hereunder, cancel or other disturbance at discharge the Demised same and upon Landlord’s demand, Tenant shall promptly reimburse Landlord for all costs incurred in canceling or discharging such lien or liens. F. Tenant shall cause all alterations, physical additions, and improvements (including fixtures), constructed or installed in the Leased Premises while performing sameby or on behalf of Tenant to comply with all applicable governmental codes, (d) fully ordinances, rules, regulations and completely indemnify laws. Tenant acknowledges and hold harmless agrees that neither Landlord’s review and approval of Tenant’s plans and specifications nor its observation or supervision of the construction or installation thereof shall constitute any warranty or agreement by Landlord from that same comply with such codes, ordinances, rules, regulations and against laws. G. Tenant shall be wholly responsible for any mechanic’s liens accommodations or other liens or claims in connection alterations that are required by applicable governmental codes, ordinances, rules, regulations and laws to be made to the Leased Premises to accommodate disabled employees and customers of Tenant, including, without limitation, compliance with the Americans with Disabilities Act (42 U.S.C. §§ 12101 et seq.) and the Texas Architectural Barriers Act (Tex.Rev.Civ.Stat. Art 9201) (collectively, the “Accommodation Laws”). Except to the extent provided below, Landlord shall be responsible for making thereof all accommodations and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce alterations to the economic value Common Areas of the Demised PremisesBuilding necessary to comply with the Accommodation Laws. All alterationsNotwithstanding the foregoing, improvements Landlord may perform, at Tenant’s sole cost and expense, any accommodations or alterations that are required by the Accommodation Laws to any area outside of the Leased Premises which are triggered by any alterations or additions to the Demised Leased Premises permitted to be made by Tenant hereunderor Tenant’s use of the Leased Premises. Landlord represents and warrants that as of the date hereof, shall be made in accordance the Building complies with all Accommodation Laws and all other applicable laws governmental codes, ordinances, rules, regulations and plans and specifications previously submitted to Landlord for Landlord’s approval, which approval shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached to the freehold and to have become the property of Landlord and shall remain for the benefit of Landlord at the end of the term or other expiration of this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additionslaws.

Alterations. Tenant agrees that it will may not make any improvements, alterations, additions or changes to the Premises or any mechanical, plumbing or HVAC facilities or systems pertaining to the Premises (acollectively, the “Alterations”) demolish or undertake any structural alterations of any of the buildings or other improvements erected upon or otherwise comprising the Demised Premises, without first procuring the prior written consent of Landlord or (b) make any other alterations to such Alterations, which would change the character of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to consent shall be made requested by Tenant pursuant not less than ten (10) business days prior to this Article Ten, Tenant shall (a) pay all costs, expenses and charges the commencement thereof, (b) make the same in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approval, which approval consent shall not be unreasonably withheld by Landlord, provided it shall be deemed reasonable for Landlord to withhold its consent to any Alteration which may violate the CAP Process described in Section 5.3 above, or delayedmay adversely affect the structural portions or the systems or equipment of the Building, andor has a material effect on the exterior appearance of the Building when the Building is viewed in its entirety from the street of from a neighboring building. Notwithstanding the foregoing, except Tenant shall be permitted to make Alterations without Landlord’s prior consent and without prior notice to Landlord (subject to the terms of Article 9, below), to the extent that such Alterations cost less than $10,000.00 for removable a particular job or work and are strictly cosmetic (such as painting or carpeting). Notwithstanding the foregoing, Tenant shall be permitted to make Alterations following three (3) business days’ prior written notice to Landlord, but without Landlord’s prior consent, to the extent that such Alterations (i) do not adversely affect the Building Structure, Building Systems or equipment, (ii) does not have a material effect on the exterior appearance of the Building when the Building is viewed in its entirety from the street of from a neighboring building, (iii) cost more than $10,000.00 but less than $100,000.00 for a particular job of work, and (iv) would not require Tenant to obtain Landlord’s consent pursuant to the terms and conditions of Section 5.3 of this Lease. The construction of the initial improvements to the Premises shall be governed by the terms of the Tenant Work Letter and not the terms of this Article 8. Tenant’s trade fixtures, furniture, equipment and other personal property installed in the Premises (“Tenant’s Property”) shall at once when made or installed all times be deemed to have attached and remain Tenant’s property. For the avoidance of doubt, the items listed on Exhibit N shall be considered Tenant’s Property. Except for Alterations which cannot be removed without structural injury to the freehold Premises or the Building, at any time Tenant may remove Tenant’s Property from the Premises, provided that Tenant repairs all damage caused by such removal and to have become returns the property of Landlord and shall remain for the benefit of Landlord at the end affected portion of the term or other expiration Premises to the condition that existed prior to the installation of this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additionsTenant’s Property.

Alterations. After the Commencement Date, Tenant agrees that it will shall not make or permit any Alterations in, on or about the Premises, except for nonstructural Alterations not exceeding Twenty-Five Thousand and no/100ths Dollars (a$25,000.00) demolish or undertake in cost during any structural alterations of any of the buildings or other improvements erected upon or otherwise comprising the Demised Premisestwelve (12) month period, without the prior written consent of Landlord or (b) make any other alterations Landlord, which would change consent shall not be unreasonably withheld, and according to plans and specifications reasonably approved in writing by Landlord. Notwithstanding the character of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to be made by Tenant pursuant to this Article Tenforegoing, Tenant shall not, without the prior written consent of Landlord, make any (ai) pay all costsalterations to the exterior of the Building; (ii) alterations to and penetrations of the roof of the Building; or (iii) alterations visible from outside the Building to which Landlord may withhold Landlord's consent on wholly aesthetic grounds. All Alterations shall be installed at Tenant's sole expense, expenses and charges thereof, (b) make the same in accordance compliance with all applicable laws and building codes permit requirements by a licensed contractor, shall be done in a good and workmanlike mannermanner conforming in quality and design with the Premises existing as of the Commencement Date, (c) cause the same to be performed by qualified contractors who and shall not create any labor or other disturbance at diminish the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of either the Demised Building or the Premises. All alterations, improvements and additions to the Demised Premises permitted to be Alterations made by Tenant hereunder, shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approval, which approval shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached to the freehold and to have become the property of Landlord upon installation and shall remain for not be deemed Tenant's Personal Property; provided, however, that Landlord may, at its option, require that Tenant, at Tenant's expense, remove any or all Alterations installed by Tenant and return the benefit of Landlord at the end Premises to their condition as of the term or other expiration Commencement Date of this Lease in as good order and condition as they were when installedLease, reasonable normal wear and tear exceptedexcepted and subject to the provisions of Paragraph 23. In If Tenant removes any Alterations as required or permitted herein, Tenant shall repair any and all damage to the event Premises caused by such removal and return the Premises to their condition as of the Commencement Date, normal wear and tear excepted and subject to the provisions of Paragraph 22. Notwithstanding any other provision of this Lease, Tenant shall be solely responsible for the maintenance and repair of any Alterations made by it to the Premises. The provisions of this Paragraph 12 shall not apply to the Tenant Improvements which shall be governed by the provisions set forth in the making of such alteration, improvements and additions Work Letter Agreement attached as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additions.EXHIBIT D.

Alterations. Tenant agrees Upon approval by RX Technology in writing, Six Flags shall have the right, but not the obligation, to make alterations, modifications, additions, improvements or updates, at RX Technology sole cost and expense, to the Facility and/or the Equipment (as hereinafter defined), as hereinafter defined (collectively, the "Alterations"); provided, however, that it will not RX Technology shall have been deemed to approve Alterations if: (i) the Alterations are reasonably required by Six Flags: (a) demolish for safety, quality or undertake any structural alterations of any of the buildings or other improvements erected upon or otherwise comprising the Demised Premisesfinancial control reasons, without the prior written consent of Landlord or (b) make if new technology and improvements are made to the same type of Facility and/or Equipment in the industry and/or (ii) required by any other alterations which would change the character of the buildings applicable laws, rules or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premisesregulations. With respect to any alterations permitted to All such Alterations shall be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses and charges thereof, (b) make the same in accordance with all applicable laws and building codes in a good and workmanlike manner. RX Technology agrees to pay Six Flags for the reasonable cost of such Alterations within thirty (30) days of receipt of an invoice therefor. (i) RX Technology agrees to make alterations, modifications, additions, improvements or updates, at its sole cost and expense (including any necessary design and engineering expenses), to the Facility and/or the Equipment, as shall be mutually agreeed to by the parties and in accordance with the Design Policy. (ii) RX Technology covenants that it will not make, or suffer or permit to be made, any Alterations in, on, or to the Facility and/or the Equipment without first: (a) notifying Six Flags in writing sufficiently in advance of the commencement thereof to enable Six Flags to post or record or both, appropriate and effective notices of non-responsibility, (b) obtaining the written consent of Six Flags thereto, which consent Six Flags shall not unreasonably withhold provided that the proposed Alterations are of high quality and in harmony with the overall design and appearance of the Park, and necessary to operate the Concession in a safe and efficient manner, (c) cause obtaining the same written approval of Six Flags as to be performed by qualified contractors all contractors, subcontractors, and materialmen who shall not create any labor will perform work or other disturbance at the Demised Premises while performing same, Goods or supply materials in connection therewith and (d) fully obtaining the written consent of Six Flags with respect to the proposed commencement and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason completion date of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approval, which approval shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached to the freehold and to have become the property of Landlord and shall remain for the benefit of Landlord at the end of the term or other expiration of this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additionsAlterations.

Alterations. Tenant agrees that it will not (a) demolish or undertake any structural alterations of any of the buildings or other improvements erected upon or otherwise comprising the Demised PremisesTenant shall not, without the prior written consent of Landlord, make any alterations, improvements or additions to the Premises. If Landlord consents to any alterations, improvements or additions, it may impose such conditions with respect thereto as Landlord deems appropriate, including, without limitation, Landlord’s approval of the contractors to perform the work, contractor’s lien waivers, insurance against liabilities which may arise out of such work, plans, specifications and permits necessary for such work and as built drawings upon completion of such work. All work done by Tenant or its contractors pursuant to and in accordance with this Paragraph 8, or otherwise shall be done in a first class workmanlike manner, using only good grades of materials and without disturbing other tenants, shall be done in compliance with all insurance requirements and all applicable laws or ordinances and rules and regulations of governmental departments or agencies and shall be done by responsible contractors and subcontractors approved by Landlord in advance whose engagement will not in Landlord’s opinion, and in fact does not, result in any labor dispute at the Building, whether in connection with any construction at the Building, the operation of the Building or otherwise. (b) make any other alterations which would change the character of the buildings All alterations, additions or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay and all costs, expenses and charges thereof, (b) make the same in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approval, which approval shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have fixtures attached to the freehold and to have Premises shall become the property of Landlord and shall remain for the benefit of Landlord at the end Premises or, at Landlord’s option, any or all of the term foregoing shall be removed at the cost of Tenant before the expiration or other expiration sooner termination of this Lease and in as good order and condition as they were when installedsuch event Tenant shall repair all damage to the Premises caused by the installation and/or removal thereof. Tenant shall not permit or suffer any signs, reasonable wear and tear excepted. In advertisements or notices to be displayed, inscribed upon or affixed on any part of the event outside or inside of the Premises, or in the making Building, except on the directory board to be provided by Landlord and on the entrance doors of the Premises, provided, however, that Tenant shall not display, inscribe or affix any sign on such directory board or on the entrance doors of the Premises without, in each instance, obtaining the prior written approval from Landlord as to the size, color and style of such alteration, improvements sign and additions as herein provided, Tenant further agrees the proposed method of attachment. Landlord shall have the right to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additionsremove unauthorized signs at Tenant’s expense.

Alterations. Tenant agrees that it will shall have the right from time to time after the completion of the Building(s) and at its sole cost and expense to make additions, alterations and changes, structural or otherwise (any addition, alteration or change involving an estimated cost up to but not exceeding $750,000, reasonably adjusted for inflation every 5 Years in the same manner as the Base Rent is adjusted pursuant to Section 4.1 hereof, being called an “Alteration” and any addition, alteration, or change involving an estimated cost of more than $750,000 being hereinafter called a “Substantial Alteration”) in or to the Premises, provided no Event of Default shall be continuing, subject, however, in all cases to the following: (a) demolish or undertake any structural alterations of any of the buildings or other improvements erected upon or otherwise comprising the Demised Premises, without the No Substantial Alteration shall be commenced except after twenty (20) days prior written consent of Landlord or notice to Landlord. (b) make any No Alteration or Substantial Alteration shall be undertaken until Tenant shall have procured and paid for, so far as the same may be required from time to time, all permits and authorizations from all municipal departments and governmental sub-divisions having jurisdiction. Landlord shall join, but without expense to Landlord, in the application for such permits or authorizations whenever such action is necessary. (c) Any Substantial Alteration (other than alterations which would change affecting the character of the buildings or other improvements comprising the Demised Premises or which would weakenplumbing, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings heating, electrical and other improvements comprising Building utilities) shall be conducted under the Demised Premises. With respect to any alterations permitted supervision of an architect or engineer selected by Tenant, and no such Substantial Alteration shall be made, except in accordance with detailed plans and specifications and cost estimates prepared and approved in writing by such architect or engineer and reasonably approved in writing by Landlord, such approval not to be made by Tenant pursuant unreasonably withheld, conditioned or delayed. In addition to this Article Tenthe items mentioned in the preceding sentence, Tenant shall also provide to Landlord evidence reasonably satisfactory to Landlord as to the funds available to Tenant to complete such Substantial Alteration. (ad) pay all costs, expenses Any Alterations or Substantial Alterations shall be made with reasonable dispatch (Unavoidable Delays excepted) and charges thereof, (b) make the same in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully manner and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, shall be made compliance in accordance all material respects with all applicable permits and authorizations and buildings and zoning laws and plans and specifications previously submitted to Landlord for Landlord’s approval, which approval shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached to the freehold and to have become the property with all other Legal Requirements of Landlord and shall remain for the benefit of Landlord at the end of the term or other expiration of this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additionsany Governmental Authority.

Alterations. Tenant shall have the sole and complete right and authority, without Landlord’s consent or approval but subject to the provisions contained in any REAs and Overleases relating to alterations, to alter or change each Property Location in any way, including, without limitation, dividing each Property Location (excluding any subdivision of any land) and adding additional signage; provided that (i) Tenant gives Landlord prior written notice of any material alterations, and (ii) at any one time Tenant may not make any proposed structural alterations to any Property Location in excess of Two Million Dollars ($2,000,000) per Lease Year, increased annually based on increases in the CPI (as defined in Section 31.16) (the “Alteration Cap”), without Landlord’s prior written consent, which consent shall not be unreasonably, withheld, conditioned or delayed, it being understood, however, that the refusal or failure of Landlord’s Mortgagee to grant consent (to the extent required and applicable) to the alterations shall be a reasonable basis for Landlord to withhold its consent. For the purposes of this Lease, the term “structural” shall mean the roof, foundation or load-bearing walls of any Building. In addition, Tenant shall not demolish, replace or materially alter any structural or non-structural portions of any Building or any other improvements located on a Property Location, or any part thereof, or make any addition thereto, whether voluntary or in connection with a repair or Restoration (as defined in Section 14.01) required by this Lease (collectively, the “Capital Improvement”), unless Tenant shall comply with the following requirements: (a) Each Capital Improvement, when completed, shall be of such a character as not to materially reduce the value of the applicable Property Location below its value immediately before construction of such Capital Improvement was commenced; (b) Each Capital Improvement shall be made with reasonable diligence (subject to Force Majeure) and in a good and workmanlike manner and in compliance with all applicable permits and authorizations and, as applicable, any of the REAs and Overleases. No Capital Improvement shall impair the safety or structural integrity of the applicable Building; (c) In connection with the construction of any Capital Improvement, the applicable Property Location and the assets of Landlord shall (subject to the provisions of Article 26) at all times be free of liens for work, services, labor and materials supplied or claimed to have been supplied to the applicable Property Location; (d) No structural Capital Improvement shall be undertaken without obtaining the insurance required by Section 6.01 hereof, and “all risk” builder’s risk property insurance for the full replacement cost of the subject Capital Improvement on a completed value basis; (e) No Capital Improvement shall be undertaken until Tenant shall have procured and paid for, insofar as the same may be required from time to time, all permits and authorizations of all governmental authorities for such Capital Improvement. Landlord shall join in the application for such permit or authorization and cooperate with Tenant and execute any additional documents as may be necessary to allow Tenant to complete the alterations and changes, provided it is made without cost, liability, obligation or expense to Landlord. Tenant agrees that it will not (a) demolish or undertake any structural alterations of any of the buildings or other improvements erected upon or otherwise comprising the Demised Premisesdefend, without the prior written consent of Landlord or (b) make any other alterations which would change the character of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses and charges thereof, (b) make the same in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless the Landlord Indemnified Parties from and against any mechanic’s liens and all Losses arising from or other liens or claims related to construction of any Capital Improvements and any failure to comply with the requirements in connection with a Capital Improvement as described in this Section; (f) All Capital Improvements shall be deemed a part of the making thereof Premises and, except as set forth in Section 7.02, belong to Landlord at the expiration or early termination of the Term, and (e) Tenant shall execute and deliver to Landlord such instruments as Landlord may require to evidence the ownership by reason Landlord of such alterationsCapital Improvements; and (g) Excluding Capital Improvements required as a result of any condemnation or casualty or required to comply with Legal Requirements, the maximum costs of Capital Improvements that are not thereby and substantially complete or not fully paid for by Tenant, at any one time, shall not exceed Thirty Million Dollars (e) by reason of such alterations$30,000,000), not thereby reduce increased annually based on increases in the economic value CPI. Upon completion of the Demised Premises. All alterationsCapital Improvements, improvements and additions to Tenant shall promptly provide Landlord with (1) an architect’s certificate certifying that the Demised Premises permitted to be made by Tenant hereunder, shall be made Capital Improvements have been completed in accordance conformity with all applicable laws and the plans and specifications previously submitted to Landlord for Landlord’s approval, which approval shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached to therefor (if the freehold and to have become the property of Landlord and shall remain for the benefit of Landlord at the end of the term or other expiration of this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in the making alterations are of such alteration, improvements and additions a nature as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from would customarily require the undertaking or making issuance of such alterationscertificate from an architect), improvements (2) a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy under applicable Laws), and additions(3) any other documents or information reasonably requested by Landlord.

Alterations. Tenant agrees that it will shall not (a) demolish make alterations, additions or undertake any structural alterations of any improvements to the Premises or other portions of the buildings or other improvements erected upon or otherwise comprising Property after the Demised Premises, Commencement Date which are not part of the initial Tenant’s Work provided for herein (collectively referred to as “Alterations”) without first obtaining the prior written consent of Landlord in each instance, which consent shall not be unreasonably withheld or delayed. If Landlord does not respond to Tenant’s request for consent within ten (b10) make business days, Landlord shall be deemed to have granted its consent. However, Landlord’s consent shall not be required for any other alterations which would change the character Alteration that satisfies all of the buildings or other improvements comprising following criteria (a “Cosmetic Alteration”): (1) is of a cosmetic nature such as painting, wallpapering, hanging pictures and Installing carpeting; (2) is not visible from the Demised exterior of the Premises or which would weaken, impair or otherwise in any way Property; (3) will not affect the structural aspects of integrity of systems or lessen the value structure of the Demised Property; and (4) does not require work to be performed inside the walls or above the ceiling of the Premises and/or the buildings (other than installation of telephone, computer, data transmission, internet and other improvements comprising telecommunications cables and wires). However, even though consent is not required, the Demised Premisesperformance of Cosmetic Alterations shall be subject to all the other provisions of this Section 9.3. With respect Prior to any alterations permitted to be made by Tenant pursuant to this Article Tenstarting work, Tenant shall (a) pay all costs, expenses and charges thereof, (b) make the same in accordance furnish Landlord with all applicable laws and building codes in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, shall be made in accordance with all applicable laws and plans and specifications previously reasonably acceptable to Landlord: names of contractors reasonably acceptable to Landlord (provided that Landlord may designate specific contractors with respect to Property systems); necessary permits and approvals; and evidence of contractor’s and subcontractor’s insurance in amounts reasonably required by Landlord. Material changes to the plans and specifications must also be submitted to Landlord for Landlord’s its approval, which approval shall not be unreasonably withheld or delayed. Alterations shall be constructed in a good and workmanlike manner using materials of a quality that is at least equal to the quality designated by Landlord as the minimum standard for the Premises. Landlord may designate reasonable rules, regulations and procedures for the performance of work, in the Premises and, to the extent reasonably necessary to avoid disruption to the occupants of the Building, shall have the right to designate the time when Alterations may be performed. Tenant shall reimburse Landlord within thirty (30) days after receipt of an invoice for reasonable sums paid by Landlord for third party examination of Tenant’s plans for non-Cosmetic Alterations, provided that no such reimbursement shall be due with respect to Tenant’s initial Alterations in the Premises. Upon completion, Tenant shall furnish “as-built” plans (except for removable trade fixturesCosmetic Alterations), completion affidavits, full and final waivers of lien and receipted bills covering all labor and materials. Tenant shall at once when made assure that the Alterations comply with all insurance requirements and Laws. Landlord’s approval of an Alteration shall not be a representation by Landlord that the Alteration complies with applicable Laws or installed will be deemed to have attached to the freehold and to have become the property of Landlord and shall remain adequate for the benefit of Landlord at the end of the term or other expiration of this Lease in as good order and condition as they were when installedTenant’s use. CONOCO ▇▇▇▇▇▇▇▇, reasonable wear and tear excepted. In the event in the making of such alteration1144 EASTLAKE LEASE PAGE 7 SEPTEMBER 12, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additions.2003

Alterations. Tenant agrees that it will shall not (a) demolish permit alterations in or undertake any to the Leased Premises unless and until the plans have been approved by Landlord in writing, which approval as to interior non-structural alterations shall not be unreasonably withheld, conditioned or delayed. As a condition of any such approval, Landlord may require Tenant to remove the alterations and restore the Leased Premises upon termination of this Lease; otherwise, all such alterations shall at Landlord's option become a part of the buildings or other improvements erected upon or otherwise comprising realty and the Demised Premisesproperty of Landlord, without the prior written consent of Landlord or (b) make any other alterations which would change the character of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premisesshall not be removed by Tenant. With respect to any alterations permitted to be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay ensure that all costs, expenses and charges thereof, (b) make the same in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, alterations shall be made in accordance with all applicable laws laws, regulations and building codes, in a good and workmanlike manner and of quality equal to or better than the original construction of the Building. No person shall be entitled to any lien derived through or under Tenant for any labor or material furnished to the Leased Premises, and nothing in this Lease shall be construed to constitute a consent by Landlord to the creation of any lien. If any lien is filed against the Leased Premises for work claimed to have been done for or material claimed to have been furnished to Tenant, Tenant shall cause such lien to be discharged of record within thirty (30) days after filing. Tenant shall indemnify Landlord from all costs, losses, expenses and attorneys' fees in connection with any construction or alteration under this Section 7.03, not performed by Landlord or an affiliate, and any related lien. Notwithstanding anything contained herein to the contrary, Tenant shall have the right, without Landlord's consent, and in compliance with all other provisions of this Section, to make any non-structural alterations to the Leased Premises which do not materially impact the Building's mechanical or electrical systems, and the aggregate cost of which does not exceed Fifty Thousand Dollars ($50,000.00) per project for a total project cost not to exceed One Hundred Fifty Thousand Dollars ($150,000.00) per year, provided that Tenant gives Landlord fifteen (15) business days prior written notice of any such alteration, along with copies of all plans and specifications previously submitted to Landlord for relating thereto and complies with Landlord’s approval, which approval shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached to the freehold 's reasonable and to have become the property of Landlord and shall remain for the benefit of Landlord at the end of the term or other expiration of this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additionscustomary procedures.

Alterations. Tenant agrees Except for aesthetic or cosmetic changes that it will are not (a) demolish or undertake any structural alterations of any readily visible from the exterior of the buildings or other improvements erected upon or otherwise comprising the Demised Leased Premises, without the prior written consent of Landlord or (b) make any other alterations which would change the character of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay not permit alterations in or to the Leased Premises unless and until Landlord has approved the plans therefor in writing. As a condition of such approval, Landlord may require Tenant to remove the alterations and restore the Leased Premises upon termination of this Sublease, which Landlord will expressly state in writing when approving said plans; otherwise, all costssuch alterations shall, expenses at Landlord's option, become a part of the realty and charges thereofthe property of Landlord, (b) make the same in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) be removed by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised PremisesTenant. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, shall ensure that all alterations shall be made in accordance with all applicable laws laws, regulations and plans building codes, in a good and specifications previously submitted workmanlike manner and of quality equal to or better than the original construction of the Building. Tenant shall indemnify Landlord from all reasonable and documented costs, losses, expenses and reasonable attorneys' fees in connection with any construction or alteration for work performed by or on behalf of Tenant. Contractors and subcontractors authorized by Landlord to perform such alterations shall be subject to Landlord’s written consent, including any contingencies included therein. Prior to commencing any alterations performed by any contractor, Tenant or contractor shall: (a) obtain all permits, licenses, and approvals required for Tenant to perform such work; (b) deliver to Landlord: (i) copies of such permits, licenses, and approvals and (ii) evidence reasonably satisfactory to Landlord for Landlordthat Tenant and/or Tenant’s approvalcontractor has procured workers’ compensation, which approval shall not general liability, and personal and property damage insurance as Landlord may reasonably require; (c) cause any such work to be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached to performed (i) in accordance with the freehold and to have become the property of plans approved by Landlord and shall remain for (ii) in a good and workmanlike manner and in compliance with all applicable laws; (d) ensure that all contractors, subcontractors, laborers, and suppliers performing work or supplying materials are paid in full; and (e) during the benefit performance of Landlord at the end Tenant’s work, observe and perform all of the term or other expiration of its obligations under this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additionsSublease.

Alterations. Tenant agrees that it will shall not (a) demolish or undertake make any structural alterations of any of to the buildings or other improvements erected upon or otherwise comprising the Demised Premises, or the Property without the Landlord's prior written consent unless such alterations are non-structural and have a total aggregate cost of less than $3,000.00 per occurrence. If Landlord or (b) make any other alterations which would change the character of the buildings or other improvements comprising the Demised Premises or which would weakengives its consent to such alterations, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses and charges thereof, (b) make the same Landlord may post notices in accordance with all applicable the laws and building codes of the state in a good and workmanlike mannerwhich the Premises are located. All alterations made by Tenant, (c) cause whether or not subject to the same to approval of Landlord, shall be performed by qualified Tenant and its contractors who in a first class workmanlike manner and permits and inspections shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully be obtained from all required governmental entities. Any alterations made shall remain on and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection be surrendered with the making thereof and Premises upon expiration or termination of this Lease, except that Landlord may, within thirty (e30) by reason of such alterations, not thereby and days before or thirty (e30) by reason of such alterations, not thereby reduce the economic value days after expiration of the Demised Premises. All alterationsTerm, improvements and additions elect to require Tenant to remove some or all of the alterations which Tenant may have made to the Demised Premises permitted to be made by Tenant hereunderPremises, shall be made unless Landlord has previously agreed in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approval, which approval shall writing that any one or more particular such improvements need not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached to the freehold and to have become the property of Landlord and shall remain for the benefit of Landlord removed at the end of the term or other expiration of this Lease in as good order and condition as they were when installed, reasonable wear and tear exceptedTerm. In the event in the making of such alteration, improvements and additions as herein providedIf Landlord so elects, Tenant further agrees shall at its own cost restore the Premises to indemnify and hold harmless the condition designated by Landlord from and against all costsin its election, expensesbefore the last day of the Term or within thirty (30) days after notice of its election is given, lienswhichever is later. Should Landlord consent in writing to Tenant's alteration of the Premises, claims and damages arising out of, or resulting from Tenant shall contract with a contractor approved by Landlord for the undertaking or making construction of such alterations, improvements shall secure all appropriate governmental approvals and additionspermits, and shall complete such alterations with due diligence in compliance with plans and specifications approved by Landlord. Tenant shall pay all costs for such construction and shall keep the Premises free and clear of all mechanics' liens which may result from construction by Tenant.

Alterations. Tenant agrees that it will shall not (a) demolish make any alterations, additions or undertake any structural alterations of any of improvements to the buildings Premises or other improvements erected upon or otherwise comprising the Demised Premises, Property without the prior written consent of Landlord which consent shall not be unreasonably withheld or (b) make any other alterations which would change delayed. Notwithstanding the character of aforesaid, Tenant, at Tenant’s sole cost and expense, may install such trade fixtures as structural integrity and support provided by the buildings roof, exterior walls, or other improvements comprising the Demised Premises or which would weakensubfloors. All such trade fixtures shall be constructed and/or installed by contractors approved by Landlord, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses and charges thereof, (b) make the same in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, shall be made in accordance compliance with all applicable laws governmental and plans quasi-governmental laws, ordinances and specifications previously submitted to Landlord for regulations, as well as all requirements of Landlord’s approvalInsurance carrier. Upon the expiration or earlier termination of this Lease, which approval Tenant shall not be unreasonably withheld remove all trade fixtures and any other alterations, additions or delayed, improvements installed by Tenant within the Premises; and, except for removable trade fixturesupon such removal, Tenant shall at once restore the Premises to a condition substantially similar to that condition when made or installed be deemed to have attached to the freehold and to have become the property of Landlord and shall remain for the benefit of Landlord at the end of the term or other expiration of this Lease in as good order and condition as they were when installed, received by Tenant reasonable wear and tear excepted. In However, notwithstanding the event in aforesaid, upon Landlord’s written election to be exercised, if at all, when Landlord approves the making of such alterationproposed work, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, additions and improvements shall revert to Landlord and additionsshall remain within the Premises. In no event shall Landlord have any right to any of Tenant’s trade fixtures; and, except as otherwise set forth in this Lease, Tenant may remove such trade fixtures upon the termination of this Lease, provided Tenant repairs any damage caused by such removal.

Alterations. (a) Tenant shall make no Alterations, additions or improvements in or to the Premises without Landlord's prior written consent and subject to such other conditions which Landlord may reasonable require. Tenant agrees that it will not (a) demolish there shall be no construction of partitions or undertake any structural alterations other obstructions which might interfere with Landlord's free access to mechanical installations or service facilities of the Building or interfere with the moving of Landlord's equipment to or from the enclosures containing said installations and facilities. All such work shall be done at such times and in such manner as Landlord may from time to time designate, and, at the option of Landlord, under Landlord's supervision. Tenant covenants and agrees that all work done by Tenant shall be performed in full compliance with all laws, rules, orders, ordinances, regulations and requirements of all governmental agencies, offices, and boards having jurisdiction, and in full compliance with the rules, regulations and requirements of the National Fire Protection Association, and of any similar body. Before commencing any work, Tenant shall give Landlord at least twenty (20) days written notice of the buildings proposed commencement of such work and shall, if required by Landlord, secure at Tenant's own cost and expense, a completion and lien indemnity bond, satisfactory to Landlord, for said work. Tenant further covenants and agrees that any mechanic's lien recorded against the Premises or other against the Building for work claimed to have been done for, or materials claimed to have been furnished to, Tenant will be discharged by Tenant, by bond or otherwise, within thirty (30) days after the filing thereof, at the cost and expense of Tenant. All Alterations, additions or improvements erected upon or otherwise comprising the Demised Premises made by either party, including (without limiting the general of the foregoing) all wall covering, built-in cabinet work, paneling and the like, shall, unless Landlord elects otherwise, become the property of Landlord, and shall remain upon, and be surrendered with the Premises, without as a part thereof, at the prior end of the term hereof, except that Landlord may, by written consent of notice to Tenant, require Tenant to remove all partitions, counters, railing and the like installed by Tenant, and Tenant shall repair all damage resulting from such removal or, at Landlord's option, shall pay to Landlord or all costs arising from such removal. (b) make any other alterations which would change Unless Landlord otherwise agrees in writing, all such Alterations, additions or improvements affixed or built into the character of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings (but excluding moveable trade fixtures and other improvements comprising the Demised Premises. With respect to any alterations permitted to be made by Tenant pursuant to this Article Ten, Tenant furniture) shall (a) pay all costs, expenses and charges thereof, (b) make the same in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approval, which approval shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached to the freehold and to have become the property of Landlord and shall remain for be surrendered with the benefit of Landlord Premises, as a part thereof, at the end of the term Lease term, except that Landlord may, by written notice to Tenant given at least twenty (20) days prior to the end of the Lease term, require Tenant to remove all or other expiration of this Lease in as good order and condition as they were when installedany Alterations, reasonable wear and tear excepted. In the event in the making of such alterationdecorations, additions, improvements and additions as herein providedthe like installed by Tenant, Tenant further agrees and to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out ofrepair the Premises, or resulting at Landlord's option to pay all costs in relation to any damage to the Premises arising from such removal. Any fixtures, furnishing or other personal property remaining after possession of the undertaking or making premises is returned to Landlord shall be the sole and exclusive property of such alterations, improvements Landlord and additionsTenant shall be liable for all costs incurred for removal.

Alterations. Except for the improvements to be made by Tenant agrees that it pursuant to the Work Agreement, Tenant will not (a) demolish make or undertake permit anyone to make any alterations, decorations, additions, or improvements, structural alterations of any of the buildings or other improvements erected upon otherwise, in or otherwise comprising to the Demised Premises, the Building, or grounds, without the prior written consent of Landlord, which may be withheld by Landlord in its sole discretion. All such alterations, decorations, additions, or (b) make improvements permitted by Landlord must conform to all rules, regulations, and requirements of appropriate federal, state, or local governments, and conform harmoniously with the Building’s design and interior decoration. As a condition precedent to such written consent of Landlord, Tenant agrees to obtain and deliver to Landlord written and unconditional waivers of mechanics’ liens upon the real property of which the Demised Premises are a part, for all work, labor and services to be performed, and materials to be furnished by them in connection with such work, signed by all contractors, subcontractors, materialmen, and laborers to become involved in such work. If, notwithstanding the foregoing, any other alterations which would change the character of the buildings mechanic’s, materialmen’s or other improvements comprising lien is filed against the Demised Premises or the real property of which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or are a part, for work claimed to have been done for, or materials claimed to have been furnished to Tenant, such mechanic’s, materialmen’s or other lien shall be discharged by Tenant within ten (10) days thereafter, at Tenant’s sole cost and expense, by the buildings payment thereof or by filing any bond required by law. If Tenant shall fail to discharge any such mechanic’s, materialmen’s or other lien, Landlord may, at its option, discharge the same and treat the cost thereof as additional rent payable with the monthly installment of rent next becoming due; it being hereby expressly covenanted and agreed that such discharge by Landlord shall not be deemed to waive or release the default of Tenant in not discharging the same. It is understood and agreed by Landlord and Tenant that any such alterations, decorations, additions, or improvements shall be conducted on behalf of Tenant and not on behalf of Landlord, and that Tenant shall be deemed to be the “owner” and not the “agent” of Landlord for purposes of hiring any architects, engineers, contractors or other improvements comprising third parties in connection with such work. It is further understood and agreed that in the event Landlord shall give its written consent to Tenant’s making any such alterations, decorations, additions, or improvements, such written consent shall not be deemed to be an agreement or consent by Landlord to subject Landlord’s interest in the Demised Premises. With respect , the Building, or the real property upon which the Building is situated, to any alterations permitted to mechanic’s, materialmen’s or other liens that may be filed in respect of any such alterations, decorations, additions, or improvements made by Tenant pursuant to this Article Ten, or on behalf of Tenant. Tenant shall (a) pay all costs, expenses and charges thereof, (b) make the same in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely does hereby indemnify and hold Landlord harmless Landlord from and against any mechanic’s liens and all expenses, liens, claims, or other liens damages to person or claims in connection with the making thereof and (e) property that may or might arise by reason of making any such alterations, not thereby decorations, additions, or improvements. If any alteration, decoration, addition, or improvement is made without the prior written consent of Landlord, Landlord may correct or remove the same, and (e) Tenant shall be liable for any and all expenses incurred by reason Landlord in the performance of such alterations, not thereby reduce the economic value of the Demised Premisesthis work. All alterations, decorations, additions, or improvements and additions in or to the Demised Premises permitted to be or the Building made by Tenant hereundereither party shall, shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for at Landlord’s approvalelection, which approval shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached to the freehold and to have immediately become the property of Landlord and shall remain for upon and be surrendered with the benefit of Landlord Demised Premises as a part thereof at the end of the term Term hereof without disturbance, molestation, or other injury; provided, however, that if Tenant is not in default in the performance of any of its obligations under this Lease, then Tenant shall have the right to remove, prior to the expiration or termination of the Term of this Lease in as good order and condition as they were when installedLease, reasonable wear and tear excepted. In the event all movable furniture, furnishings, or equipment installed in the making Demised Premises at the expense of Tenant. Should Landlord elect that any alterations, decorations, additions, or improvements installed by Tenant be removed upon the expiration or termination of this Lease, Tenant shall remove the same at Tenant’s sole cost and expense and if Tenant fails to remove the same, then Landlord may remove the same at Tenant’s expense, and Tenant shall reimburse Landlord for the reasonable, out-of-pocket cost of such alteration, improvements removal together with any and additions as herein provided, Tenant further agrees to indemnify and hold harmless all damages that Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making may sustain by reason of such alterations, improvements and additionsdefault by Tenant.

Alterations. Tenant agrees that it will not (a) demolish or undertake any shall be permitted to make, at its sole cost and expense, non-structural alterations of any and additions to the interior of the buildings Premises without obtaining Landlord’s prior written consent, provided said alterations are not part of Tenant’s Wi-Fi Network (defined hereinbelow), do not affect the Building systems and the cost of such alterations does not exceed Fifty Thousand Dollars ($50,000) each job and One Hundred Thousand Dollars ($100,000) cumulatively each calendar year (the “Permitted Improvements”). Tenant, however, shall first notify Landlord of such Permitted Improvements so that Landlord may post a Notice of Non-Responsibility on the Premises. Except for the Permitted Improvements, Tenant shall neither install any signs, fixtures, or improvements, nor make or permit any other improvements erected upon alterations or otherwise comprising additions (individually, an “Alteration”, and collectively, “Alterations”) to the Demised Premises, Premises without the prior written consent of Landlord Landlord, which consent shall not be unreasonably withheld so long as any such Alteration does not affect the Building systems, structural integrity or (b) make any other alterations which would change the character structural components of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in Building. If any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations such Alteration is expressly permitted to be made by Tenant pursuant to this Article TenLandlord, Tenant shall deliver at least ten (a10) pay days prior written notice to Landlord, from the date Tenant commences construction, sufficient to enable Landlord to post and record a Notice of Non-Responsibility. Tenant shall obtain all costs, expenses permits or other governmental approvals prior to commencing any work and charges thereof, deliver a copy of same to Landlord. All Alterations shall be (bi) make the same at Tenant’s sole cost and expense in accordance with plans and specifications which have been previously submitted to and approved in writing by Landlord, and shall be installed by a licensed, insured (and bonded, at Landlord’s option) contractor (reasonably approved by Landlord) in compliance with all applicable laws Laws, Development Documents, Recorded Matters, and building codes Rules and Regulations and (ii) performed in a good and workmanlike mannermanner and so as not to obstruct access to any portion of the Project or any business of Landlord or any other tenant. Landlord’s approval of any plans, specifications or working drawings for Tenant’s Alterations shall neither create nor impose any responsibility or liability on the part of Landlord for their completeness, design sufficiency, or compliance with any Laws. As Additional Rent, Tenant shall reimburse Landlord, within ten (10) days after demand, for actual and reasonable legal, engineering, architectural, planning and other expenses incurred by Landlord in connection with Tenant’s Alterations, plus Tenant shall pay to Landlord a fee equal to five percent (5%) of the total cost of the Alterations. If Tenant makes any Alterations, Tenant shall carry “Builder’s All Risk” insurance, in an amount approved by Landlord and such other insurance as Landlord may require. All such Alterations shall be insured by Tenant in accordance with Section 12 of this Lease immediately upon completion. Tenant shall keep the Premises and the Lot on which the Premises are situated free from any liens arising out of any work performed, materials furnished or obligations incurred by or on behalf of Tenant. Tenant shall, prior to commencing any Alterations, (ca) cause its contractor(s) and/or major subcontractor(s) to provide insurance as reasonably required by Landlord, and (b) provide such assurances to Landlord, including without limitation, waivers of lien, surety company performance bonds (for projects estimated to cost in excess of $150,000) as Landlord shall require to assure payment of the same costs thereof to be performed by qualified contractors who shall not create any labor or other disturbance at protect Landlord and the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord Project from and against any mechanic’s, materialmen’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approval, which approval shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached to the freehold and to have become the property of Landlord and shall remain for the benefit of Landlord at the end of the term or other expiration of this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additions.

Alterations. Tenant agrees that it will not (a) demolish Tenant shall not make any alteration in or undertake any structural alterations of any of to the buildings or other improvements erected upon or otherwise comprising the Demised Premises, Premises without the prior written consent of Landlord which consent shall not be unreasonably withheld, conditioned or delayed. If alterations requested by Tenant are made by Landlord, Tenant shall pay Landlord within 15 days of demand the cost therefor plus a 10% Surcharge. If Landlord gives its consent to the making of alterations by Tenant, all such work shall be done in accordance with such requirements and upon such conditions as Landlord, in its sole discretion, may impose. Any review or approval by Landlord of any plans or specifications with respect to any alteration is solely for Landlord’s benefit, and without any representation or warranty whatsoever to Tenant with respect to the adequacy, correctness or efficiency thereof or otherwise. Notwithstanding anything to the contrary contained herein, Landlord’s consent shall not be required for alterations requested by Tenant that do not exceed $10,000.00 to complete and that do not materially affect the Building’s equipment, facilities, systems or structural components and that are not visible from the Common Areas or the exterior of the Building, provided Tenant delivers Landlord reasonable prior notice of such work and provided further that all such work shall otherwise be done in accordance with this Section and upon such conditions as Landlord may reasonably determine. (b) make any other alterations which would change the character of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costsdefend, expenses and charges thereof, (b) make the same in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold save harmless Landlord from and against any mechanic’s liens or and all mechanics’ and other liens and encumbrances filed by any person claiming through or claims under Tenant, including security interests in connection with the making thereof any materials, fixtures, equipment or any other improvements or appurtenances installed in and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value constituting part of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approval, which approval shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached to the freehold and to have become the property of Landlord and shall remain for the benefit of Landlord at the end of the term or other expiration of this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims expenses and damages arising out of, liabilities (including reasonable attorneys’ fees) incurred in connection with any such lien or resulting from encumbrance or any action or proceeding brought thereon. Tenant at its expense shall procure the undertaking satisfaction or making discharge of record of all such alterations, improvements liens and additionsencumbrances within 20 days after the filing thereof.

Alterations. Tenant agrees that it will not (a) demolish Brillian shall not make any building or undertake leasehold alterations or additions, including remodeling or signage, without first obtaining Master Landlord’s and TFS’s consent, which TFS’s and Master Landlord’s consent may be withheld in their sole discretion. If any structural such alterations or additions are made, Brillian agrees not to permit any mechanics’ liens to be placed on the Sublet Premises or any portion thereof and to cause any contract for work to be done at the Sublet Premises to contain a waiver of the contractor’s right to file a mechanics’ lien. Any alterations of any kind to the Sublet Premises or any part thereof, except Brillian’s trade fixtures which can be removed without damage or defacement to the Sublet Premises or any other portion of the buildings or other improvements erected upon or otherwise comprising Building, shall be surrendered with the Demised Sublet Premises, without as a part thereof, at the prior written end of the Sublease Term; provided, however, that TFS may require at the time TFS and Master Landlord consent to such alteration or fixture Brillian to remove any alterations or fixtures made by Brillian, and to repair any damage to the Sublet Premises caused by such removal, all at Brillian’s sole expense. Any alterations installed by Brillian shall be deemed a part of Landlord or the Sublet Premises and shall be maintained and repaired by Brillian in the same manner as that required for all other portions of the Sublet Premises. (b) make any other alterations which would change Brillian shall have the character right to place a sign or signs on the façade of the buildings or other improvements comprising Building, provided, however: (i) TFS (and the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses and charges thereof, (b) make the same in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Master Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted extent that such consent from the Master Landlord is required under the Master Lease) shall have the right to be made by Tenant hereunderconsent to the size, shall be made in accordance with all applicable laws style, and plans and specifications previously submitted to Landlord for Landlord’s approvallocation of any such signs, which approval consent shall not be unreasonably withheld or delayed; (ii) any such signs shall comply with all applicable laws, andrules, except for removable trade fixturesregulations, shall and covenants, conditions, and restrictions of record; and (iii) TFS may require that Brillian remove any such signs at once when made or installed be deemed to have attached the expiration of the Term and repair any damage to the freehold and to have become the property of Landlord and shall remain for the benefit of Landlord Building caused by such removal, all at the end of the term or other expiration of this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additionsBrillian’s sole expense.

Alterations. With the exception of the Tenant agrees Improvements, Tenant shall not permit alterations in or to the Leased Premises unless and until Landlord has approved the plans therefor in writing; provided, however, that it will not Tenant shall have the right to make alterations to the Leased Premises, without obtaining Landlord’s prior written consent provided that (a) demolish or undertake such alterations do not exceed Twenty Thousand and No/100 Dollars ($20,000.00) in cost in any structural alterations of any of one instance and Two Hundred Thousand and No/100 Dollars ($200,000.00) in cost in the buildings or other improvements erected upon or otherwise comprising aggregate during the Demised Premises, without the prior written consent of Landlord or Lease Term; (b) make any other such alterations which would change the character of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise are non-structural and non-mechanical in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses and charges thereof, (b) make the same in accordance with all applicable laws and building codes in a good and workmanlike manner, nature; (c) cause the same to be performed by qualified contractors who shall such alterations do not create any labor or other disturbance at the Demised Premises while performing same, require a permit; (d) fully Tenant provides Landlord with prior written notice of its intention to make such alterations, stating in reasonable detail the nature, extent and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection estimated cost of such alterations, together with the making thereof plans and specifications for the same, to the extent applicable, and (e) by reason at Landlord’s option, Tenant must remove such alterations and restore the Leased Premises upon termination of this Lease. As a condition of such alterationsapproval, not thereby Landlord may require Tenant to remove the alterations and (e) by reason restore the Leased Premises upon termination of this Lease; otherwise, all such alterations, not thereby reduce the economic value alterations shall at Landlord’s option become a part of the Demised Premisesrealty and the property of Landlord, and shall not be removed by Tenant. All alterations, improvements and additions Notwithstanding anything contained herein to the Demised Premises permitted contrary, Tenant shall have no obligation hereunder to be remove any of the Tenant Improvements or to otherwise remove any other alterations or improvements which have been made by Tenant hereunderwith the express written consent of Landlord, unless, at the time of granting such consent, Landlord has expressly required the removal of any such proposed alterations or improvements as a condition to granting such consent. Tenant shall ensure that all alterations shall be made in accordance with all applicable laws laws, regulations and plans building codes, in a good and specifications previously submitted workmanlike manner and of quality equal to Landlord or better than the original construction of the Building. No person shall be entitled to any lien derived through or under Tenant for any labor or material furnished to the Leased Premises, and nothing in this Lease shall be construed to constitute Landlord’s approval, which approval shall not be unreasonably withheld or delayed, and, except consent to the creation of any lien. If any lien is filed against the Leased Premises for removable trade fixtures, shall at once when made or installed be deemed work claimed to have attached to the freehold and been done for or material claimed to have become the property of Landlord and shall remain for the benefit of Landlord at the end of the term or other expiration of this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of such alteration, improvements and additions as herein providedbeen furnished to Tenant, Tenant further agrees shall cause such lien to be discharged of record within thirty (30) days after filing. Tenant shall indemnify and hold harmless Landlord from and against all costs, expenseslosses, liensexpenses and attorneys’ fees in connection with any construction or alteration and any related lien. Tenant agrees that at Landlord’s option, claims Duke Construction Limited Partnership or a subsidiary or affiliate of Landlord, shall have the right to bid to perform all work on any alterations to the Leased Premises that require Landlord’s consent, provided that Duke Construction Limited Partnership or such other subsidiary or affiliate of Landlord that Landlord elects to do the work shall have the skills and damages arising out of, or resulting from experience necessary to perform the undertaking or making of such alterations, improvements work and additionsshall be competitively priced.

Alterations. Tenant agrees Landlord’s consent shall not be required for any Alteration that it satisfies all of the following criteria: a) is of a cosmetic nature such as wallpapering, painting hanging pictures and installing carpet; b) is not visible from the outside of the Building or Premises; c) will not affect the systems and structures of the Building; d) does not require work to be performed inside the walls or above the ceiling of the Premises ; and e) costs less than $10,000 as a single project. For all other Alterations, Landlord shall not unreasonable withhold or delay consent and shall respond top Tenant’s written request for consent within ten (10) business days after receipt from Tenant that such notice is required. All of the following shall apply with respect to all Alterations unless otherwise approved in writing by the Landlord: (a) demolish or undertake any the Alterations are non-structural alterations of any and the structural integrity of the buildings or other improvements erected upon or otherwise comprising the Demised Premises, without the prior written consent of Landlord or Property shall not be affected; (b) make any other alterations which would change the character Alterations are to the interior of the buildings or other improvements comprising Premises; (c) the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value proper functioning of the Demised Premises and/or the buildings mechanical, electrical, heating, ventilating, air-conditioning (“HVAC”), sanitary and other improvements comprising service systems of the Demised Premises. With respect to any alterations permitted to Property shall not be made affected and the usage of such systems by Tenant pursuant shall not be increased; and (d) Tenant shall have appropriate insurance coverage, reasonably satisfactory to this Article TenLandlord, regarding the performance and installation of the Alterations. Additionally, before proceeding with any Alterations, Tenant shall (ai) pay at Tenant’s expense, obtain all costsnecessary governmental permits and certificates for the commencement and prosecution of Alterations; (ii) if Landlord’s consent is required for the planned Alteration, expenses submit to Landlord, for its written approval, working drawings, plans and charges thereofspecifications and all permits for the work to be done and Tenant shall not proceed with such Alterations until it has received Landlord’s approval (if required); and (iii) cause those contractors, rnaterialmen and suppliers engaged to perform the Alterations to deliver to Landlord certificates of insurance (bin a form reasonably acceptable to Landlord) make evidencing policies of commercial general liability insurance and workers’ compensation insurance. Such insurance policies shall satisfy all obligations imposed under Section 10.1. Tenant shall cause the same Alterations to be performed in accordance compliance with all applicable laws permits, Laws and building codes requirements of public authorities, and with Landlord’s reasonable rules and regulations or any other restrictions that Landlord may impose on the Alterations. Tenant shall cause the Alterations to be diligently performed in a good and workmanlike manner, using materials and equipment at least equal in quality and class to the standards for the Property established by Landlord. With respect to any and all Alterations for which Landlord’s consent is required, Tenant shall provide Landlord with “as built” plans (cupon completion), copies of all construction contracts, governmental – 10 – permits and certificates and proof of payment for all labor and materials, including, without limitation, copies of paid invoices and final lien waivers. If Landlord’s consent to any Alterations is required, and Landlord provides that consent, then at the time Landlord so consents, Landlord shall also advise Tenant whether or not Landlord shall require that Tenant remove such Alterations at the expiration or termination of this Lease. If Landlord requires Tenant to remove the Alterations, then, during the remainder of the Term, Tenant shall be responsible for the maintenance of appropriate commercial property insurance (pursuant to Section 10.2) cause the same to be performed by qualified contractors who therefor; however, if Landlord shall not create any labor or other disturbance at require that Tenant remove the Demised Premises while performing sameAlterations, such Alterations shall constitute Landlord’s Property (ddefined below) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approval, which approval shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached to the freehold and to have become the property of Landlord and shall remain responsible for the benefit of Landlord at the end of the term or other expiration of this Lease in as good order and condition as they were when installedinsurance thereof, reasonable wear and tear excepted. In the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees pursuant to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additionsSection 10.1.

Alterations. Except as set forth on Exhibit “C” attached hereto, Tenant agrees that it will shall not without first obtaining Landlord’s written approval: (a) demolish make or undertake cause to be made any structural alterations of alterations, additions, or improvements to the Leased Premises (collectively, “Alterations”) (b) install or cause to be installed any of the buildings fixtures, signs, floor coverings, interior or other improvements erected upon exterior lighting, plumbing fixtures, shades or otherwise comprising the Demised Premises, without the prior written consent of Landlord awnings; or (bc) make any other alterations Alterations to the Leased Premises without first obtaining Landlord’s written approval. Tenant may, without Landlord’s consent, make interior non-structural Alterations which would change do not affect the character mechanical, electrical, plumbing or life safety systems of the buildings Building so long as the cost of all such Alterations in a twelve (12) month period do not exceed $10,000. The foregoing notwithstanding, if the proposed Alterations are, in Landlord’s judgment, likely to affect the structure of the Building or other improvements comprising the Demised Premises electrical, plumbing, life safety or which would weaken, impair HVAC systems or otherwise in any way affect the structural aspects of integrity of or lessen adversely impact the value of the Demised Building, such consent may be withheld at the sole and absolute discretion of Landlord; except for the foregoing, Landlord’s approval shall not be unreasonably withheld. Tenant shall present to Landlord plans and specifications for all Alterations at the time approval is sought. In the event Landlord consents to the making of any Alterations to the Leased Premises and/or by Tenant, the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to same shall be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses at Tenant’s sole cost and charges thereof, (b) make the same in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premisesexpense. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, such work shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for done only by contractors or mechanics approved by Landlord’s approval, which approval shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, withheld. All such work with respect to any Alterations shall at once when made or installed be deemed to have attached to the freehold done lien free and to have become the property of Landlord in a good and shall remain for the benefit of Landlord at the end of the term or other expiration of this Lease in as good order workmanlike manner and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additions.diligently

Alterations. Tenant agrees that it will not shall make no alterations, additions or improvements (acollectively and individually, “Alterations”) demolish or undertake any structural alterations of any to the Premises (including the roof of the buildings or other improvements erected upon or otherwise comprising the Demised Premises, Building) without the prior written consent of Landlord or (b) make any other alterations which would change the character of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised PremisesLandlord. With respect to any alterations permitted to be made by Tenant pursuant to this Article TenIn all cases, Tenant shall provide Landlord with written notice prior to performing any Alteration. Landlord’s consent may be granted or withheld by Landlord in its reasonable discretion. Landlord shall respond to Tenant’s request to make Alterations within thirty (a30) pay days after receipt of such request, as long as the request includes reasonably detailed plans and specifications (as described below) and Landlord’s failure to object to any proposed Alterations within such time period shall be deemed approval of such Alterations. Tenant shall obtain all costs, expenses required permits for the Alterations and charges thereof, (b) make shall perform the same Alterations in accordance compliance with all applicable laws and building codes in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanicApplicable Law. Any request for Landlord’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, consent shall be made in accordance with all applicable laws writing and shall contain architectural plans and specifications previously submitted describing the work in detail reasonably satisfactory to Landlord for Landlord’s approval, which approval shall not be unreasonably withheld or delayed, and, except for removable . All Alterations affixed to the Premises (excluding trade fixtures, ) shall at once when made or installed be deemed to have attached to the freehold and to have become the property of Landlord and shall remain for be surrendered with the benefit of Landlord Premises at the end of the term or other expiration Term, unless Landlord notifies Tenant that such Alterations must be removed by written notice delivered to Tenant at the time that Landlord approves of this Lease such Alterations or, in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event Landlord’s approval of such Alterations is not required hereunder, within thirty (30) days following the date on which Tenant provides Landlord with written notice of such Alterations. Landlord shall oversee all Alterations performed pursuant to this Section 7.3 by either Tenant or the Services Company, and Tenant shall pay Landlord as compensation for its efforts a non-refundable management fee in the making amount of fifteen percent (15%) of the cost and expense incurred by Tenant and/or Services Company in connection with such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additionsAlterations no later than ten (10) days after written demand thereof.

Alterations. Tenant agrees that it will not (a) demolish or undertake any structural alterations of any of the buildings or other improvements erected upon or otherwise comprising the Demised Premises, without the Pledgor shall obtain Lender’s prior written consent of Landlord or (b) make any other alterations which would change the character of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses and charges thereof, (b) make the same in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approvalImprovements, which approval consent shall not be unreasonably withheld except with respect to alterations that could reasonably be expected to have a material adverse effect on Pledgor’s or delayedMortgage Borrower’s financial condition, andthe value of the related Individual Property, except for removable trade fixturesthe Collateral or the Net Operating Income. Notwithstanding the foregoing, Lender’s consent shall not be required in connection with any alterations that will not have a material adverse effect on Pledgor’s or Mortgage Borrower’s financial condition, the value of the related Individual Property, the Collateral or the Net Operating Income, provided that such alterations are made in connection with (a) tenant improvement work performed pursuant to the terms of any Lease executed in accordance with the terms hereof and the Mortgage Loan Agreement, (b) tenant improvement work performed pursuant to the terms and provisions of a Lease and not adversely affecting any structural component of any Improvements, any utility or HVAC system contained in any Improvements or the exterior of any building constituting a part of any Improvements, or (c) alterations performed in connection with the Restoration of the related Individual Property in accordance with the terms and provisions of this Agreement and the Mortgage Loan Agreement. If the total unpaid amounts with respect to alterations to the Improvements at the related Individual Property (other than such amounts to be paid or reimbursed by tenants under the Leases) shall at once when made any time exceed the Alteration Threshold for such Individual Property (the “Threshold Amount”), Pledgor shall promptly deliver or installed cause to be deemed delivered to Lender as security for the payment of such amounts and as additional security for Pledgor’s obligations under the Loan Documents any of the following: (A) cash, (B) U.S. Obligations, (C) other securities having a rating reasonably acceptable to Lender and that the applicable Rating Agencies have attached confirmed in writing will not, in and of itself, result in a downgrade, withdrawal or qualification of the initial, or, if higher, then current ratings assigned in connection with any Securitization, or (D) a completion bond or letter of credit issued by a financial institution having a rating by S&P of not less than A-1+ if the term of such bond or letter of credit is no longer than three (3) months or, if such term is in excess of three (3) months, issued by a financial institution having a rating that is reasonably acceptable to Lender and that the applicable Rating Agencies have confirmed in writing will not, in and of itself, result in a downgrade, withdrawal or qualification of the initial, or, if higher, then current ratings assigned in connection with any Securitization. Such security shall be in an amount equal to the freehold excess of the total unpaid amounts with respect to alterations to the Improvements on the applicable Individual Property (other than such amounts to be paid or reimbursed by tenants under the Leases) over the Threshold Amount and applied from time to have become the property of Landlord and shall remain for the benefit of Landlord time at the end option of Lender to pay for such alterations or to terminate any of the term or other expiration alterations and restore the related Individual Property to the extent necessary to prevent any material adverse effect on the value of this Lease the related Individual Property. Notwithstanding the foregoing, Pledgor shall be relieved of its obligation to deposit the security for certain alterations described above provided Mortgage Borrower is required to and does deliver such security to Mortgage Lender in as good order accordance with the Mortgage Loan Documents and condition as they were when installed, reasonable wear and tear excepted. In Lender received evidence acceptable to Lender of the event in the making delivery of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additionssecurity.

Alterations. (A) Tenant, upon at least ten (10) days written notice to Landlord, but without obtaining Landlord’s consent, may make Alterations which are purely decorative in nature such as painting, carpeting, wall covering, and the like (such Alterations, hereinafter “Decorative Alterations”). Tenant agrees that it will shall not (a) demolish make or undertake any structural alterations of any of the buildings or other improvements erected upon or otherwise comprising the Demised Premises, without the prior written consent of Landlord or (b) make any other alterations which would change the character of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted permit to be made any other Alterations without Landlord’s prior written consent, which consent shall not be unreasonably withheld, conditioned or delayed, provided that (1) the outside appearance of the Building shall not be affected; (2) the strength of the Building shall not be affected; (3) the structural parts of the Building shall not be affected; (4) except as otherwise expressly provided in this Lease, no part of the Building outside of the Premises shall be affected; and (5) the proper functioning of the Building Systems shall not be affected and the use of such systems by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses and charges not be increased beyond Tenant’s allocable portion of reserve capacity thereof, (b) make if any. Reference is made to Schedule B hereto, which contains the same Tenant Alteration Guidelines applicable to the Building, which is incorporated by reference in accordance with all applicable laws this Lease. To the extent of a conflict between the express provisions of this Lease and building codes in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value provisions of the Demised PremisesTenant Alteration Guidelines, the provisions of this Lease shall control. All alterations, improvements Landlord reserves the right to make reasonable changes and additions to the Demised Premises permitted Tenant Alteration Guidelines, provided however, that such changes or additions shall not conflict with the express provisions of this Lease. (B) (1) Prior to be made by making any Alterations, Tenant hereundershall, shall be made in accordance at Tenant’s expense, (i) other than with all applicable laws respect to Decorative Alterations, submit to Landlord three (3) sets of final, stamped and detailed plans and specifications previously submitted to Landlord (including layout, architectural, electrical, mechanical and structural drawings) that comply with all Laws for each proposed Alteration, and Tenant shall not commence any such Alteration without first obtaining Landlord’s approvalapproval of such plans and specifications, which approval shall not be unreasonably withheld withheld, conditioned or delayed, and(ii) at Tenant’s expense, obtain all permits, approvals and certificates required by any Government Authorities, and (iii) furnish to Landlord certificates evidencing worker’s compensation insurance (covering all persons to be employed by Tenant, and Tenant’s contractors and subcontractors, in connection with such Alteration) and commercial general liability insurance (including premises operation, bodily injury, personal injury, death, independent contractors, products and completed operations, broad form contractual liability and broad form property damage coverages) in such form, with such companies, for such periods and in such amounts as Landlord may reasonably approve, and as otherwise specified in Schedule I annexed to this Lease, naming Landlord and its agents, any Lessor and any Mortgagee, as additional insureds. Within thirty (30) days after completion of such Alteration or as soon thereafter as is reasonably practicable, Tenant, at Tenant’s expense, shall obtain certificates of final approval of such Alterations required by any Government Authority and shall furnish Landlord with copies thereof, together with the “as-built” plans and specifications (or final plans with field notations) for such Alterations, in AutoCad, Release 14 format, either on a 31/2” disk or CD Rom, or such other format as shall from time to time be reasonably designated by Landlord. All Alterations shall be made and performed substantially in accordance with the plans and specifications therefor as approved by Landlord, all Laws and the Rules and Regulations. All materials and equipment to be incorporated in the Premises as a result of any Alterations shall be new and no such materials or affixed equipment shall be subject to any lien, encumbrance, chattel mortgage, title retention or security agreement. In addition, except for removable trade fixturesDecorative Alterations, any Alteration for which the cost of labor and materials (as estimated by Landlord’s architect, engineer or contractor) is in excess of Seventy Five Thousand ($75,000.00) Dollars and for which plans are required to be filed with the New York City Department of Buildings, shall at once when made or installed be deemed performed only under the supervision of a licensed architect reasonably satisfactory to have attached to the freehold and to have become the property of Landlord and shall remain for the benefit of Landlord at the end of the term or other expiration of this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additionsLandlord.

Alterations. Tenant agrees that it will not (a) demolish or undertake Not to make any structural alterations of to the Demised Premises or the Building. (b) Not to make any alterations or additions to the Landlord’s fixtures or to any of the buildings Conduits without obtaining the prior written consent of the Landlord (such consent not to be unreasonably withheld or delayed) PROVIDED THAT any proposed alterations to the plans and specifications submitted to the Landlord for approval (and, for the avoidance of doubt, the plans and specifications detailing the final package of works) must be provided to the Landlord in a format that can be incorporated into the Landlord’s that can be incorporated into the Landlord’s existing 3D BIM model of the Building in IFC and/or other improvements erected upon native proprietary format provided always that the Landlord grants a licence to the Tenant for the Tenant to use such BIM model of the Building . (c) Not to make any alterations or otherwise comprising additions or to carry out any works which would reduce the LEED rating for the Building and the Demised Premises, Premises without the prior written consent of the Landlord (not to be unreasonably withheld or delayed) and, notwithstanding anything herein contained, the Landlord shall be entitled to (band the Tenant acknowledges that it is entirely reasonable for the Landlord to) make require that in the event of any other alterations or additions or the carrying out of any works which would change reduce the character of the buildings or other improvements comprising LEED rating for the Demised Premises or the Building that prior to the expiration or determination of the Lease, the Tenant shall carry out reinstatement works as are necessary to achieve the LEED rating. For the avoidance of doubt, the Tenant acknowledges that it shall be reasonable for the Landlord to refuse its consent to works that would reduce the LEED rating for the Building and the Demised Premises. (d) Not to make any alterations or do or permit to be done to anything that would cause the Landlord’s insurance policy in respect of and covering the Building to become void or voidable wholly or in part or do anything which would weaken, impair invalidate or otherwise prejudice in any way affect the structural aspects rights of integrity the insured under the said policy to claim fully under the said policy. In carrying out any works or making alterations or doing anything in the Demised Premises or the Building to comply with and observe and perform all of the requirements of the Landlord’s insurance policy and to comply with any reasonable requirements of the Landlord and any requirements of the insurers relating to the said policy of insurance (including providing plans and specifications, co-operating with any inspections, appointing any professionals, providing any certifications or lessen permitting any opening of work or any inspections) to ensure that the value insurance cover for the Building is not in any way prejudiced. (e) The Landlord may, as a condition of giving any such consent, require the Tenant to enter into such covenants as the Landlord shall require (acting reasonably) regarding the execution of any such works and the reinstatement of the Demised Premises and/or at the buildings and other improvements comprising expiry or sooner determination of the Demised Premises. With respect Term; (f) Not to make any alterations permitted to be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses and charges thereof, (b) make the same in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions of a non-structural nature to the Demised Premises permitted to be made by Tenant hereunder, shall be made in accordance with all applicable laws and plans and specifications previously submitted to without obtaining the prior written consent of the Landlord for Landlord’s approval, which approval consent shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, delayed but which consent shall at once when made or installed be deemed to have attached subject to the freehold and to have become Tenant discharging the property of Landlord and shall remain for the benefit of Landlord at the end reasonable vouched costs of the term Landlord properly incurred in connection with the furnishing of their consent PROVIDED THAT the Tenant may, without the need for Landlord's prior written consent, install or other expiration procure internal non-structural partitions not requiring planning permission or a new or revised fire safety or disability access certificate including the installation of, rearranging of this Lease in as good order or the removal of internal demountable partitions and condition as they were when installed, reasonable wear and tear excepted. In the event related works PROVIDED FURTHER THAT all such work shall not involve connections being made to any plant or equipment in the making Building or any material alterations to any plant or equipment in the Building and such works do not breach the provisions of Clauses 4.18(b), 4.18(c), 4.18(d) and provided that the Tenant provides details thereof to the Landlord prior to carrying out same and removes same upon the expiration or determination of the Term (unless notified in writing by the Landlord or agreed otherwise with the Landlord) AND PROVIDED FURTHER THAT such alterationworks shall not require any statutory consents (and in this regard the Tenant shall furnish a certificate of exemption if so requested by the Landlord). Where Landlord’s consent is required in relation to any alterations or additions, improvements the Tenant shall be required to submit with its documents for approval, updated digital information regarding such alterations or additions compatible with the Landlord’s existing BIM model and additions in accordance with the Landlord’s Employers Information Requirements attached as herein provided, Tenant further agrees Schedule 13 (“EIR”). The EIR are in compliance with the standards set out in BS1192 parts 1-4 and require information to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additionsbe delivered to BIM Level 2 (as defined in PAS1192-2).

Alterations. Tenant agrees Except for non-structural Alterations that it will (i) do not exceed $5,000 in the aggregate, (aii) demolish or undertake any structural alterations of any are not visible from the exterior of the buildings or other improvements erected upon or otherwise comprising the Demised Premises, without (iii) do not affect any Building System or the prior written consent of Landlord or (b) make any other alterations which would change the character structural strength of the buildings Building, (iv) do not require penetrations into the floor, ceiling or other improvements comprising walls, and (v) do not require work within the Demised walls, below the floor or above the ceiling, Tenant shall not make or permit any Alterations in or to the Premises or without first obtaining Landlord’s consent, which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premisesconsent shall not be unreasonably withheld. With respect to any alterations permitted to be Alterations made by or on behalf of Tenant pursuant (whether or not the Alteration requires Landlord’s consent): (i) not less than 10 days prior to this Article Tencommencing any Alteration, Tenant shall (a) pay all costsdeliver to Landlord the plans, expenses specifications and charges thereofnecessary permits for the Alteration, together with certificates evidencing that Tenant’s contractors and subcontractors have adequate insurance coverage naming Landlord, Liberty Property Trust and any other associated or affiliated entity as their interests may appear as additional insureds, (bii) make Tenant shall obtain Landlord’s prior written approval of any contractor or subcontractor, which approval shall not be unreasonably withheld, (iii) the same in accordance Alteration shall be constructed with all applicable laws and building codes new materials, in a good and workmanlike manner, (c) cause and in compliance with all Laws and the same to be performed plans and specifications delivered to, and, if required above, approved by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing sameLandlord, (div) fully Tenant shall pay Landlord all reasonable costs and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims expenses in connection with Landlord’s review of Tenant’s plans and specifications, and of any supervision or inspection of the making thereof construction Landlord deems necessary, and (ev) by reason upon Landlord’s request Tenant shall, prior to commencing any Alteration, provide Landlord reasonable security against liens arising out of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premisesconstruction. All alterations, improvements and additions to the Demised Premises permitted to be made Any Alteration by Tenant hereunder, shall be made in accordance with all applicable laws the property of Tenant until the expiration or termination of this Lease; at that time without payment by Landlord the Alteration shall remain on the Property and plans and specifications previously submitted to Landlord for Landlord’s approval, which approval shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached to the freehold and to have become the property of Landlord unless Landlord gives notice to Tenant to remove it, in which event Tenant will remove it, will repair any resulting damage and shall remain for will restore the benefit of Premises to the condition existing prior to Tenant’s Alteration. At Tenant’s request prior to Tenant making any Alterations, Landlord will notify Tenant whether Tenant is required to remove the Alterations at the end expiration or termination of this Lease. Tenant may install its trade fixtures, furniture and equipment in the Premises, provided that the installation and removal of them will not affect any structural portion of the term Property, any Building System or any other expiration of this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In equipment or facilities serving the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, Building or resulting from the undertaking or making of such alterations, improvements and additionsany occupant.

Alterations. Tenant agrees that it will shall not (a) demolish make or undertake permit to be made any structural alterations of alterations, additions or improvements in, upon or to the Leased Premises, or any part of the buildings or other improvements erected upon or otherwise comprising the Demised Leased Premises, without the prior written consent of Landlord Landlord. In the event such consent is obtained, all such alterations, additions or (b) make any other alterations which would change improvements shall be performed at the character expense of the buildings or other improvements comprising the Demised Premises or which would weakenTenant in a good, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings workmanlike manner, free from faults and other improvements comprising the Demised Premises. With respect to any alterations permitted to be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses defects and charges thereof, (b) make the same in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) cause the same to be performed plans and specifications approved by qualified contractors who Landlord. Tenant shall not create allow any labor construction liens to attach to the Leased Premises or other disturbance at the Demised Premises while performing sameProperty, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens Building or other liens or claims Improvements in connection with any such alteration, and the making thereof failure of Tenant to have any such lien released within ten (10) days after written notice from Landlord shall constitute a default under this Lease. In addition, Tenant shall indemnify, defend and (e) hold Landlord harmless from any and all costs and expenses incurred by reason Landlord in connection with such construction liens, including, without limitation, attorneys fees and costs of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premiseslitigation. All alterations, additions or improvements (except trade fixtures) so made and additions to the Demised Premises permitted to be made installed by Tenant hereundershall become part of the realty, shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approval, which approval shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached to the freehold and to have become the property of Landlord and shall remain for the benefit of Landlord at the end of the term or other expiration of this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In ; provided, however, that any such alteration, addition or improvement remaining at the event in end of the term or other expiration of this Lease, shall upon demand made by Landlord, be removed by Tenant, at Tenant’s expense, and Tenant shall repair any damage caused by such removal, restoring the Leased Premises to their condition prior to the making of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, addition or resulting from the undertaking or making of such alterations, improvements and additionsimprovement.

Alterations. No alteration, addition, improvement, or other change in or to the Leased Premises (hereinafter an “Alteration”) shall be made by Tenant agrees that it will not except under the following circumstances: (a) demolish or undertake any structural alterations of any of the buildings or other improvements erected upon or otherwise comprising the Demised Premises, no Alteration shall be made without the prior written consent of Landlord or to the specific Alteration, except usual nonstructural interior alterations that are wholly within the Leased Premises and that do not adversely affect any Building systems; (b) make no Alteration shall be commenced until Tenant has first obtained and paid for all required permits and authorizations of all governmental authorities having jurisdiction; (c) any other alterations which would change the character of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to Alteration shall be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses promptly and charges thereof, (b) make the same in accordance with all applicable laws and building codes in a good and workmanlike mannermanner and in compliance with all laws, (c) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing sameordinances, regulations, and requirements of all governmental authorities; (d) the cost of any such Alteration shall be paid in cash or its equivalent, so that the Leased Premises shall at all times be free of liens and claims for work, labor, or materials supplied or claimed to have been supplied to the Leased Premises and, if Landlord at any time so requests, no Alteration shall commence or proceed unless Tenant gives evidence reasonably satisfactory to Landlord that such Alteration will be fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof paid for upon completion; and (e) by reason of such alterations, not thereby any Alteration shall immediately become and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approval, which approval shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached to the freehold and to have become remain the property of Landlord. Landlord shall have the right at its option to require Tenant to remove any Alteration and shall remain for to restore the benefit of Leased Premises to the same condition as before the Alteration was made, so long as Landlord has expressly stated such removal requirement at the end time of Landlord’s consent to the term or other expiration construction of such Alteration. Notwithstanding the foregoing, Landlord hereby states that all Tenant Improvements are permitted to remain in the Leased Premises, without any removal obligation of Tenant, upon termination of this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additionslease.

Alterations. Tenant agrees that it will not (a) demolish or undertake any structural All improvements and alterations of any of to the buildings or other improvements erected upon or otherwise comprising the Demised Premises, without the prior written consent of Landlord or (b) make any other alterations which would change the character of the buildings or other improvements comprising the Demised Leased Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to be made by Tenant pursuant to this Article Tenshall be installed at the cost and expense of Tenant (which cost shall be payable on demand by Landlord as additional rent), Tenant shall (a) pay all costs, expenses and charges thereof, (b) make the same but only in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, shall be made in accordance with all applicable laws and plans and specifications which have been previously submitted to and approved in writing by Landlord, and only by Landlord for Landlord’s approval, or by contractors and subcontractors approved in writing by Landlord (which approval shall not be unreasonably withheld withheld). In connection with any request for an approval of alterations by Tenant, Landlord may retain the services of an architect and/or engineer and Tenant shall reimburse Landlord for the reasonable fees of such architect and/or engineer. All alterations, additions, improvements and partitions erected by Tenant shall be and remain the property of Tenant during the term of this Lease and Tenant shall, unless Landlord otherwise elects as hereinafter provided, remove all alterations, improvements and partitions erected by Tenant and restore the Leased Premises to its original condition by the date of termination of this Lease or delayedupon earlier vacating of the Leased Premises; provided, andhowever, except for removable trade fixturesthat, if at such time Landlord so elects, such alterations, additions, improvements and partitions shall at once when made or installed be deemed to have attached to the freehold and to have become the property of Landlord and shall remain for the benefit of Landlord at the end as of the term or other expiration date of termination of this Lease or upon earlier vacating of the Leased Premises and title shall pass to Landlord under this Lease as by a ▇▇▇▇ of sale. All such removals and restoration shall be accomplished in a good workmanlike manner by contractors approved in writing by Landlord so as good order and condition as they were when installed, reasonable wear and tear exceptednot to damage the primary structure or structural qualities of the Building. In the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such All alterations, additions or improvements proposed by Tenant shall be constructed in accordance with all governmental laws, ordinances, rules and additionsregulations and Tenant shall, prior to construction, provide such assurances to Landlord, including but not limited to, waivers of lien, surety company performance bonds and personal guaranties of individuals of substance, as Landlord shall require to assure payment of the costs thereof and to protect Landlord against any loss from any mechanics', laborers', materialmen's or other liens.

Alterations. Except as provided in the immediately preceding subparagraph, Tenant agrees that it will not shall make no structural or material alterations or additions to the Premises (a"Alterations") demolish or undertake Alterations having a cost in excess of sixty thousand dollars ($60,000.00) in any structural alterations of any of the buildings or other improvements erected upon or otherwise comprising the Demised Premises, one instance without the prior written consent of Landlord or (b) make any other alterations Landlord, which would change the character of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses and charges thereof, (b) make the same in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who consent shall not create any labor be withheld, delayed or other disturbance at the Demised Premises while performing sameconditioned, and then only by contractors or mechanics approved by Landlord in writing (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approval, which approval shall not be unreasonably withheld withheld, delayed or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached conditioned) and upon the approval by Landlord in writing of fully detailed and dimensioned plans and specifications pertaining to the freehold Alterations in question, to be prepared and submitted by Tenant, at its sole cost and expense. Notwithstanding anything to have the contrary contained herein, Tenant shall not be required to deliver plans and specifications to Landlord for non-structural alterations (i.e. alterations that do not affect the Building's structure or the Building's systems. Tenant shall, at its sole cost and expense, obtain all necessary approvals and permits pertaining to any Alterations approved by Landlord. Tenant hereby indemnifies, defends and agrees to hold Landlord free and harmless from all liens and claims of lien, and all other liability, claims and demands arising out of any work done or material supplied to the Premises by or at the request of Tenant in connection with any Alterations. If permitted Alterations are made, they shall be made at Tenant's sole cost and expense and shall be and become the property of Landlord and shall remain for the benefit of Landlord Landlord, except that specialty Alterations may be removed by Tenant at the end of the term or other expiration Term (and Tenant shall repair any damages to the Premises caused by such removal) provided, however, that Landlord may inform Tenant, if requested by Tenant at the time of this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of such alterationAlteration, that Landlord will require Tenant, at Tenant's expense, to remove any specialty Alteration at the end of the Term and to repair any damages to the Premises caused by such removal. Any and all costs attributable to or related to the applicable building codes of the city in which the Building is located (or any other authority having jurisdiction over the Building) arising from Tenant's improvements shall be paid by Tenant at its sole cost and additions expense. With regard to repairs, Alterations or any other work arising from or related to this Article 5, Landlord shall be entitled to receive an administrative/supervision fee up to a maximum of five percent (5%), only in cases where Tenant orders the work directly from Landlord, in addition to a sum sufficient to compensate Landlord for all third party out-of-pocket costs of Landlord. The construction of initial improvements to the Premises shall be governed by the terms of the Tenant work letter, attached hereto as herein providedExhibit C, Tenant further agrees to indemnify and hold harmless not the terms of this Article 5. Landlord from and against all costs, expenses, liens, claims and damages arising out of, shall not be due any review or resulting from management fee in connection with the undertaking construction of Tenant's Work or making of such alterations, improvements and additionsTenant's move-in.

Alterations. Tenant agrees that it will not (a) demolish Subtenant shall make no alteration, modification, addition, or undertake any structural alterations of any of improvement to the buildings or other improvements erected upon or otherwise comprising the Demised Subleased Premises, without (i) the prior written consent of Landlord or (b) make any other alterations which would change the character of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses and charges thereof, (b) make the same in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approvalSublandlord, which approval consent shall not be unreasonably withheld withheld, conditioned, or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached delayed and (ii) to the freehold extent required under the Primary Lease, the prior written consent of the Prime Landlord. The parties acknowledge and agree that Sublandlord may not reasonably object to have become an Alteration because such Alterations may facilitate production and fulfillment activity at the property Subleased Premises by Subtenant for a party who may be a competitor with the goods and services of Sublandlord. All reasonable third party review costs incurred by Sublandlord or imposed by Prime Landlord with regard to proposed Alterations shall be reimbursed by Subtenant. In connection with such consent, Sublandlord and/or Prime Landlord may require in writing that Subtenant remove such Alterations and shall remain for restore the benefit of Landlord at Subleased Premises to substantially their condition on the Sublease Term Commencement Date, on or before the end of the term Sublease Term, and if Subtenant fails to so remove any such Alterations and so restore the Subleased Premises as required, Subtenant shall forthwith pay on demand all reasonable costs and expenses incurred by Sublandlord and/or Prime Landlord in such removal or other expiration restoration. Notwithstanding anything to the contrary set forth herein, Subtenant shall not be responsible for the removal of this Lease any Alterations which Sublandlord and Prime Landlord specifically agree, in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in consent to the making of such alterationAlterations or otherwise, improvements may remain in the Subleased Premises. If any Alterations are made without Sublandlord’s consent, then Prime Landlord or Sublandlord may remove the same, and additions as herein providedmay correct, Tenant further agrees to indemnify repair and hold harmless restore the Subleased Premises and any damage arising from such removal, and Subtenant shall be liable for any and all reasonable costs and expenses incurred by Prime Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from Sublandlord in the undertaking or making performance of such alterations, improvements and additionsthis work.

Alterations. Tenant agrees that it will shall not (a) demolish permit alterations in or undertake any structural to the Leased Premises unless and until the plans and the contractor have been approved by Landlord in writing. As a condition of Landlord’s approval, Landlord may require Tenant to remove the alterations and restore the Leased Premises upon termination of any this Lease provided Landlord notifies Tenant of such removal requirement in writing at the time such alteration is approved; otherwise, all such alterations shall at Landlord’s option become a part of the buildings or other improvements erected upon or otherwise comprising realty and the Demised Premisesproperty of Landlord, without the prior written consent of Landlord or (b) make any other alterations which would change the character of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premisesshall not be removed by Tenant. With respect to any alterations permitted to be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay ensure that all costs, expenses and charges thereof, (b) make the same in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, alterations shall be made in accordance with all applicable laws laws, regulations and plans building codes, in a good and specifications previously submitted workmanlike manner and of quality equal to Landlord for or better than the original construction of the Building, and that its contractors comply with the terms and conditions of Landlord’s approvalBuilding Contractor Guidelines (which Landlord agrees to furnish to Tenant upon request). Upon completion of the work, which approval Tenant shall not provide lien waivers from the subcontractors or a final affidavit of lien waiver from the general contractor, and such lien waiver shall be unreasonably withheld in a form acceptable to Landlord. No person shall be entitled to any lien derived through or delayedunder Tenant for any labor or material furnished to the Leased Premises, and, except and nothing in this Lease shall be construed to constitute a consent by Landlord to the creation of any lien. If any lien is filed against the Leased Premises for removable trade fixtures, shall at once when made or installed be deemed work claimed to have attached to the freehold and been done for or material claimed to have become the property of Landlord and shall remain for the benefit of Landlord at the end of the term or other expiration of this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of such alteration, improvements and additions as herein providedbeen furnished to Tenant, Tenant further agrees shall cause such lien to be discharged of record within thirty (30) days after filing. Tenant shall indemnify and hold harmless Landlord from and against all costs, expenseslosses, liens, claims expenses and damages arising out of, attorneys’ fees in connection with any construction or resulting from the undertaking or making of such alterations, improvements alteration and additionsany related lien.

Alterations. Tenant agrees that it will shall not (a) demolish permit alterations in or undertake any structural alterations of any of to the buildings or other improvements erected upon or otherwise comprising Leased Premises unless and until Landlord has approved the Demised Premises, without plans therefor in writing. Notwithstanding the prior written consent of Landlord or (b) make any other alterations which would change the character of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to be made by Tenant pursuant to this Article Tenforegoing, Tenant shall (a) pay all costshave the right without Landlord's consent, expenses and charges thereof, (b) make the same in accordance compliance with all applicable laws and building codes in a good and workmanlike mannerother provisions of this Section, (c) cause to make any non-structural alterations to the same to be performed by qualified contractors who shall Leased Premises which do not create any labor materially impact the Building's mechanical, electrical, plumbing or other disturbance at building systems, do not adversely affect the Demised Premises while performing sameBuilding's appearance or value, and the cost of which does not exceed Twenty Five Thousand and No/100 Dollars (d$25,000.00) fully and completely indemnify and hold harmless (the "Authorized Alterations"), provided that ▇▇▇▇▇▇ gives Landlord from and against fifteen (15) business days prior written notice of any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby along with copies of plans and (e) by reason specifications relating thereto. Landlord may specify any alterations which Tenant will be required to remove and restore the Leased Premises upon termination of this Lease; otherwise, all such alterationsalterations shall, not thereby reduce the economic value at Landlord's option, become a part of the Demised Premisesrealty and the property of Landlord and shall not be removed by Tenant. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, shall ensure that all alterations shall be made in accordance with all applicable laws Laws, in a good and plans workmanlike manner and specifications previously submitted of quality at least equal to Landlord the original construction of the Building. No person shall be entitled to any lien derived through or under Tenant for any labor or material furnished to the Leased Premises, and nothing in this Lease shall be construed to constitute Landlord’s approval, which approval shall not be unreasonably withheld or delayed, and, except 's consent to the creation of any lien. If any lien is filed against the Leased Premises for removable trade fixtures, shall at once when made or installed be deemed work claimed to have attached to the freehold and been done for or material claimed to have become the property of Landlord and shall remain for the benefit of Landlord at the end of the term or other expiration of this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of such alteration, improvements and additions as herein providedbeen furnished to Tenant, Tenant further agrees shall cause such lien to be discharged of record or bonded over within thirty (30) days after filing. Tenant shall indemnify and hold harmless Landlord from and against all costs, expenseslosses, liensexpenses and attorneys' fees in connection with any construction or alteration and any related lien. ▇▇▇▇▇▇ agrees that at ▇▇▇▇▇▇▇▇'s option, claims and damages arising out ofLandlord or a subsidiary or affiliate of Landlord, who shall receive a fee as Landlord's construction manager or resulting from general contractor, shall perform all work on any alterations to the undertaking or making of such alterations, improvements and additionsLeased Premises which are not Authorized Alterations.

Alterations. Tenant agrees that it will not (a) demolish shall make no alterations, additions or undertake any structural alterations of any of improvements to the buildings or other improvements erected upon or otherwise comprising the Demised Premises, Premises without the prior written consent of Landlord, and Landlord may impose, as a condition of such consent such requirements as Landlord in its sole discretion may deem reasonable or desirable, including without limiting the generality of the foregoing, requirements as to the manner in which, the time or times at which, and the contractor by whom such work shall be done and requirements that Tenant provide Landlord with labor, material, payment and performance bonds (bcollectively the "bonds") make naming Landlord (and such other persons as Landlord may reasonably request) as insureds under such bonds. Landlord shall have the same rights of review and approval with respect to permitted alterations, additions, and improvements to the Premises as described for tenant improvements in Article 7. Tenant covenants and agrees that all work done by 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 rules, orders, directions, regulations and requirements of the Pacific Fire Rating Bureau or any other alterations which would change the character of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in organization performing a similar function. Before commencing any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to be made by Tenant pursuant to this Article Tenwork, Tenant shall give Landlord at least five (a5) pay all costsdays' notice of the proposed commencement date of such work and shall, expenses if required by Landlord, secure at Tenant's own cost and charges thereofexpense, (b) make the same in accordance with all applicable laws and building codes bonds, in a good form reasonably satisfactory to Landlord, for said work naming Landlord (and workmanlike manner, (csuch other persons as Landlord may reasonably request) cause as insureds under the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of bonds. All such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, additions or improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approval, which approval shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached to the freehold and to have become the property of Landlord and shall remain for be surrendered with the benefit of Landlord Premises, as a part thereof, at the end of the term or other expiration hereof, except that Landlord may, by notice to Tenant given at least thirty (30) days prior to the end of this Lease in as good order the term, require Tenant to remove all partitions, counters, railings and condition as they were when installed, reasonable wear the like installed by Tenant and tear exceptedto repair any damage to the Premises form such removal. In the event in the making of such Tenant shall make no alteration, improvements and additions as herein provided, Tenant further agrees addition or improvement to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting the Premises that can be seen from the undertaking exterior of the Building or making from any common area of such alterationsthe Building, improvements including without limitation window treatments, curtains, and additionsbinds.

Alterations. Tenant agrees that it will not (a) demolish shall make no alterations, additions or undertake any structural alterations of any of improvements to the buildings or other improvements erected upon or otherwise comprising the Demised Premises, Premises without the prior written consent of Landlord, which consent may be given or withheld in Landlord's sole discretion. Notwithstanding the foregoing, Landlord shall not unreasonably withhold its consent to any alterations, additions or improvements to the Premises which cost less than One Dollar ($1.00) per square foot of the improved portions of the Premises (excluding warehouse square footage) and do not (i) affect the exterior of the Building or outside areas (or be visible from adjoining sites), or (bii) make affect or penetrate any other alterations which would change the character of the buildings structural portions of the Building, including, but not limited to, the roof, or other improvements comprising (iii) require any material change to the Demised Premises basic floor plan of the Premises, any material change to any structural or which would weakenmechanical systems of the Premises, impair or otherwise (iv) interfere in any way affect manner with the structural aspects of integrity proper functioning of or lessen Landlord's access to any mechanical, electrical, plumbing or HVAC systems, facilities or equipment located in or serving the Building, or (v) diminish the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to be made by Tenant pursuant to this Article TenIn addition, Tenant shall gave the right to make alterations, additions or improvements to the Premises, without having to obtain Landlord's consent which: (ax) pay do not fall within the conditions identified in subparagraphs (i) through (v) above; and (y) cost less than Fifty Cents ($.50) per rentable square foot of the Premises determined annually (but without carryover or compounding); provided that Tenant shall give Landlord written notice of such changes which notice shall include a reasonably detailed description thereof. Landlord may impose, as a condition to its consent, any requirements that Landlord in its discretion may deem reasonable or desirable, including, but not limited to, a requirement that all costswork be covered by a lien and completion bond satisfactory to Landlord and reasonable requirements as to the manner, expenses time, and charges thereofcontractor for performance of the work; provided, however, that Landlord may not require Tenant to provide any bonds in connection with any particular alterations project which costs less than One Hundred Thousand Dollars (b) make $100,000.00). Tenant shall obtain all required permits for the same work and shall perform the work in accordance compliance with all applicable laws laws, regulations and building codes ordinances, all covenants, conditions and restrictions affecting the Project, and the Rules and Regulations (hereafter defined). Tenant understands and agrees that Landlord shall be entitled to a supervision fee in the amount of five percent (5%) of the cost of any work which requires a good government permit. If any governmental entity requires, as a condition to any proposed alterations, additions or improvements to the Premises by Tenant, that improvements be made to the Common Areas, and workmanlike if Landlord consents to such improvements to the Common Areas, then Tenant shall, at Tenant's sole expense, make such required improvements to the Common Areas in such manner, utilizing such materials, and with such contractors (cincluding, if required by Landlord, Landlord's contractors) cause as Landlord may require in its sole discretion. Under no circumstances shall Tenant make any improvement which incorporates any Hazardous Materials, including, without limitation, asbestos-containing construction materials into the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, Any request for Landlord's consent shall be made in accordance with writing and shall contain architectural plans describing the work in detail reasonably satisfactory to Landlord. Unless Landlord otherwise agrees in writing, all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approvalalterations, which approval shall not be unreasonably withheld additions or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached improvements affixed to the freehold Premises (excluding moveable trade fixtures and to have furniture) shall become the property of Landlord and shall remain for be surrendered with the benefit of Landlord Premises at the end of the term Term. Landlord shall have the right to require Tenant to remove any alterations, additions or other improvements whether or not Landlord's consent was required unless Landlord's written consent was obtained and at the time of providing its consent, Landlord notified Tenant in writing that Tenant would not have to remove such items upon the expiration or earlier termination of the Lease Term. When reviewing any plans for alterations, additions or improvements submitted for its approval, Landlord shall notify Tenant in writing whether Landlord shall require Tenant to remove any or all of such improvements upon expiration or earlier termination of this Lease. Tenant shall have the right upon expiration or earlier termination of this Lease to remove any and all phone systems, furniture, fixtures and other personal property at Tenant's sole cost and expense provided that Tenant shall repair any damage caused by such removal. Except as otherwise provided in as good order and condition as they were when installedthis Lease or in any Exhibit to this Lease, reasonable wear and tear exceptedshould Landlord make any alteration or improvement to the Premises at the request of Tenant, Landlord shall be entitled to prompt reimbursement from Tenant for all costs incurred. In If Landlord withholds any consent required by this Section 7.3, Landlord shall specify its reasons therefor. The provisions of this Section 7.3 shall not be applicable to the event in initial Tenant Improvements Work constructed pursuant to the making of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additionsattached Work Letter.

Alterations. The following provisions govern Alterations constructed by Tenant: (i) Tenant agrees that it will shall not construct any Alterations or otherwise alter the Premises without Landlord's prior approval if (a) demolish such action results in the demolition, removal or undertake any structural alterations material alteration of any of the buildings existing improvements or future Renovation Improvements (including partitions, wall and floor coverings, ceilings, lighting fixtures or other improvements erected upon or otherwise comprising the Demised Premisesutility installations), without the prior written consent of Landlord or and (b) make the cost of such construction or alteration exceeds One Hundred Thousand Dollars ($100,000) per work of improvement (as such amount is adjusted pursuant to Paragraph 41) or if the cost of Alterations done, under construction, or for which approval is sought during any other alterations which would change the character of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premisescalendar quarter exceeds One Hundred Thousand Dollars ($100,000) (as such amount is adjusted pursuant to Paragraph 41). With respect to any alterations permitted to Alterations which must be made approved by Tenant Landlord pursuant to this Article Tenthe immediately preceding sentence, Tenant shall not commence construction of such Alterations until Landlord shall have the first approved the plans and specifications therefor, which approval shall be deemed given if not denied in writing within ten (a10) pay all costsworking days after Landlord shall have received Tenant's request for such approval. In no event shall Tenant make any Alterations to the Premises which could affect the structural integrity or the exterior design of the Building. Notwithstanding anything contained herein, expenses Tenant shall have the right to reconfigure demountable walls and charges thereof, partitions without Landlord's prior consent. (bii) make All Alterations requiring Landlord's approval shall be installed by Tenant in substantial compliance with the same approved plans and specifications therefor. All construction undertaken by Tenant shall be done in accordance with all applicable laws Laws and building codes in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who manner using materials of good quality. Tenant shall not create commence construction of any labor or other disturbance at the Demised Premises while performing sameAlterations until (a) all required governmental approvals and permits shall have been obtained, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (eb) all requirements regarding insurance imposed by reason of such alterations, not thereby and this Lease have been satisfied. (eiii) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted Landlord shall cause to be made available to Tenant all information maintained by Landlord or Landlord's architect which relates to the plans for the Building, including any "as-built" plans for the Building (and mechanical platforms on the Building roof) and/or Outside Areas, so that Tenant can incorporate such information into Tenant's files relating to plans for the Tenant Improvements and for Alterations. At all times during the Lease Term, (a) Tenant shall maintain and keep updated "as-built" plans for all Alterations constructed by Tenant hereunderwhich may or may not have required a building permit or other governmental approval, and (b) Tenant shall be made in accordance with provide to Landlord copies of all applicable laws and such "as-built" plans and specifications previously submitted any and all other drawings relating to Landlord for Landlord’s approval, which approval Tenant's Alterations in the Premises. (iv) All Alterations shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached to the freehold and to have become remain the property of Tenant during the Lease Term. Tenant shall have the right to remove any Alterations so long as it repairs all damage caused by the installation thereof and returns the Premises to the condition existing prior to the installation of such Alterations. At the expiration or sooner termination of the Lease Term, all Alterations that Tenant does not elect to remove shall be surrendered to Landlord as a part of the realty and shall remain then become Landlord's property, and Landlord shall have no obligation to reimburse Tenant for all or any portion of the benefit of value or cost thereof. Notwithstanding anything contained herein (but subject to the restrictions set forth in Paragraphs 13.B(iv)(a) and (b)), if Landlord so requires, at the end expiration or earlier termination of the term or other expiration Lease Term, Tenant shall remove any Alterations designated for removal by Landlord, including those Alterations for which Landlord's consent was not initially required, and shall restore the Premises to the condition existing prior to the installation of this Lease in such Alterations only to the extent necessary to return the Premises to a condition that has substantially the same value to subsequent tenants as good order and condition as they were when installedexisted on the Commencement Date, reasonable ordinary wear and tear excepted. In The following provisions shall qualify the event general rule set forth in the immediately preceding sentence: (a) Tenant shall remove and restore all damage caused by the removal of any specialized Alterations specifically related to the operation of Tenant's business in the Premises. To the extent Alterations made by Tenant results in a reduction in the capacity of HVAC, mechanical, electrical or plumbing systems, Tenant shall restore HVAC, mechanical, electrical and plumbing systems so that the capacity thereof is substantially the same as existed as of the Commencement Date, ordinary wear and tear excepted. If restroom "cores" and fixtures have been changed, such "cores" shall be moved to their original location and such "cores" and fixtures shall be restored to substantially the same condition as existed as of the Commencement Date, ordinary wear and tear excepted. If Tenant has made any Alterations to the structural parts of the Building (i.e., foundations, load-bearing walls, and structural roof system, but excluding roof membrane) or the floor slab, such structural parts of the Building shall be returned to the condition existing prior to the making of such alterationAlterations by Tenant (including the filling of any pits, improvements and additions as herein providedwell▇ ▇▇ trenches). If Tenant has made any Alterations to the roof membrane, Tenant further agrees the roof membrane shall be returned to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or condition existing prior to the making of such alterationsAlterations by Tenant, improvements except that Tenant shall not be obligated to restore any penetration of the roof membrane that has been made with the written approval of Landlord. The percentage of dropped ceiling for each area of the Building (office, research and additionsdevelopment, etc.) shall be substantially the same as existed as of the Commencement Date. Any Alterations made by Tenant to the fire sprinkler system shall be restored to substantially the same condition as existed as of the Commencement Date, ordinary wear and tear excepted. (b) Tenant shall only be required to remove Alterations for which either of the following is true, and only if such removal is otherwise required by all of the preceding provisions of this Paragraph 13.B(iv): (i) such Alterations were approved in writing by Landlord and, at the time such approval was given by Landlord, Landlord informed Tenant in writing that Landlord would require that such Alterations be removed at the termination of the Lease Term; or (ii) such Alterations were installed with Landlord's consent.

Alterations. 8.1 Tenant agrees that it will any repairs, alterations, other improvements or installations made by Tenant to or upon the Demised Premises shall be done in a good workmanlike manner and in conformity with all laws, ordinances and regulations of all public authorities having jurisdiction, that new materials of good quality shall be employed therein, that the structure of the Demised Premises shall not (a) demolish be endangered or undertake impaired thereby, that the Demised Premises shall not be diminished in value thereby, and that, except for signs, antennae, and heating and air conditioning and utilities equipment Tenant is permitted to erect and maintain pursuant to the provisions of this lease, neither the perimeter of the Demised Premises nor the height of the Demised Premises shall be increased without the written consent of Landlord. Tenant agrees that Tenant shall not make any alterations to the foundation, roof, exterior walls, gutters, downspouts, canopy or any structural alterations parts of the Demised Premises without first submitting plans and specifications thereof to Landlord. Landlord shall have the right to disapprove of the same if, and only if, the same violate any of the buildings preceding provisions of this Section 8. 1. Failure of Landlord to give notice of approval or other improvements erected upon or otherwise comprising disapproval of said plans and specifications within thirty (30) days after ▇▇▇▇▇▇'s submission thereof to Landlord shall be deemed approval. In addition, Tenant shall give Landlord prior notice of all alterations costing more than $75,000 (as increased each year by the CPI Index as defined in Section 5.1(B)) so that Landlord has a reasonable opportunity to post a notice of non-responsibility, except that Tenant shall not be in breach of this obligation unless it fails to give prior notice, a mechanic's lien is recorded against ▇▇▇▇▇▇▇▇'s fee interest in the Demised Premises, and Tenant fails to cause such lien to be discharged of record as provided in Section 8.5 hereof. All salvage in connection with any work done by Tenant pursuant to the provisions of this Article may be disposed of by ▇▇▇▇▇▇. It is agreed and understood that ▇▇▇▇▇▇▇▇ will accept the Demised Premises as altered pursuant to the provisions hereof without any obligation upon Tenant to restore the prior written consent Demised Premises to their former condition. 8.2 Landlord agrees that Tenant may erect and maintain its usual signs, from time to time, and provided such signs are in compliance with local codes, upon the exterior of the Demised Premises and the usual signs, from time to time, of any subtenants of Tenant. ▇▇▇▇▇▇▇▇ further agrees that Tenant may erect and maintain upon the roof of the Demised Premises antennae for electronic receivers and transmitters in the Demised Premises and that Tenant may erect and maintain upon the roof and on the adjacent ground utilities equipment serving the Demised Premises. Tenant shall be responsible for such signs, antennae and equipment, and for obtaining all government approvals with respect thereto. 8.3 All repairs, alterations, other improvements or installations made to or upon the Demised Premises which are so attached to the realty that same will be by law deemed to be a part of the realty shall (subject, however, to the provisions of Section 8.1 and the provisions of the following sentence) be the property of Landlord or and remain upon and be surrendered with the Demised Premises as a part thereof upon the termination of this lease. Notwithstanding the foregoing, all trade fixtures, (b) make any including without limitation, compressors, generators and hydraulic equipment), lighting fixtures, heat and air conditioning equipment (other alterations which would change the character than ducts), and signs, whether by law deemed to be a part of the buildings realty or not, installed at any time by Tenant or anyone claiming under Tenant (at Tenant's sole cost and expense without any contribution from or reimbursement by Landlord and which are not replacements of property installed by Landlord) shall remain the property of Tenant or persons claiming under Tenant and may be removed by Tenant or any person claiming under Tenant at any time or times during the Lease Term or any occupancy by Tenant thereafter, Tenant agreeing to repair any and all damage to the Demised Premises occasioned by the removal by Tenant or any person claiming under Tenant of any property from the Demised Premises. 8.4 Tenant shall procure all necessary governmental permits before making any repairs, alterations, other improvements or installations to or upon the Demised Premises. Landlord shall cooperate with Tenant in obtaining such permits. ▇▇▇▇▇▇ agrees to save harmless and indemnify Landlord from any and all injury, loss, claims or damage to any person or property occasioned by or arising out of the doing of any such work by ▇▇▇▇▇▇. 8.5 Tenant shall permit no mechanic's, materialman's or other improvements comprising lien against the Demised Premises or property of which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or are a part in connection with any materials, labor or equipment furnished, or claimed to have been furnished, to or for Tenant, and if any such lien shall be filed against the buildings Demised Premises or property of which the Demised Premises are a part Tenant shall provide Landlord with written notice thereof and other improvements comprising shall cause said lien to be discharged, provided, however, that if Tenant desires to contest any such lien it may do so as long as the enforcement thereof is stayed, but in any event, Tenant shall either cause any such lien to be discharged of record within twenty-one (21) days of any written request of Landlord (if Tenant is not longer contesting such lien) or any written request based on any requirements of any mortgagee or prospective mortgagee or buyer or prospective buyer in escrow for the Demised Premises or property including the Demised Premises. With respect to any alterations permitted to be made by , (whether or not Tenant pursuant to this Article Tenis still contesting such lien), Tenant shall (a) pay all costs, expenses and charges or in lieu thereof, (b) make if and while contesting the same lien as aforesaid, deposit with the buyer's escrow, or the mortgagee or prospective mortgagee, pending such contest, a sum or bond sufficient to cover the amount of said lien and all interest, penalties or costs that would be payable to discharge such lien if such lien were valid provided such mortgagee or buyer may use such sum or bond to cause the discharge of said lien if its foreclosure is imminent. 8.6 Landlord shall permit no mechanic's, materialman's or other lien against the Demised Premises or property of which the Demised Premises are a part in accordance connection with all applicable laws any materials, labor or equip- ment furnished, or claimed to have been furnished, to or for Landlord or any other occupant of premises in the Shopping Center, and building codes in if any such lien shall be filed against the Demised Premises or property of which the Demised Premises are a good and workmanlike manner, (c) part Landlord shall cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing samedischarged, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approval, which approval shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached to the freehold and to have become the property of Landlord and shall remain for the benefit of Landlord at the end of the term or other expiration of this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees however, that if Landlord desires to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from contest any such lien it may do so as long as the undertaking or making of such alterations, improvements and additionsenforcement thereof is stayed.

Alterations. 17.1 Tenant agrees that shall make no alterations, additions or improvements (hereinafter in this article, “Improvements”) in or to the Premises without Landlord’s prior written consent, which shall not be unreasonably withheld; provided, however, it will shall not (a) demolish or undertake any structural alterations be unreasonable for Landlord to withhold consent if the proposed Improvements would in the opinion of any Landlord adversely affect the use of the buildings Premises for generic laboratory-based research and development space as part of an integrated Building plan after the expiration or other improvements erected upon earlier termination of this Lease. Tenant shall deliver to Landlord final plans and specifications and working drawings for the Improvements to Landlord, and Landlord shall have ten (10) days thereafter to grant or otherwise comprising withhold its consent. If Landlord does not notify Tenant of its decision within the Demised Premisesten (10) days, without Landlord shall be deemed to have given its approval. 17.2 If a permit is required to construct the prior written consent of Landlord or (b) make any other alterations which would change the character of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to be made by Tenant pursuant to this Article TenImprovements, Tenant shall deliver a completed, signed-off inspection card to Landlord within ten (a10) pay all costs, expenses and charges thereof, (b) make the same in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason days of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value completion of the Demised Premises. All alterationsImprovements, improvements and additions shall promptly thereafter obtain and record a notice of completion and deliver a copy thereof to the Demised Premises permitted to be made by Tenant hereunder, Landlord. 17.3 The Improvements shall be made in accordance with constructed only by licensed contractors or mechanics. Tenant shall use only those contractors listed on Exhibit H for the trades listed thereon; all applicable laws and plans and specifications previously submitted to Landlord for other contractors shall be approved by Landlord’s approval, which approval shall not be unreasonably withheld or delayed. Any such contractor must have in force a general liability insurance policy of not less than $2,000,000 or such higher limits as Landlord may reasonably require, andwhich policy of insurance shall name Landlord as an additional insured. Tenant shall provide Landlord with a copy of the contract with the contractor or mechanic prior to the commencement of any construction requiring Landlord’s consent. 17.4 Tenant agrees that any work by Tenant shall be accomplished in such a manner as to permit any fire sprinkler system and fire water supply lines to remain fully operable at all times except when minimally necessary for building reconfiguration work. 17.5 Tenant covenants and agrees that all work done by Tenant shall be performed in full compliance with all laws, except rules, orders, ordinances, directions, regulations, permits, approvals, and requirements of all governmental agencies, offices, departments, bureaus and boards having jurisdiction, and in full compliance with the rules, orders, directions, regulations, and requirements of any applicable fire rating bureau. Tenant shall provide Landlord with “as-built” plans showing any material change in the Premises within thirty (30) days after completion. 17.6 Before commencing any work, Tenant shall give Landlord at least five (5) days’ prior written notice of the proposed commencement of such work. 17.7 At the time Landlord consents to the Improvements pursuant to Section 17.1, Landlord shall identify those Improvements which Tenant shall be required to remove upon the expiration or earlier termination of the Lease, and Landlord and Tenant shall mutually identify those Improvements which Tenant may remove upon the expiration or earlier termination of this Lease. Landlord and Tenant shall list any such Improvements on Schedule 1 attached hereto, designating those which Tenant shall be required to remove and those which Tenant may remove. With respect to those Improvements not so identified, Landlord and Tenant acknowledge and agree that Landlord’s approval of the final plans and specifications and working drawings for removable trade fixtures, the Improvements pursuant to Section 17.1 shall at once when made or installed be deemed to have attached to the freehold Landlord’s and to have Tenant’s agreement that those Improvements not so identified shall become the property of Landlord upon the expiration or earlier termination of this Lease, and shall remain for upon and be surrendered with the benefit of Landlord at the end of Premises as a part thereof. Those Improvements identified as Improvements which Tenant may remove are included within the term “Tenant’s Removable Property” defined in Section 30.3. Notwithstanding the provisions of Section 30.3, Tenant shall, at Landlord’s election, upon the expiration or other expiration earlier termination of this Lease in Lease, remove the Improvements which are identified as good order Improvements which Tenant shall be required to remove, and restore and return the Premises to the condition as they were in when installed, reasonable wear and tear excepted. In the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additionsfirst occupied by Tenant.

Alterations. After the Commencement Date, Tenant agrees shall not make any Alterations in, on or about the Premises without Landlord’s prior written consent, which consent shall not be unreasonably withheld, conditioned, or delayed; provided, however, that it will Landlord’s consent shall not be required for any nonstructural Alterations to the Premises which do not affect the electrical, plumbing, HVAC or mechanical systems of the Building and do not exceed Ten Thousand and no/100ths Dollars (a$10,000.00) demolish or undertake any structural alterations in cost so long as Tenant provides Landlord with prior notice of any of such Alterations. Notwithstanding the buildings or other improvements erected upon or otherwise comprising the Demised Premisesforegoing, Tenant shall not, without the prior written consent of Landlord or (b) Landlord, make any other alterations which would change Alterations to the character exterior of the buildings Building or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value Outside Area; Alterations to and penetrations of the Demised Premises roof of the Building; or Alterations visible from outside the Building, to all of which Landlord may withhold Landlord’s consent on wholly aesthetic grounds. All Alterations shall be constructed and/or installed (i) by Landlord’s contractor or a contractor reasonably approved by Landlord; provided, however, that if Tenant selects, and Landlord approves, a contractor other than Landlord’s contractor, then Landlord shall enter into the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to be made by Tenant pursuant to this Article Ten, Tenant shall contract for such Alterations with such contractor; (aii) pay all costs, expenses and charges thereofat Tenant’s sole expense, (biii) make the same in accordance compliance with all applicable laws Laws and building codes permit requirements, (iv) pursuant to plans and specifications approved by Landlord if Landlord’s consent is required for such Alterations, and (v) in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully manner conforming in quality and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection design with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value Premises existing as of the Demised PremisesCommencement Date. All alterations, improvements and additions to the Demised Premises permitted to be Alterations made by Tenant hereunder, shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approval, which approval shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached to the freehold and to have become the property of Landlord upon installation and shall remain not be deemed Tenant’s Personal Property; provided, however, that Landlord may, at Landlord’s option, require Tenant to remove, at Tenant’s expense, any or all Alterations installed by Tenant from the Premises at the expiration or sooner termination of this Lease. If ▇▇▇▇▇▇▇▇’s consent is required for any Alterations, then Landlord shall notify Tenant of Landlord’s election at the time that ▇▇▇▇▇▇▇▇’s consent is granted for such Alterations. If, however, ▇▇▇▇▇▇▇▇’s consent is not required for such Alterations, Landlord shall notify Tenant of Landlord’s election within ten (10) business days after ▇▇▇▇▇▇’s request for such determination by Landlord. If Tenant removes any Alterations as required or permitted herein, Tenant shall repair any and all damage to the Premises caused by such removal and return the Premises to their condition as of the Commencement Date, normal wear and tear, casualty, condemnation, and repairs that are not ▇▇▇▇▇▇’s responsibility hereunder excepted and subject to the provisions of Paragraph 22. Notwithstanding any other provision of this Lease, Tenant shall be solely responsible for the benefit maintenance and repair of Landlord at any Alterations made by it to the end of the term or other expiration of this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additionsPremises.

Alterations. Tenant agrees shall not make any Alterations without obtaining Landlord’s prior written consent, except that it will Tenant may make interior, non-structural Alterations without such consent upon at least fifteen (15) days’ prior notice to Landlord, provided that the cost thereof does not exceed an aggregate amount of Fifty Thousand and 00/100 Dollars (a$50,000.00) demolish or undertake annually. Any Alterations requiring Landlord’s consent shall be presented to Landlord in written form with detailed plans. In connection with any structural alterations Alterations, Tenant shall, at Tenant’s sole cost and expense: (i) acquire all applicable governmental permits; (ii) furnish Landlord with copies of both the permits and the plans and specifications at least fifteen (15) days before the commencement of the work, (iii) comply with all conditions of said permits in a prompt and expeditious manner and (iv) secure full and final waivers of all liens affecting the Premises. All Alterations shall be performed in a workmanlike manner with good and sufficient materials. Upon completion of any of the buildings or other improvements erected upon or otherwise comprising the Demised Premises, without the prior written consent of Landlord or (b) make any other alterations which would change the character of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to be made by Tenant pursuant to this Article TenAlterations, Tenant shall, at Tenant’s sole cost and expense, promptly upon completion, furnish Landlord with a reproducible copy of as-built drawings and specifications for any Alterations. Any Tenant Work for any Alterations shall (a) pay all costs, expenses be done at Tenant’s sole cost and charges thereof, (b) make the same expense in accordance with all applicable laws Laws and building codes in a good and workmanlike manner. Landlord shall cooperate at no out of pocket cost to Landlord in securing any necessary permits and approvals with respect to the Alterations. All Alterations which may be made on the Premises shall, (c) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens expiration or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value termination of the Demised Premises. All alterationsTerm, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approval, which approval shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached to the freehold and to have become the property of Landlord and remain upon and be surrendered with the Premises. Tenant shall remain reimburse Landlord for its reasonable, actual out-of-pocket costs incurred in connection with its review of plans, specifications and other materials for any Alterations made by Tenant within ten (10) days of Tenant’s receipt of an invoice for such costs from Landlord. Notwithstanding anything to the benefit of Landlord at the end of the term or other expiration of this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event contrary in the making Lease, in no event shall Landlord take possession, custody or control of any regulated property or assets of Tenant that would require Landlord to be authorized to do so under the Act, unless Landlord is actually authorized to do so or, in the alternative, so appoints a third party designee or assignee (actually authorized and so confirmed by the Regulator) to enforce such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additionsrights hereunder.

Alterations. Tenant agrees that it will shall not (a) demolish permit alterations in or undertake any structural to the Leased Premises unless and until the plans and the contractor have been approved by Landlord in writing. As a condition of such approval, Landlord may require Tenant to remove the alterations and restore the Leased Premises upon termination of any this Lease; otherwise, all such alterations shall at Landlord's option become a part of the buildings or other improvements erected upon or otherwise comprising realty and the Demised Premisesproperty of Landlord, without and shall not be removed by Tenant. In the prior written event Landlord's consent is required for an alteration, Landlord will notify Tenant at the time it gives consent whether the alteration must be removed at the termination of Landlord or (b) make any other alterations which would change the character of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premisesthis Lease. With respect to any alterations permitted to be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay ensure that all costs, expenses and charges thereof, (b) make the same in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, alterations shall be made in accordance with all applicable laws laws, regulations and plans building codes, in a good and specifications previously submitted workmanlike manner and of quality equal to or better than the original construction of the Building. Upon completion of the work, Tenant shall provide lien waivers from the subcontractors or a final affidavit of lien waiver from the general contractor, and such lien waiver shall be in a form acceptable to Landlord.) No person shall be entitled to any lien derived through or under Tenant for any labor or material furnished to the Leased Premises, and nothing in this Lease shall be construed to constitute a consent by Landlord to the creation of any lien. If any lien is filed against the Leased Premises for Landlord’s approval, which approval shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed work claimed to have attached to the freehold and been done for or material claimed to have become the property of Landlord and shall remain for the benefit of Landlord at the end of the term or other expiration of this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of such alteration, improvements and additions as herein providedbeen furnished to Tenant, Tenant further agrees shall cause such lien to be discharged of record within thirty (30) days after filing. Tenant shall indemnify and hold harmless Landlord from and against all costs, expenseslosses, liens, claims expenses and damages arising out of, attorneys' fees in connection with any construction or resulting from the undertaking or making of such alterations, improvements alteration and additionsany related lien.

Alterations. Tenant agrees that it will not (a) demolish or undertake any structural alterations of any of the buildings or other improvements erected upon or Except as otherwise comprising the Demised Premises, without the prior written consent of Landlord or (bexpressly set forth in Section 7.03(b) make any other alterations which would change the character of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to be made by Tenant pursuant to this Article Tenbelow, Tenant shall not permit alterations in or to the Leased Premises unless and until Landlord has approved the plans therefor in writing. Landlord shall have five (a5) pay all costsbusiness days after receipt of the plans for Tenant’s alterations (or twenty (20) business days after receipt of the plans for Tenant’s alterations if the alterations are structural or mechanical in nature) in which to review said plans and in which to give to Tenant notice of its approval or disapproval (and in the case of disapproval, expenses and charges thereofreasonable detail for the disapproval) of said plans. In the event Landlord fails to respond within said five (5) (or twenty (20), if applicable) business day period, Tenant shall provide a second notice to Landlord. If Landlord fails to respond within five (b5) make the same in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanicbusiness days following Landlord’s liens or other liens or claims in connection with the making thereof and (e) by reason receipt of such alterationssecond notice, not thereby and (e) the plans submitted by reason Tenant shall be deemed approved. As a condition of such alterationsapproval, not thereby reduce Landlord may require Tenant to remove the economic value alterations and restore the Leased Premises to its pre-alterations condition upon termination of this Lease; otherwise, all such alterations shall, at Landlord’s option, become a part of the Demised Premises. All alterations, improvements realty and additions to the Demised Premises permitted to be made by Tenant hereunder, shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approval, which approval shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached to the freehold and to have become the property of Landlord and shall remain for not be removed by Tenant. Tenant has the benefit of Landlord right, however, to remove Tenant’s Property at any time and from time to time during the end Lease Term. (b) Notwithstanding the foregoing, Tenant shall have the right to make alterations to the interior of the term or other expiration Building, without obtaining Landlord’s prior written consent provided that (i) such alterations do not exceed Five Hundred Thousand and No/100 Dollars ($500,000.00) in cost in any one instance during the Lease Term (exclusive of this Lease the cost of any equipment being installed in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of connection with such alteration, improvements ); (ii) such alterations are non-structural and additions as herein providednon-mechanical in nature; (iii) for alterations that will cost in excess of Two Hundred Thousand and No/100 Dollars ($200,000.00) (exclusive of the cost of any equipment being installed in connection with such alteration), Tenant further agrees provides Landlord with prior written notice of its intention to indemnify make such alterations, stating in reasonable detail the nature, extent and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making estimated cost of such alterations, improvements and additionsif plans and specifications are being prepared in connection with such alterations, then Tenant shall deliver a copy of such plans and specifications; and (iv) at Landlord’s option, Tenant must remove such alterations and restore the Leased Premises upon termination of this Lease. (c) If (i) the City of Linden’s approval is required in connection with any alterations, and (ii) such alterations require (x) Landlord’s approval pursuant to Section 7.03(a), or (y) Tenant to notify Landlord of such alterations pursuant to Section 7.03(b), Tenant shall notify Landlord accordingly, and Landlord shall be given the opportunity to participate in any applicable discussions with the City of Linden.

Alterations. Tenant agrees that it will not (a) demolish or undertake (Without prejudice to sub clause (b) of this clause) not to carry out any structural alterations of any of the buildings alterations, additions or other improvements erected upon or otherwise comprising works to the Demised Premises, Premises without the prior written consent of the Landlord or having been obtained (b) make any other alterations which would change the character of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect such consent not to any alterations permitted to be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses and charges thereof, (b) make the same in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approval, which approval shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached and provided that — without prejudice to the freehold and to have become generality of the property of Landlord and foregoing — it shall remain be reasonable for the benefit of Landlord at the end to withhold consent in any circumstances where a proposed alteration or addition to any of the term Conducting Media or the systems for the supply of heating, air-conditioning (if any), lighting, electric power or water installed within or upon the Premises would or might have a material adverse impact upon the Existing EPC rating (and it is agreed that a downgrade in the Existing EPC rating shall constitute a material adverse impact). (b) Not to carry out any alterations, additions or other expiration works to the Premises before all necessary approvals, consents, licences, permits or permissions of this Lease in as good order any competent authority, body or person have been obtained and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements additions or works shall be carried out strictly in accordance with their terms and additionsconditions. (c) To permit the Landlord and others authorised by the Landlord to enter upon the Premises at reasonable hours during the daytime for the purpose of seeing that all alterations, additions or other works are being or have been carried out in all respects in conformity with this clause and immediately upon being required to do so to remove any alteration, addition or other works of or to the Premises which do not so conform or in respect of which any such approvals, consents, licences, permits or permissions of the competent authority, body or person have been withdrawn or have lapsed and thereupon to make good all damage caused to the Premises and restore and reinstate all affected parts of the Premises to the reasonable satisfaction of the Landlord. (d) If any alterations or additions are made to the Premises, within 30 days following completion of such works to give written notice to the Landlord and at the same time (or at such later date as is reasonable) to provide to the Landlord a copy of the as-built drawings for such works. (e) To pay as additional rent any sums which the Landlord may properly expend by way of additional premiums for the insurance of the Premises by reason of any alterations or additions made to the Premises by the Tenant.

Alterations. Tenant agrees shall not, without on each occasion first obtaining Landlord’s prior written consent (which consent shall not be unreasonably withheld, conditioned or delayed), make any alterations, improvements or additions to the Premises, except that it will not (a) demolish or undertake any structural alterations of any of the buildings or other improvements erected upon or otherwise comprising the Demised PremisesTenant may, without the prior written consent of Landlord or (b) Landlord, make any other alterations which would change minor improvements to the character interior of the buildings or other improvements comprising the Demised Premises or which would weaken, provided that: (i) they do not impair or otherwise in any way affect the structural aspects of integrity of strength, operation or lessen the value of the Demised Premises and/or the buildings Building, and other improvements comprising the Demised Premises. With respect to any alterations permitted to be made by Tenant pursuant to this Article Ten, (ii) Tenant shall (a) pay take all costssteps required or permitted by law to avoid the imposition of any mechanics’ lien upon the Premises, expenses Building and charges thereof, (b) make the same in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised PremisesLand. All permanent alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approval, which approval shall not be unreasonably withheld or delayed, andadditions, except for removable trade fixturesminor alterations and improvements, shall at once when made or installed be deemed to have attached to become part of the freehold Premises and to have become the property of Landlord without payment therefor by Landlord and shall remain for the benefit of be surrendered to Landlord at the end of the term Term; PROVIDED, HOWEVER, if so notified by Landlord, Tenant shall, prior to the end of the Term, remove all and any such alterations and improvements made by Tenant after initial occupancy, or other the parts thereof specified by Landlord, from the Premises and shall repair all damage caused by installation and removal; provided, further, if Tenant, in its request for approval of an alteration, clearly states in its request notice that it will not remove the alterations upon the expiration or sooner termination of this Lease in as good order and condition as they were when installedLease, reasonable wear and tear excepted. In then if Landlord approves the event in request for consent without conditioning such approval on removing the making of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, then Tenant shall not be required to remove such alterations as so specified in Tenant’s request notice. If requested by Tenant, Landlord shall inform Tenant within ten (10) business days following receipt of notice whether Landlord shall require removal at the end of the Term with respect to any specific improvements, partitions or fixtures. For purposes of this Section 14, “minor improvements” shall be defined as those improvements and additionscosting no more than $50,000.

Alterations. 6.1 Except for those, if any, specifically provided for in Exhibit B to this Lease, Tenant agrees that it will shall not (a) demolish make or undertake suffer to be made any structural alterations alterations, additions, or improvements, including, but not limited to, the attachment of any fixtures or equipment in, on, or to the Premises or any part thereof or the making of the buildings or other any improvements erected upon or otherwise comprising the Demised Premisesas required by Article 7, without the prior written consent of Landlord which consent shall not be unreasonably withheld, conditioned or delayed. When applying for such consent (bif required) make any other or providing such notice (if Landlord’s consent is not required as hereinafter provided), Tenant shall, if reasonably requested by Landlord, furnish complete plans and specifications for such alterations, additions and improvements. Notwithstanding the foregoing, Landlord’s consent shall not be required (but prior written notice from Tenant to Landlord shall be required) with respect to alterations which would change (i) are not structural in nature, (ii) are not visible from the character exterior of the buildings Building, (iii) do not affect or require modification of the Building’s electrical, mechanical, plumbing, HVAC or other improvements comprising the Demised Premises or which would weakensystems, impair or otherwise and (iv) do not have an aggregate cost of more than One Hundred Thousand Dollars ($100,000.00) in any way affect the structural aspects of integrity of consecutive twelve (12) month period. 6.2 If Landlord’s consent is required pursuant to Section 6.1, any such alteration, addition or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to improvement by Tenant shall be made by using, at Tenant’s option, either Landlord’s contractor or a contractor reasonably approved by Landlord, in either event at Tenant’s sole cost and expense. If Tenant pursuant to this Article Tenshall employ any contractor other than Landlord’s contractor and such other contractor or any subcontractor of such other contractor shall employ any non-union labor or supplier, Tenant shall be responsible for and hold Landlord harmless from any and all delays, damages and extra costs suffered by Landlord as a result of any dispute with any labor unions concerning the wage, hours, terms or conditions of the employment of any such labor. In any event, Landlord may require that Tenant pay Landlord the construction management fee charged to Landlord by Landlord’s property management company not to exceed five percent (5%) of the cost of such work plus third-party costs actually incurred by Landlord in connection with the proposed work and the design thereof, with all such amounts being due twenty (20) days after Landlord’s demand. Tenant shall not be obligated to pay such fees in connection with the Landlord’s Work performed pursuant to the Work Letter attached as Exhibit B hereto or in connection with any work performed by Tenant to prepare the Premises for its initial occupancy. Tenant shall be required to remove or restore any alterations, additions or improvements performed by Tenant unless, simultaneously with any such written consent of Landlord (if required) or notice to Landlord (if Landlord’s consent is not required) of such alteration, addition or improvement, Landlord provides Tenant with a written statement that the alteration, addition or improvement being performed does not need to be removed or restored by Tenant at the end of the Term. In the event that Landlord fails to notify Tenant within ten (10) business days of Tenant’s request for Landlord’s consent (if required) or notice to Landlord (if Landlord’s consent is not required) of any alteration, addition or improvement whether such alteration, addition or improvement needs to be removed or restored at the end of the Term, then such failure shall constitute a determination by Landlord that such alteration, addition or improvement does not need to be removed or restored at the end of the Term. 6.3 All alterations, additions or improvements proposed by Tenant shall be constructed in accordance with all government laws, ordinances, rules and regulations, using Building standard materials where applicable, and Tenant shall, prior to construction, provide the additional insurance required under Article 11 in such case, and also all such assurances to Landlord as Landlord shall reasonably require to assure payment of the costs thereof, including but not limited to, notices of non-responsibility, waivers of lien, surety company performance bonds and funded construction escrows and to protect Landlord and the Building and appurtenant land against any loss from any mechanic’s, materialmen’s or other liens (provided, however, that such surety company performance bonds and funded construction escrows shall not be required by Landlord so long as (a) pay all costs, expenses Tenant is not then in default under this Lease beyond any applicable notice and charges thereofcore period, (b) make Landlord has not applied the same in accordance with all Security Deposit or drawn on the letter of credit as a result of a default by Tenant under this Lease beyond any applicable laws notice and building codes in a good cure period, and workmanlike manner, (c) cause such set of alterations, additions or improvements by Tenant do not exceed One Hundred Thousand Dollars ($100,000.00) in the aggregate). Tenant shall pay in addition to any sums due pursuant to Article 4, any increase in real estate taxes attributable to any such alteration, addition or improvement for so long, during the Term, as such increase is ascertainable; at Landlord’s election said sums shall be paid in the same way as sums due under Article 4. Landlord may, as a condition to its consent to any particular alterations or improvements which Tenant would be performed by qualified contractors who shall not create any labor required to remove or other disturbance restore at the Demised Premises while performing sameend of the Term, (d) fully and completely indemnify and hold harmless require Tenant to deposit with Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) amount reasonably estimated by reason Landlord as sufficient to cover the cost of removing such alterations, not thereby additions or improvements and (e) by reason restoring the Premises; but only to the extent that the reasonably estimated costs of removal and restoration of such alterationsalteration, not thereby reduce the economic value addition or improvement exceed seventy five percent (75%) of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted Security Deposit to be made held by Tenant hereunder, shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approval, which approval shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached to the freehold and to have become the property of Landlord and shall remain for the benefit of Landlord at the end of the term or other expiration of this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additionsTerm.

Alterations. Tenant agrees that it will not (a) demolish or undertake any structural alterations of any of the buildings or other improvements erected upon or otherwise comprising the Demised Premises, without the prior written consent of Landlord or (b) make any other alterations which would change the character of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costsnot permit alterations in or to the Leased Premises unless and until the plans and the contractor have been approved by Landlord in writing. As a condition of such approval, expenses Landlord may require Tenant to remove the alterations and charges thereof, (b) make restore the same in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) cause Leased Premises upon termination of this Lease to the same condition existing prior to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason installation of such alterations; otherwise, not thereby and (e) by reason of all such alterations, not thereby reduce the economic value alterations shall at Landlord’s option become a part of the Demised Premisesrealty and the property of Landlord, and shall not be removed by Tenant. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, shall ensure that all alterations shall be made in accordance with all applicable laws laws, regulations and building codes, in a good and workmanlike manner and of quality equal to or better than the original construction of the Building and that its contractors comply with the terms and conditions of Landlord’s building standards (which Landlord agrees to furnish to Tenant upon request therefor). Upon completion of the work, Tenant shall provide lien waivers from the subcontractors or a final affidavit of lien waiver from the general contractor, and such lien waiver shall be in a form reasonably acceptable to Landlord. No person shall be entitled to any lien derived through or under Tenant for any labor or material furnished to the Leased Premises, and nothing in this Lease shall be construed to constitute a consent by Landlord to the creation of any lien. If any lien is filed against the Leased Premises for work claimed to have been done for or material claimed to have been furnished to Tenant, Tenant shall cause such lien to be discharged of record or bonded from the Project within thirty (30) days after Tenant’s actual notice of such lien filing. Tenant shall indemnify Landlord from all costs, losses, expenses and attorneys’ fees in connection with any construction or alteration to the Leased Premises by Tenant and any related lien. Notwithstanding anything to the contrary above, Tenant shall have the right to make alterations to the Leased Premises without obtaining Landlord’s prior written consent provided that (i) excluding replacing carpeting and other floor coverings, such alterations do not exceed Fifty Thousand and No/100 Dollars ($50,000.00) in cost in any one instance; (ii) such alterations are non-structural in nature and do not affect the Building systems; and (iii) Tenant provides Landlord with prior written notice of its intention to make such alterations stating in reasonable detail the nature, extent and estimated cost of such alterations together with the plans and specifications previously submitted to Landlord for Landlord’s approval, which approval shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached to the freehold and to have become the property of Landlord and shall remain for the benefit of Landlord at same no less than ten (10) days before the end date on which Tenant anticipates commencing construction of the term or other expiration same. Tenant shall provide Landlord with copies of this Lease in as good order the as-built plans and condition as they were when installedspecifications, reasonable wear and tear excepted. In the event in the making of such alterationincluding CAD drawings, improvements and additions as herein providedif available, Tenant further agrees to indemnify and hold harmless Landlord from and against reflecting all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements or additions as completed within fifteen (15) days after the completion thereof. Notwithstanding anything to the contrary in this Lease, Landlord shall not construct any floors above the Building or place any other improvements thereon other than as specifically provided in the Plans and additionsSpecifications.

Alterations. Tenant agrees that it will not (a) demolish Tenant shall not make, or undertake permit to be made, any structural alterations of alterations, additions or improvements (“Alterations”) to the Premises, or any of the buildings or other improvements erected upon or otherwise comprising the Demised Premisespart thereof, without the prior written consent of Landlord or (b) make any other alterations which would change the character of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses and charges thereof, (b) make the same in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approval, which approval consent shall not be unreasonably withheld or delayedwithheld. Normal repair and maintenance work, andincluding painting and re-carpeting, except for removable trade shall not be deemed to be an Alteration to the Premises. Any Alterations to the Premises shall be at Tenant’s sole cost and expense, in compliance with all Applicable Laws, and in accordance with plans and specifications submitted in writing to Landlord and approved in writing. Tenant agrees not to proceed to make any Alterations, notwithstanding consent from Landlord to do so, until ten (10) days after Tenant’s receipt of such written consent. (b) All Alterations, including, but not limited to, heating, lighting, electrical, air conditioning, fire extinguishers, lighting fixtures, ballasts, light globes, and tubes, hot water heaters, fixed partitioning, drapery, wall covering and paneling, built-in cabinet work and carpeting installations made by Tenant, together with all property that has become an integral part of the Building, shall at once when made or installed be deemed to have attached to the freehold and to have become the property of Landlord Landlord, and shall remain for not be deemed trade fixtures, but are subject to removal as provided herein. (c) Tenant shall not be required to remove the benefit of Landlord Tenant Improvements from the Premises at the end expiration or sooner termination of this Lease, nor shall Tenant shall be required to remove any Alterations from the term Premises at the expiration or other expiration sooner termination of this Lease unless, with respect to any such Alterations, (i) Landlord notified Tenant in as good order and condition as they were when installed, reasonable wear and tear excepted. In writing at the event in time of Landlord’s consent to any such Alterations that Tenant would be required to remove such Alterations from the making Premises at the expiration of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out ofthe Term, or resulting from (ii) Tenant made such Alterations to the undertaking or making of Premises without Landlord’s prior written consent where such alterations, improvements and additionsconsent is required.

Alterations. Tenant agrees that it will not (a) demolish shall make no changes in or undertake any structural alterations to the demised premises of any of the buildings or other improvements erected upon or otherwise comprising the Demised Premises, nature without Owner's prior written consent. Subject to the prior written consent of Landlord Owner, and to the provisions of this article, Tenant at Tenant's expense, may make alterations, installations, additions or (b) make any other alterations improvements which would change are non-structural and which do not affect utility services or plumbing and electrical lines, in or to the character interior of the buildings demised premises by using contractors or other improvements comprising mechanics first approved by Owner. Tenant shall, before making any alterations, additions, installations or improvements, at its expense, obtain all permits, approvals and certificates required by any governmental or quasi-governmental bodies and (upon completion) certificates of final approval thereof and shall deliver promptly duplicates of all such permits, approvals and certificates to Owner and Tenant agrees to carry and will cause Tenant's contractors and sub-contractors to carry such ▇▇▇▇▇▇▇'▇ compensation, general liability, personal and property damage insurance as Owner may require. If any mechanic's lien is filed against the Demised Premises demised premises, or the building of which would weakenthe same forms a part, impair for work claimed to have been done for, or otherwise in any way affect the structural aspects of integrity of materials furnished to, Tenant, whether or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to be made by Tenant not done pursuant to this Article Tenarticle, Tenant shall (a) pay all costs, expenses and charges thereof, (b) make the same in accordance with all applicable laws and building codes in a good and workmanlike mannershall be discharged by Tenant within thirty days thereafter, (c) cause at Tenant's expense, by filing the same to be performed bond required by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premiseslaw. All alterationsfixtures and all paneling, improvements partitions, railings and additions to like installations, installed in the Demised Premises permitted to be made premises at any time, either by Tenant hereunderor by Owner in Tenant's behalf, shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approvalshall, which approval shall not be unreasonably withheld or delayedupon installation, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached to the freehold and to have become the property of Landlord Owner and shall remain for upon and be surrendered with the benefit demised premises unless Owner, by notice to Tenant no later than twenty days prior to the date fixed as the termination of Landlord this lease, elects to relinquish Owner's right thereto and to have them removed by Tenant, in which event the same shall be removed from the premises by Tenant prior to the expiration of the lease, at Tenant's expense. Nothing in this Article shall be construed to give Owner title to or to prevent Tenant's removal of trade fixtures, moveable office furniture and equipment, but upon removal of any such from the premises or upon removal of other installations as may be required by Owner, Tenant shall immediately and at its expense, repair and restore the premises to the condition existing prior to installation and repair any damage to the demised premises or the building due to such removal. All property permitted or required to be removed, by Tenant at the end of the term or other expiration of this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event remaining in the making premises after Tenant's removal shall be deemed abandoned and may, at the election of such alterationOwner, improvements and additions either be retained as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, Owner's property or resulting may be removed from the undertaking or making of such alterationspremises by Owner, improvements and additionsat Tenant's expense.

Alterations. Tenant agrees Other than the construction of the Project, which shall be governed by the provisions of Article III hereof, Borrowers shall obtain Lender’s prior consent to any material alterations to any Improvements, which consent shall not be unreasonably withheld, conditioned or delayed. Notwithstanding the foregoing, Lender’s consent shall not be required in connection with any alterations that it will not (a) demolish or undertake have a material adverse effect on any structural alterations of any of the buildings or other improvements erected upon or otherwise comprising the Demised PremisesBorrower’s financial condition, without the prior written consent of Landlord or (b) make any other alterations which would change the character of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or applicable Property or the buildings and other improvements comprising the Demised Premises. With respect to any Net Operating Income, provided that such alterations permitted to be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses and charges thereofare made in connection with tenant improvement work performed pursuant to the terms of any Lease, (b) make do not materially adversely affect any structural component of any Improvements, any utility or HVAC system contained in any Improvements or the same in accordance with all applicable laws exterior of any building constituting a part of any Improvements and building codes in a good and workmanlike mannerthe aggregate cost thereof does not exceed the Alteration Threshold Amount, or (c) cause the same to be are performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason Restoration of such alterations, not thereby and (e) by reason a Property after the occurrence of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, shall be made a Casualty or Condemnation in accordance with the terms and provisions of this Agreement. To the extent Lender’s prior written approval is required pursuant to this Section 5.1.22, Lender shall have fifteen (15) Business Days from receipt of written request and any and all applicable laws reasonably required information and plans documentation relating thereto in which to approve or disapprove such request and specifications previously submitted such written request shall state thereon in bold letters of 14 point font or larger that action is required by Lender. If Lender fails to Landlord for Landlordapprove or disapprove the request within such fifteen (15) Business Days, Lender’s approval, which approval shall not be unreasonably withheld deemed given. Should Lender fail to approve any such request, Lender shall give Borrowers written notice setting forth in reasonable detail the basis for such disapproval. In no event shall Lender require any “consent fee” as a condition to any required approval. If the total unpaid amounts due and payable with respect to alterations to the Improvements at any Property (other than such amounts to be paid or delayed, and, except for removable trade fixtures, reimbursed by tenants under the Leases) shall at once when made any time exceed the Alteration Threshold Amount, Borrowers shall promptly deliver to Lender as security for the payment of such amounts and as additional security for Borrowers’ obligations under the Loan Documents any of the following: (A) cash, (B) U.S. Obligations, (C) other securities having a rating acceptable to Lender and that the applicable Rating Agencies have confirmed in writing will not, in and of itself, result in a downgrade, withdrawal or installed qualification of the then current ratings assigned to any Securities or any class thereof in connection with any Securitization, (D) a Letter of Credit, or (E) a completion and performance bond issued by an Approved Bank. Such security shall be deemed to have attached in an amount equal to the freehold excess of the total unpaid amounts with respect to alterations to the Improvements on the applicable Property (other than such amounts to be paid or reimbursed by tenants under the Leases) over the Alteration Threshold Amount and during the continuance of an Event of Default, Lender may apply such security from time to have become the property of Landlord and shall remain for the benefit of Landlord time at the end option of the term or other expiration of this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees Lender to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of pay for such alterations, improvements and additions.

Alterations. Tenant agrees that it will not (a) demolish Subtenant shall not make any alterations in or undertake any structural alterations of any of to the buildings or other improvements erected upon or otherwise comprising the Demised Premises, Premises without the prior written consent of Sublandlord (which consent Sublandlord shall not unreasonably withhold), and the Prime Landlord (to the extent required by the Prime Lease) in each instance, and without complying with the provisions of the Prime Lease. Sublandlord shall request Prime Landlord’s consent to any such alterations by Subtenant promptly upon Subtenant’s request. In the event Sublandlord fails to respond to any request for alterations made by Subtenant in writing (“Original Alterations Notice”) within fifteen (15) business days after Sublandlord’s receipt of such request, then Subtenant may resubmit such request in writing to Sublandlord with a notice set forth at the top of its request for approval, containing a legend in 14 point bold type which states in bold and all-capital letters: “URGENT NOTICE OF WAIVER OF RIGHTS BY SUBLANDLORD,” and the content of such notice identifies this Section and Article 6 of the of the Prime Lease and further states in bold and all capital letters: “IF SUBLANDLORD FAILS TO RESPOND TO THIS NOTICE WITHIN THREE (3) BUSINESS DAYS AFTER SUBLANDLORD’S RECEIPT OF SAME, THEN SUBLANDLORD’S CONSENT TO THE PROPOSED ALTERATIONS SHALL BE DEEMED TO HAVE BEEN GIVEN” (“Second Alterations Notice”). In the event Sublandlord receives a Second Alterations Notice, and if Sublandlord fails to respond thereto within such three (3) business day period, then Sublandlord’s consent solely to the alterations set forth in the Second Alterations Notice (if and only if such alterations have not been amended or modified in any way from those set forth in the Original Alterations Notice), shall automatically deemed to have been given. Nothing contained in the foregoing to the contrary shall in any way release Subtenant from the obligation to procure the Prime Landlord’s consent to any alterations, nor shall Sublandlord’s approval, or deemed approval, of any alterations constitute Prime Landlord’s consent to same, nor otherwise bind Prime Landlord in any way. Similarly, Prime Landlord’s consent to any alterations shall in no way constitute Sublandlord’s consent to same, nor, in way, bind Sublandlord. Prime Landlord’s required response to a request for its approval of any alterations shall be pursuant to the terms of the Prime Lease, and Sublandlord shall have no liability to Subtenant for Prime Landlord’s failure to comply with the terms thereof. (b) make To the extent Sublandlord incurs any other alterations costs or expenses (whether as a result of charges by the Prime Landlord under the Prime Lease or Sublandlord’s own reasonable, out-of-pocket expenses in connection with any review), Subtenant shall reimburse Sublandlord for all such reasonable, out-of-pocket costs and charges, which would change the character of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses and charges thereof, (b) make the same in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who fees shall not create exceed One Thousand Five Hundred and No/100 Dollars ($1,500.00) for each review solely for Sublandlord (“Sublandlord’s Review Fee”), plus any labor or other disturbance at sums due the Demised Premises while performing samePrime Landlord under the Prime Lease, within thirty (d30) fully and completely indemnify and hold harmless Landlord from and against days after being billed therefor. Notwithstanding the foregoing, Sublandlord’s Review Fee shall not be applicable to the Work (as defined in the attached Work Letter). In the event that any mechanic’s liens lien is filed or other liens recorded against the Premises or claims Building as a result of any work or act of, by, through, or for Subtenant, the Subtenant, at its expense, shall discharge or bond over the same so as to be in connection compliance with the making thereof Prime Lease within twenty (20) days from the filing or recording thereof. If Subtenant fails to discharge said mechanic’s lien within such twenty (20) day period, Sublandlord may bond or pay same without inquiring into the validity of merits or such lien, and all sums so advanced, plus interest at the Interest Rate (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunderdefined hereafter), shall be made in accordance with all applicable laws and plans and specifications previously submitted paid to Landlord for Landlord’s approvalSublandlord upon demand as Additional Rent. At, which approval or prior to, the end of the Term, Subtenant shall not be unreasonably withheld remove any alterations installed by, or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached to the freehold and to have become the property of Landlord and shall remain for the benefit of, Subtenant, if required by Prime Landlord pursuant to the Prime Lease or, upon an Event of Landlord Default, if requested by Sublandlord (and such removal would be required under the Prime Lease at the end of the term therefor), and Subtenant shall repair any damage caused as a result of such removal, all at Subtenant’s sole cost and expense. As a condition to Sublandlord’s consent to any alterations (other than the Work), Sublandlord shall have the right to require Subtenant to deposit reasonable security with Sublandlord with respect to any alterations Subtenant intends to undertake, and Sublandlord shall have the right to establish a construction escrow for payment of such security deposit to pay for any construction costs directly to the contractor and subcontractors, all at Subtenant’s sole cost and expense. Notwithstanding the foregoing to the contrary, so long as: (i) Subtenant has a net worth in excess of Fifty Million and No/100 Dollars ($50,000,000.00), as verified by Sublandlord in its reasonable judgment; and (ii) the aggregate anticipated cost of the alterations which Subtenant intends to perform in any twelve (12) month period is less than Five Hundred Thousand and No/100 Dollars ($500,000.00), then Subtenant shall not be required to deposit additional security with respect to such intended alterations. (c) Sublandlord shall not be entitled to any management, coordination or other expiration of this Lease supervision fee in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event connection with any alterations made by Subtenant in the making of Premises, including, without limitation, pursuant to the Work Letter attached to the Sublease as Exhibit A. Notwithstanding the foregoing, nothing in this Section (c) shall prevent Sublandlord from collecting any such alterationfees which are due and payable to Prime Landlord under the Sublease, improvements and additions as herein provided, Tenant further which Sublandlord agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additionspromptly pay to Prime Landlord.

Alterations. 4.1 The full free right and liberty on giving 7 days prior written notice to enter upon the Premises to build on or into any dividing boundary or party walls or fences upon the Premises subject to all damage thereby occasioned being made good with all convenient speed by the person or persons exercising such right. 4.2 The full, free right and liberty to execute work and repairs and to make erections upon or to erect, rebuild or alter the Estate, the Building (exclusive of the Premises) and adjoining buildings and the erection of scaffolding notwithstanding that the execution of the said works and repairs may temporarily interfere with the occupation, use, amenity or enjoyment of the Premises and subject to any damage thereby occasioned made good at all convenient speed. 4.3 The full, free right and liberty to the Landlord at all reasonable times to enter upon the Premises to view the state and condition of and to repair and maintain the Building and nearby premises if the works required to be done upon same cannot otherwise be carried out in a reasonably practicable manner, acknowledging that the access of light and air enjoyed by the Premises or any part thereof may thereby be interfered with; and subject to any damage thereby occasioned to the Premises being made good at all convenient speed by the person exercising such rights. 4.4 To the Landlord and the Vendor the full, free right and liberty to build upon or under, alter or develop or use in any manner (including the erection of scaffolding upon the Building) the Estate excluding the Premises and to authorise any present or future owner or occupier of the Estate to demolish., build or rebuild, alter or develop the buildings thereon or use the same in any manner provided same does not materially affect the Tenant’s use and enjoyment of the Premises and business carried on therein. 4.5 The full, free right and liberty after due notice (if the Tenant agrees that it will not (a) demolish or undertake any structural alterations of shall fail to comply with any of the buildings covenants on the Tenant’s part relating to the repair, maintenance, upkeep, or other improvements erected upon or otherwise comprising the Demised Premises, without the prior written consent of Landlord or (b) make any other alterations which would change the character layout of the buildings or other improvements comprising Premises) to enter the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses and charges thereof, (b) make the same in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approval, which approval shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached to the freehold and to have become the property of Landlord and shall remain for the benefit purpose of Landlord at the end of the term or other expiration of this Lease carrying out such works as are necessary to ensure that such covenants are complied with in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additionsfull.

Alterations. 3.1 Tenant agrees shall not make or perform or permit the making or performance of, any alterations, installations, improvements, additions or other physical changes in or about the Premises (hereinafter collectively called, the “Alterations”) without Landlord’s prior written consent, provided, however, that it will Landlord’s consent shall not be required for Alterations consisting only of painting, installing or removing wall covering or carpeting and which are solely of a cosmetic or decorative nature (a“Decorative Alterations”) demolish or undertake any structural alterations of any so long as such Decorative Alterations are not visible from the exterior of the buildings Building and provided Tenant shall notify Landlord in writing of the nature of such Decorative Alteration and the contractors to be performing the same at least thirty (30) days prior to commencement and perform such Decorative Alteration in accordance with all other provisions of this Article 3. Landlord’s consent to Alterations may be withheld for any reason or for no reason, provided, however, that with respect to non-structural Alterations which do not require electrical, plumbing or HVAC work and which do not affect any other improvements erected Building systems or space outside of the Premises (“Non-Structural Alterations”), Landlord’s consent shall not be unreasonably withheld. 3.2 All Alterations shall be done in compliance with all applicable laws, regulations and codes, at Tenant’s sole cost and expense and at such times and in such manner as Landlord may from time to time reasonably designate, All Alterations made and installed by Tenant, or at Tenant’s expense, upon or otherwise comprising in the Demised PremisesPremises which are of a permanent nature and which cannot be removed without damage to the Premises or Building shall become and be the property of Landlord, without and shall remain upon and be surrendered with the prior written consent of Landlord or (b) make any other alterations which would change Premises as a part thereof at the character end of the buildings or other improvements comprising Term of this Lease, except that Landlord shall have the Demised Premises or right and privilege at the time Landlord grants its consent to any Alteration to designate such Alteration (but not Decorative Alterations and Non-Structural Alterations) as a “Specialty Alteration”, which would weaken, impair or otherwise in any way affect shall be removed by Tenant at the structural aspects of integrity of or lessen the value end of the Demised Premises and/or Term and, in the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to be made by Tenant pursuant to this Article Tenevent of service of such notice, Tenant shall (a) pay all costswill, expenses at Tenant’s own cost and charges thereofexpense, (b) make remove the same in accordance with all applicable laws such request, and building codes in a good restore the Premises to its original condition, ordinary wear and workmanlike mannertear and casualty excepted; provided however that, (c) cause the same to be performed by qualified contractors who Tenant shall not create be required to remove any labor Decorative Alterations or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims Non-Structural Alterations installed in connection accordance with the making thereof and (e) by reason terms of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premisesthis Lease. All alterationsfurniture, improvements furnishings and additions movable fixtures and partitions installed by Tenant and all Alterations in and to the Demised Premises permitted to which may be made by Tenant hereunderat its own cost and expense prior to and during the Term, or any renewal thereof, shall remain the property of Tenant and upon the Expiration Date or earlier end of the Term or any renewal thereof, shall be made in accordance with all applicable laws and removed from the Premises by Tenant, provided, however, that Tenant shall repair any damage to the Premises or the Building caused by such removal to Landlord’s reasonable satisfaction. For the purposes of this Section 3.2, “Specialty Alterations” shall mean any Alterations that would be unusually difficult or expensive to remove or which are not typical for office use. Tenant shall not be required to remove any Alteration other than Specialty Alterations designated by Landlord as such at the time of granting its consent. 3.3 Prior to making any Alterations Tenant (i) shall submit to Landlord detailed plans and specifications previously submitted (including layout, architectural, mechanical, electrical, plumbing and structural drawings) for each proposed Alteration and shall not commence any such Alteration (other than a Decorative Alteration not requiring Landlord’s consent) without first obtaining Landlord’s written approval of such plans and specifications, which shall not be unreasonably withheld and if not provided within fifteen (15) business days of Tenant’s request, such written approval shall be deemed given, provided, however, that Tenant’s notice requesting Landlord’s approval and the first page of Tenant’s plans shall contain a legend stating in bold capital letters “FAILURE TO RESPOND TO THIS NOTICE WITHIN FIFTEEN (15) BUSINESS DAYS WILL RESULT IN LANDLORD’S CONSENT BEING DEEMED GIVEN” (ii) shall, at its expense, obtain all permits, approvals and certificates required by any governmental or quasi-governmental bodies and furnish copies of the same to Landlord, and (iii) shall furnish to Landlord duplicate original policies of worker’s compensation (covering all persons to be employed by Tenant, and Tenant’s contractors and subcontractors in connection with such Alteration), commercial general liability insurance (including property damage coverage, completed operations/product liability), and builder’s risk insurance (issued on a completed value basis), all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord and its agents as additional insureds. In addition, Tenant agrees to reimburse Landlord for Landlord’s approvalreasonable out-of-pocket third-party expenses (including expenses of Landlord’s agent) incurred in connection with Landlord’s (or Landlord’s agents) review of the proposed Alteration within ten (10) business days of receipt of an invoice. Before commencing any work on the Alteration, Tenant shall furnish to Landlord such bonds for payment and completion or such other security for completion thereof and payment therefor as Landlord shall require and in such form as is satisfactory to Landlord and in an amount which shall be one hundred twenty (120%) percent of Landlord’s estimate of the cost of performing such work, provided, however, that for any Alteration that is reasonably estimated to cost less than $2,000,000, in lieu of such security, Tenant may furnish Landlord with evidence, reasonably satisfactory to Landlord, that Tenant possesses adequate capital to finance the Alteration in question. Upon completion of such Alteration, Tenant, at Tenant’s expense, shall obtain certificates of final approval of such Alteration required by any governmental or quasi-governmental bodies and shall furnish Landlord with copies thereof, together with copies of “as-built” plans for such Alteration. 3.4 Prior to commencing any Alteration (including a Decorative Alteration), Tenant shall submit to Landlord for its approval (which shall not be unreasonably withheld or delayed) a list of the contractors and subcontractors (categorized by trade) which Tenant proposes to use or from which Tenant proposes to solicit bids in connection therewith. Tenant shall not commence any Alteration until Landlord has approved of Tenant’s proposed contractors or subcontractors, andwhich shall not be unreasonably withheld, except for removable trade fixturesconditioned or delayed, provided within fifteen (15) business days of Tenant’s request, such written approval shall at once when made or installed be deemed given, provided, however, that Tenant’s notice requesting Landlord’s approval shall contain a legend stating in bold capital letters “FAILURE TO RESPOND TO THIS NOTICE WITHIN FIFTEEN (15) BUSINESS DAYS WILL RESULT IN LANDLORD’S CONSENT BEING DEEMED GIVEN”. If, prior to or after commencement of any Alteration, there is a change in the contractors or subcontractors, Tenant shall submit a new or supplemental list and the foregoing provisions shall be applicable thereto. Notwithstanding anything to the contrary contained herein, connections to, and disconnections from, the Building’s fire safety system, the Building’s sprinkler, and the Building’s condenser or chilled water system shall be performed, in each case, solely at Tenant’s expense, and only by contractors charging commercially reasonable rates designated by Landlord. All Alterations shall be made and performed in accordance with the Rules and Regulations (hereinafter defined); all materials and equipment to be incorporated in the Premises as a result of all Alterations shall be new and first quality; no such materials or equipment shall be subject to any lien, encumbrance, chattel mortgage or title retention or security agreement. Any mechanic’s lien filed against the Premises, or the Real Property, for work claimed to have attached been done for, or materials claimed to have been furnished to, Tenant shall be discharged by Tenant within ten (10) business days thereafter, at Tenant’s expense, by payment or filing the bond required by law. Notice is hereby given that Landlord shall not be liable for any labor or materials furnished or to be furnished to Tenant upon credit, and that no mechanic’s or other lien for any such labor or materials shall attach to or affect the reversion or other estate or interest of Landlord in and to the freehold Premises, and Tenant agrees to have become so notify any contractor performing work in the property of Landlord and Premises. Tenant shall remain for not, at any time prior to or during the benefit of Landlord at Term, directly or indirectly employ, or permit the end employment of, any contractor, mechanic or laborer in the Premises, whether in connection with any Alteration or otherwise, if, in Landlord’s sole discretion, such employment will interfere or cause any conflict with other contractors, mechanics, or laborers engaged in the construction, maintenance or operation of the term Building by Landlord, Tenant or other expiration of this Lease in as good order and condition as they were when installed, reasonable wear and tear exceptedothers. In the event of any such interference or conflict or if any union establishes a picket line with respect to such employment, and Tenant does not, within 24 hours and without expense to Landlord, obtain an order from a court or governmental agency enjoining such picketing, Tenant, upon demand of Landlord, shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediately. 3.5 All Alterations performed by Tenant in and to the Premises shall be done in a fashion such that the Premises and the Building shall be in compliance with the requirements of Local Law 5 of 1973 of The City of New York, as heretofore and hereafter amended (“Local Law 5 Laws”). The foregoing shall include, without limitation, (i) compliance with the compartmentalization requirements of Local Law 5, (ii) relocation of existing fire detection devices, alarm signals and/or communication devices necessitated by such Alterations and (iii) installation of such additional fire control or detection devices as may be required by applicable governmental or quasi-governmental rules, regulations or requirements (including, without limitation, any requirements of the New York Board of Fire Underwriters) as a result of. Tenant’s manner of use of the Premises or the Alterations. Landlord shall not be responsible for any damages to Tenant’s fire control or detection devices nor shall Landlord have any responsibility for the maintenance or replacement thereof. Tenant shall submit to Landlord for Landlord’s approval all design specifications and requirements prepared in connection with Tenant’s installation of said fire control or detection devices. Notwithstanding the foregoing, Landlord will determine what modifications, if any, to the base building fire alarm system will be required as a result of Tenant’s fire control system and peripheral devices. Such modifications shall be performed by Landlord at Tenant’s sole cost and expense. All such fire control devices shall be manufactured by a company designated by Landlord. In the event a local panel is required to be installed in the making of Premises in accordance with the foregoing provisions, such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additionslocal panel shall be a type designated by Landlord.

Alterations. Tenant agrees that it will shall not (a) demolish make or undertake permit to be made any structural alterations of any of material alterations, changes or additions in or to the buildings or other improvements erected upon or otherwise comprising the Demised Premises, Premises without the prior written consent of Landlord Landlord; it being understood that Landlord’s consent shall not be required for any alterations, changes or (b) make any other alterations which would change the character improvements that satisfies all of the buildings or other improvements comprising following criteria (a “Permitted Alteration”): (i) will not cost more than Twenty Five Thousand Dollars ($25,000.00) in any year; (ii) is not visible from the Demised exterior of the Premises or which would weaken, impair or otherwise in any way Buildings; and (iii) it will not affect the structural aspects of integrity of or lessen the value elements of the Demised Premises and/or Buildings or the buildings and other improvements comprising systems serving the Demised PremisesBuilding. With respect to any alterations permitted to be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses and charges thereof, (b) make the same in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approval, which approval Such consent shall not be unreasonably withheld withheld. Any such approved changes or delayedadditions shall be done either by or under the direction of Landlord at the cost of Tenant, and, except for removable and excepting any trade fixtures, fixtures shall at once when made or installed be deemed to have attached to the freehold and to have become immediately the property of Landlord Landlord, and shall remain for upon and be surrendered with the benefit Premises upon expiration or earlier termination of Landlord the Term of this Lease. Any movable furniture remaining on the Premises at the end of the term Term hereof shall be removed by Tenant or if not so removed, shall, at the option of Landlord, become the property of Landlord, and may be sold or retained by Landlord without duty to pay Tenant any amount or account to Tenant for the proceeds of any sale. Tenant hereby waives the provisions of Civil Code 1980-1991 at they may apply to any disposition of any personal property remaining at the Premises after a default and agrees that (a) this Lease shall be a ▇▇▇▇ of sale with respect to any personal property remaining on the Premises and (b) sale or other expiration disposition of such personal property conducted in accordance with this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in the making shall be an accepted method of disposing of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from personal property in lieu of the undertaking or making method provided by Sections 1980-1991 of such alterations, improvements and additionsthe Civil Code.

Alterations. Tenant agrees shall make no alterations, installations, changes or additions in or to the Premises or the Project (collectively, “Alterations”) without Landlord’s prior written consent, which consent shall not be unreasonably withheld or conditioned. However, for jobs expected to cost in excess of $500,000.00, Landlord may condition its consent on Tenant obtaining a lien and completion bond or some alternate form of security to ensure the lien free completion of such Alteration if such requirement is reasonably justified by the size of the job and Tenant’s then financial condition. Notwithstanding anything to the contrary contained herein, Tenant may make strictly cosmetic changes to the finish work in the Premises and other modifications to the Premises that it will do not require a permit (collectively, “Cosmetic Alterations”), without Landlord’s consent, provided that the aggregate cost of any such alterations does not exceed $100,000.00 in any twelve (12) month period (except that such $100,000.00 limit shall not apply to painting or installation of new carpet), and further provided that such alterations do not (ai) demolish or undertake require any structural alterations of or other substantial modifications to the Premises, (ii) require any changes to, nor adversely affect, the systems and equipment of the buildings or other improvements erected upon or otherwise comprising the Demised PremisesProject (including, without limitation, the prior written consent of Landlord sprinkler system), or (biii) make any other alterations which would change affect the character exterior appearance of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised PremisesProject. With respect to any alterations permitted to be made by Tenant pursuant to this Article Ten, Tenant shall give Landlord at least fifteen (a15) pay all costsdays prior notice of such Cosmetic Alterations, expenses and charges thereof, (b) make which notice shall be accompanied by reasonably adequate evidence that such changes meet the same criteria contained in this Section 9(c). Any Alterations approved by Landlord must be performed in accordance with the terms hereof, using only contractors or mechanics reasonably approved by Landlord in writing and upon the approval by Landlord in writing of fully detailed and dimensioned plans and specifications pertaining to the Alterations in question, to be prepared and submitted by Tenant at its sole cost and expense. If Landlord fails to disapprove a proposed Alteration within ten (10) days after Tenant delivers a written request to approve the same together with plans and specifications as described above, Tenant may send Landlord written notice of such failure and if Landlord still fails to respond within five (5) days after Tenant’s proper delivery of such notice, such Alteration shall be deemed approved by Landlord. Tenant shall at its sole cost and expense obtain all applicable laws necessary approvals and building codes permits pertaining to any Alterations. Tenant shall cause all Alterations to be performed in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, shall be made in accordance conformance with all applicable laws federal, state, county and plans municipal laws, rules and specifications previously submitted regulations, pursuant to Landlord for a valid building permit, and in conformance with Landlord’s approval, which approval shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached to the freehold reasonable construction rules and to have become the property of Landlord and shall remain for the benefit of Landlord at the end of the term or other expiration of this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additionsregulations.

Alterations. A. Tenant agrees that it will shall not (a) demolish make or undertake any structural alterations of any of the buildings or other improvements erected upon or otherwise comprising the Demised Premises, without the prior written consent of Landlord or (b) make any other alterations which would change the character of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted cause to be made by Tenant pursuant any alterations, additions, renovations, improvements or installations in or to this Article Tenthe Leased Premises without Landlord’s prior consent, which such consent shall not be unreasonably withheld, unless Landlord reasonably determines that the proposed Alterations could (i) affect the exterior or common areas of the Building or adversely affect the Building’s structure or safety; (ii) adversely affect in any respect the electrical, plumbing, fire/life/safety or mechanical (including HVAC) systems of the Building or the functioning thereof; (iii) be or become visible from the exterior of the Leased Premises or the Building; or (iv) interfere with the operation of the Building or the provision of services or utilities to other tenants in the Building. Tenant shall (a) pay all costs, expenses and charges thereof, (b) in no event make the same in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) cause the same or permit to be performed by qualified contractors who shall not create made any labor alterations, modification, substitution or other disturbance at change to the Demised Premises while performing samemechanical, electrical, plumbing, HVAC and sprinkler systems within or serving the Leased Premises. If Landlord consents to any such alterations, additions, renovations, improvements or installations by Tenant, Landlord shall have the right (dbut not the obligation) fully in its sole discretion to manage or supervise such work and completely indemnify Tenant shall pay to Landlord a reasonable fee to reimburse Landlord for overhead and hold harmless Landlord from administrative costs and against any mechanic’s liens or other liens or claims expenses incurred in connection with the making thereof management or supervision of such work by Landlord. B. Notwithstanding anything contained in this Section 9.03, Tenant shall have the right to make Permitted Alterations (hereinafter defined) in the Leased Premises, without Landlord’s consent (but with twenty (20) days prior written notice (the “Permitted Alterations Notice”), which notice shall contain a description of the Permitted Alterations proposed to be undertaken by Tenant and state that such Alterations are Permitted Alterations). A Permitted Alteration shall mean any cosmetic Alterations in the Leased Premises that could not (i) affect the exterior or common areas of the Building or the structure or safety of the Building; (ii) affect the electrical, plumbing, fire/life/safety or mechanical systems of the Building or the functioning thereof; (iii) be or become visible from the exterior of the Leased Premises or Building; (iv) interfere with the operation of the Building or the provision of services or utilities to other tenants in the Building; (v) cost more than Twenty Thousand Dollars ($20,000.00) in any twelve (12) month period; and (evi) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approval, which approval shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached to the freehold and to have become the property of Landlord and shall remain for the benefit of Landlord at the end of the term or other expiration of this Lease in as good order and condition as they were when installed, reasonable wear and tear exceptedrequire a permit. In the event that, within ten (10) days after receiving the Permitted Alterations Notice, Landlord determines, in its reasonable discretion, that the making of such alterationproposed Alterations are not Permitted Alterations, improvements and additions as herein providedso notifies Tenant, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from shall apply for Landlord’s consent for such Alterations in accordance with the undertaking or making provisions of such alterations, improvements and additionsthis Article IX.

Alterations. Tenant agrees that it shall have the right to make alterations or physical additions (including fixtures) to the Leased Premises subject to the following limitations: (i) such alterations and additions will not (a) demolish or undertake any impair the structural alterations of any integrity of the buildings or other improvements erected upon or otherwise comprising Building, (ii) such alterations and additions will not affect the Demised Premisesmechanical, without the prior written consent of Landlord or (b) make any other alterations which would change the character electrical and plumbing systems of the buildings or other improvements comprising the Demised Leased Premises or so that they will bear a load in excess of that for which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses and charges thereofthey were originally designed, (biii) make the same such alterations and additions shall be accomplished in a good and workmanlike manner and in accordance with all applicable laws and building codes in a good and workmanlike mannergovernmental requirements, (civ) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully Tenant obtains all applicable governmental permits and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims approvals required in connection with the making thereof such alterations or additions; (v) Tenant shall deliver “as-built” plans in a CADD format for any alterations to Landlord promptly after completion and (evi) by reason of such alterationsLandlord’s approval shall be obtained, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunderunreasonably withheld, shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approval, which approval shall not be unreasonably withheld conditioned or delayed, andfor any project with a cost of greater than $150,000, except provided, however if Landlord has not responded to Tenant’s request for removable trade fixturesapproval within seven (7) business days following its receipt of said request, shall at once when made or installed Landlord will be deemed to have attached approved such request. If Tenant, in its sole discretion, elects to engage Landlord to provide construction management services related to any Tenant alterations in the freehold and Project, Tenant shall pay Landlord a fee equal to have become the property of Landlord and shall remain for the benefit of Landlord at the end ten percent (10%) of the term cost to cover overhead if the work is less then $20,000 and five percent (5%) of such cost if the work is $20,000 or other expiration of this Lease in as good order and condition as they were when installed, reasonable wear and tear exceptedmore. In the event If Tenant does not elect to engage Landlord to provide construction management services related to any alterations in the making Project, Tenant shall be required to pay Landlord an administrative fee of one and one-half percent (1.5%) of the cost of such alteration, improvements alterations for Landlord’s review and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from oversight of the undertaking or making of such alterations, improvements and additions.

Alterations. Tenant agrees that it will not (a) demolish or undertake any Except for non-structural alterations of any of the buildings and alterations that do not affect building HVAC, plumbing or other improvements erected upon or otherwise comprising the Demised Premises, without the prior written consent systems all of Landlord or (b) make any other alterations which would change the character of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect not to any alterations permitted to be made by Tenant pursuant to this Article Tenexceed $25,000.00 per calendar year, Tenant shall (a) pay not permit alterations in or to the Leased Premises unless and until Landlord has approved the plans therefor in writing. As a condition of such approval, Landlord may require Tenant to remove the alterations and restore the Leased Premises upon termination of this Lease; otherwise, all costssuch alterations shall at Landlord’s option become a part of the realty and the property of Landlord, expenses and charges thereof, (b) make the same in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) be removed by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised PremisesTenant. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, shall ensure that all alterations shall be made in accordance with all applicable laws laws, regulations and plans building codes, in a good and specifications previously submitted workmanlike manner and of quality equal to Landlord or better than the original construction of the Building. No person shall be entitled to any lien derived through or under Tenant for any labor or material furnished to the Leased Premises, and nothing in this Lease shall be construed to constitute Landlord’s approval, which approval shall not be unreasonably withheld or delayed, and, except consent to the creation of any lien. If any lien is filed against the Leased Premises for removable trade fixtures, shall at once when made or installed be deemed work claimed to have attached to the freehold and been done for or material claimed to have become the property of Landlord and shall remain for the benefit of Landlord at the end of the term or other expiration of this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of such alteration, improvements and additions as herein providedbeen furnished to Tenant, Tenant further agrees shall cause such lien to be discharged of record within thirty (30) days after filing. Tenant shall indemnify and hold harmless Landlord from and against all costs, expenseslosses, liens, claims expenses and damages arising out of, attorneys’ fees in connection with any construction or resulting from the undertaking or making of such alterations, improvements alteration and additionsany related lien.

Alterations. Tenant agrees that it will not make any demolition, alteration, installation, improvement, expansion, reduction or decoration (each, an "Alteration") of or to any Leased Property or any part thereof, except in accordance with the following terms and conditions: (a) demolish or undertake any structural alterations The Alteration shall be undertaken in accordance with the applicable provisions of any of this Lease, Landlord's Loan Documents, the buildings or other improvements erected upon or otherwise comprising Operating Agreements, the Demised Premises, without the prior written consent of Landlord or Leases and all Legal Requirements. (b) make any other alterations which would change the character No Event of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way Default shall have occurred and be continuing and no Default shall occur as a result of such action. (c) The Alteration shall not materially adversely affect the structural aspects of integrity of (i) Primary Intended Use or lessen the (ii) fair market value of the Demised Premises and/or Leased Property in question. (d) A Material Alteration shall be conducted under the buildings supervision of a Qualified Architect or Engineer and other improvements comprising shall not be undertaken until ten (10) Business Days after there shall have been delivered to Landlord, for information purposes only and not for approval by Landlord, detailed plans and specifications and cost estimates therefor, prepared and approved in writing by such Qualified Architect or Engineer. Such plans and specifications may be revised at any time and from time to time, provided that material revisions of such plans and specifications shall be delivered to Landlord for information purposes only. (e) Other than in connection with any Restoration, the Demised Premises. With respect Alteration may not, in and of itself, either during the Alteration or upon completion, materially adversely affect the Receipts derived from the Leased Property in question, taking into account the Percentage Rent requirements hereunder; provided that if, as reasonably determined by Landlord, such Alteration would materially adversely affect the Net Operating Income at such Leased Property (taking into account any amount then in any reserve account funded pursuant to any alterations Cash Management Procedures and permitted to be made by Tenant pursuant used in connection with such Material Alteration), then in order to this Article Tenproceed with the Alteration, Tenant shall (a) pay all costs, expenses and charges thereof, (b) make deliver to a Depositary Eligible Collateral in the same in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value total amount of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, shall be made estimated reduction in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approval, which approval shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached to the freehold and to have become the property of Landlord and shall remain for the benefit of Landlord at the end of the term or other expiration of this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or Net Operating Income resulting from the undertaking or making Alteration, which Eligible Collateral shall be returned to Tenant after substantial completion of such alterations, improvements the Alteration if the reduction in Net Operating Income has been restored and additionsno Event of Default has occurred and is continuing.

Alterations. Tenant agrees that it will not (a) demolish or undertake any structural alterations of any of the buildings or other improvements erected upon or otherwise comprising the Demised Premises, without the Borrower shall obtain Lender’s prior written consent of Landlord or (b) make any other alterations which would change the character of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses and charges thereof, (b) make the same in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approvalconsent, which approval consent shall not be unreasonably withheld or delayed, andto any alterations to the Improvements, except the cost of which is reasonably anticipated to exceed $3,500,000 (the “Threshold Amount”) or that will have a material adverse effect on Borrower’s financial condition, the use, operation or value of the Property or the Net Operating Income with respect to the Property, other than (a) tenant improvement work performed pursuant to the terms of any Existing Lease, (b) tenant improvement work performed pursuant to the terms and provisions of a Lease executed after the date hereof and not adversely affecting any structural component of any Improvements, any utility or HVAC system contained in any Improvements or the exterior of any building constituting a part of any Improvements (it being understood that the foregoing provision shall not require Lender’s consent to tenants’ exterior signage pursuant to any Lease approved by Lender in accordance with the terms and provisions of this Agreement) or (c) alterations performed in connection with the restoration of the Property after the occurrence of a Casualty or Condemnation in accordance with the terms and provisions of this Agreement (“Excluded Costs”). If Lender fails to respond to a request for removable trade fixturesconsent under this Section 5.4.2 within ten (10) Business Days of receipt thereof, such consent shall at once when made be deemed granted, provided that such request shall have been accompanied by all information reasonably requested by Lender or installed reasonably necessary for Lender to evaluate such request and shall have clearly stated, in 14 point type or greater, that if Lender fails to respond to such request within ten (10) Business Days, Lender’s consent shall be deemed to have attached been granted. If Lender refuses to grant such consent, Lender shall specify in writing the reasons for such refusal. Any approval by Lender of the plans, specifications or working drawings for alterations of the Property shall not create responsibility or liability on behalf of Lender for their completeness, design, sufficiency or their compliance with applicable laws. Lender may condition any such approval upon receipt of a certificate of compliance with applicable laws from an independent architect, engineer, or other Person reasonably acceptable to Lender. If the total unpaid amounts due and payable with respect to alterations to the freehold and Improvements (other than such amounts to have become be paid or reimbursed by tenants under the property of Landlord and Leases or paid from accounts established hereunder or Excluded Costs) shall remain at any time exceed the Threshold Amount, Borrower shall promptly deliver to Lender as security for the benefit payment of Landlord at such amounts and as additional security for Borrower’s obligations under the end Loan Documents any of the term or following: (1) cash, (2) U.S. Treasury securities, (3) other expiration of this Lease in as good order securities having a rating acceptable to Lender and condition as they were when installed, reasonable wear with respect to which the applicable Rating Agencies have delivered a Rating Comfort Letter (if required pursuant to a Pooling and tear excepted. In the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord Servicing Agreement from and against all costs, expenses, liens, claims and damages arising out ofafter the occurrence of a Securitization), or resulting (4) a Letter of Credit. Such security shall be in an amount equal to the excess of the total unpaid amounts with respect to alterations to the Improvements (other than such amounts to be paid or reimbursed by tenants under the Leases or from accounts established hereunder or Excluded Costs) over the undertaking or making Threshold Amount. Upon completion of the alterations to the satisfaction of Lender in its reasonable discretion Lender shall promptly return to Borrower such alterations, improvements and additionsadditional security.

Alterations. During the Term, Tenant agrees that it will not shall have the right, at its discretion and its sole cost, without Landlord's consent, to make (ai) demolish any alterations or undertake any structural alterations of any modifications to the interior of the buildings Building necessary or other improvements erected upon or otherwise comprising desirable in order to bring the Demised Premises, without Premises into conformity with Tenant's then-current prototype for similarly sized stores (provided same complies with the prior written consent of Landlord or (b) make any other alterations which would change the character regulations of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way City of Chico and does not affect the structural aspects of integrity of the Building) and (ii) any interior non-structural alterations or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premisesmodifications it may desire. With respect to any alterations permitted to be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses and charges thereof, (b) make the same in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approval's consent, which approval shall not be unreasonably withheld withheld, conditioned or delayed, andTenant shall have the right, except at its sole cost, to alter, modify or reconstruct the exterior and/or structure of the Building or Other Improvements. Landlord's withholding of consent as to any exterior and/or structural alteration or modification shall be deemed reasonable only if same is materially inconsistent with the then-existing architecture of the Shopping Center or if such alteration or modification would increase the ground floor gross leasable square footage of the Building, add an additional story to the Building, result in the Building extending higher than thirty (30) feet above the ground, adversely affect the structural integrity of the Building or if Landlord's Mortgagee's consent is required to the alteration and if such Mortgagee fails or refuses to grant such approval. Tenant shall cause all such alterations to be lien-free (in accordance with paragraph 13) and made and completed at Tenant's cost in a workmanlike manner and in compliance with all applicable law. Should Landlord's consent be required, conceptual plans and specifications for removable trade fixtures, such work shall at once when made or installed be provided to Landlord prior to commencement of any such work. Landlord shall be deemed to have attached consented to such work if written notice of disapproval, with reasons specified, is not received by Tenant within fifteen (15) business days following Tenant's delivery of such plans and specifications to Landlord. Without cost or expense to Landlord, Landlord shall cooperate with Tenant in the freehold obtaining of any and to have become the property all licenses, building permits, certificates of Landlord and shall remain for the benefit of Landlord at the end of the term occupancy or other expiration of this Lease governmental approvals which may be required in as good order with any such modifications or alterations, and condition as they were when installedLandlord shall execute, reasonable wear acknowledge and tear excepted. In the event deliver any documents reasonably required in the making furtherance of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additionspurposes.

Alterations. Tenant agrees that it will Except as set forth in Exhibit A, LESSEE shall not (a) demolish or undertake any make structural alterations or additions of any kind to the Leased Premises, but may make nonstructural alterations provided ▇▇▇▇▇▇ consents thereto in advance in writing, which consent shall not be unreasonably withheld provided said alterations are consistent in appearance and quality with the rest of the buildings or other improvements erected upon or otherwise comprising the Demised PremisesBuilding and Property. However, without the prior written consent of Landlord or (b) make ▇▇▇▇▇▇ shall not be obligated to approve any other such alterations which would change subject LESSOR to additional expense to readapt or prepare the character Leased Premises for re-leasing upon the termination of the buildings or other improvements comprising the Demised Premises this Lease or which would weaken, impair increase the Operating Expenses or otherwise in any way affect the structural aspects of integrity of or lessen the value Real Estate Tax Expenses of the Demised Premises and/or the buildings Property. All such allowed alterations shall be at LESSEE's sole risk and other improvements comprising the Demised Premises. With respect to any alterations permitted to expense, shall conform with LESSOR's construction specifications, shall be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses and charges thereof, (b) make the same performed in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who and shall not create comply with all applicable codes and regulations. If ▇▇▇▇▇▇ performs any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims services for LESSEE in connection with such alterations or otherwise, any just invoice will be considered additional rent and will be promptly paid. LESSEE shall not permit any mechanics' liens, or similar liens, to remain upon the making thereof Leased Premises in connection with work of any character performed at the direction of LESSEE and shall cause any such lien to be released or removed without cost to LESSOR within ten (e10) days of written request by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value ▇▇▇▇▇▇. Any alterations or improvements shall become part of the Demised Premises. All alterations, improvements real estate and additions to the Demised Premises permitted to be made by Tenant hereunder, shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approval, which approval shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached to the freehold and to have become the property of Landlord LESSOR. LESSEE shall remove any alteration or addition made by it and shall remain for restore the benefit of Landlord at Leased Premises and other affected area(s), if any, to the end of the term or other expiration of this Lease in as good order and same condition as they were when installedin on the Lease Commencement Date upon the expiration or termination of this Lease if LESSOR so directs, reasonable wear unless prior written approval for the alterations was granted by ▇▇▇▇▇▇. Any alterations completed by LESSOR shall be `building standard" unless noted otherwise. LESSOR shall have the right at any time to change the arrangement and tear excepted. In layout of parking areas, stairs, walkways, common areas and other areas of the event in Property not contained within the making Leased Premises, to install, repair, replace, remove, use, maintain and relocate for service to the Leased Premises and to other parts of the Property, pipes, ducts, conduits, wires and appurtenant fixtures wherever located inside or outside of the Building and the Property, to change the boundaries of the lot upon which the Building is located, to construct additions to existing buildings on the Property, and to construct additional buildings and improvements on the Property, LESSOR hereby agreeing that any such alteration, improvements and additions as herein provided, Tenant further agrees alterations shall not unreasonably reduce LESSEE's access to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, the Leased Premises or resulting from unreasonably inconvenience the undertaking operation of LESSEE's business on the Leased Premises or making of such alterations, improvements and additionsLESSEE's employees or invitees.

Alterations. a. Except as hereinafter expressly provided, Tenant agrees that it will shall not (a) demolish make or undertake permit to be made any structural alterations of alterations, additions, changes or improvements in or to the Leased Premises or any of part thereof without first obtaining the buildings or other improvements erected upon or otherwise comprising the Demised Premises, without the prior written consent of Landlord or thereto (b) make any other alterations which would change the character of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With consent Landlord agrees not to unreasonably withhold with respect to any alterations permitted nnn-structural alterations, additions, changes or improvements, provided Tenant has fully complied with each and every term, covenant and condition in this Lease Agreement and, with respect to be made by Tenant pursuant to this Article Tensuch alterations, additions, changes or improvements, has provided Landlord with such liability insurance policies and/or surety bonds as Landlord may reasonably request). b. Before requesting Landlord's consent, Tenant shall (a) pay all costssubmit to Landlord detailed plans and specifications in duplicate of such proposed alterations, expenses and charges thereofchanges, (b) make additions or improvements, one of which copies may be retained by Landlord. Landlord shall be entitled to withhold its consent to any such alterations, additions, changes, or improvements, until such time as Tenant provides Landlord with reasonable evidence of the same in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason approval of such alterations, not thereby additions, changes or improvements by any and (e) by reason all municipal, state, federal or other governmental or other authorities, offices and departments now existing or hereafter created having jurisdiction over the Premises, and of the Board of Fire Underwriters or other like body, which approvals Tenant shall obtain at its own cost and expense. c. Landlord, its architect, agents and employees, shall have the right to enter upon the Leased Premises in a reasonable manner and at all reasonable times during the course of any such alterations, not thereby reduce additions, changes or improvements for the economic value purpose of inspection and of finding out whether such work conforms to the Demised Premises. All approved plans and specifications and with the agreements herein contained. d. Any and all alterations, additions, improvements and additions to the Demised Premises permitted to be changes made by Tenant hereunder, at any time and all governmental approvals therefor shall immediately be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approval, which approval shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached to the freehold and to have become the property of Landlord without any payment therefor by Landlord; provided, however, that it is expressly understood and agreed that any trade fixtures or other fixtures added by Tenant shall remain the property of Tenant and may be removed by Tenant, at Tenant's expense, upon the expiration or earlier termination of the Lease, provided that any damage caused thereby is immediately repaired by Tenant. e. Tenant, at its own cost and expense, will cause any and all mechanics' liens and perfections of the same which may be filed against the Leased Premises to be paid and satisfied of record within thirty (30) days after Landlord shall send to Tenant written notice by registered mail of the filing of any notice thereof against the Premises or the owner, for the benefit of Landlord or purporting to be for labor or materials alleged to be furnished or to be charged by or for Tenant at the end of the term or other expiration of this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out ofLeased Premises, or resulting from the undertaking or making will bond such mechanics' liens and use its best efforts to have such liens discharged by an order of such a court of competent jurisdiction within said thirty (30) day period. f. Any alterations, improvements or other work once begun must be prosecuted with reasonable diligence to completion and, subject to the provisions of Subsection 9(e), above, be paid for by Tenant in full, free and additionsclear of liens or encumbrances against the Leased Premises or Landlord, and must be performed in all respects in accordance with law.

Alterations. Tenant agrees that it will shall not (a) demolish make or undertake perform, or permit the making or performance of, any structural alterations of any of the buildings alterations, installations, improvements, additions or other improvements erected upon physical changes in or otherwise comprising about the Demised PremisesLeased Premises (referred to collectively as "Alterations") without Landlord's prior written consent, without which consent shall not be unreasonably withheld, conditioned or delayed. All plans, specifications and details for such Alterations, and all contractors performing the Alterations are subject to the prior written consent approval of Landlord or (b) make any other alterations which would change the character of the buildings or other improvements comprising the Demised Premises or which would weakenLandlord, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted not to be unreasonably withheld, conditioned or delayed. In the event Landlord grants such consent and permits Tenant to contract out such work, such Alterations shall be made and performed in conformity with and subject to the following provisions: (i) all Alterations shall be made and performed at Tenant's sole cost and expense and at such time and in such manner as Landlord may reasonably from time to time designate; (ii) all Alterations shall be performed by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses adequately insured contractors approved by Landlord and charges thereof, (b) make the same in a good and workmanlike manner in accordance with all applicable laws Legal Requirements, and building codes in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who Tenant shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approval, which approval shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached to the freehold and to have become the property of Landlord and shall remain for the benefit of Landlord at the end of the term or other expiration of this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liensclaims, claims liens and damages arising out of, to person or property resulting from the undertaking or making of any such alterations, decorations, additions or improvements in or to the Leased Premises or the Building; (iii) no Alteration shall affect any part of the Building other than the Leased Premises or adversely affect any service required to be furnished by Landlord to Tenant or to any other tenant or occupant of the Building; (iv) all business machines and additionsmechanical equipment shall be placed and maintained by Tenant in settings sufficient in Landlord's reasonable judgment to absorb and prevent vibration, noise and annoyance to other tenants or occupants of the Building; (v) Tenant shall submit to Landlord reasonably detailed written plans and specifications for each proposed alteration and shall not commence any such Alteration without first obtaining Landlord's written approval of such plans and specifications; (vi) all Alterations in or to the electrical facilities in or serving the Leased Premises shall be subject to the provisions of Section 5 relating to exceeding electrical capacity; (vii) notwithstanding Landlord's approval of plans and specifications for any Alteration, all Alterations shall be made and performed in full compliance with all Legal Requirements and in accordance with the Rules and Regulations; and (viii) all materials and equipment to be incorporated in the Leased Premises as a result of all Alterations shall be of good quality. If building or other permits from governmental authorities are required for any Alterations, Tenant shall obtain such permits and deliver copies thereof to Landlord before work on such Alterations is begun. After any Alterations are completed, Tenant shall cause all required governmental inspections of the Alterations to be made and shall deliver to Landlord a copy of the inspection report and one complete set of the "as built" plans for such Alterations.

Alterations. Tenant agrees that it will shall not (a) demolish make or undertake perform, or permit the making or performance of, any structural alterations of any of the buildings alterations, installations, improvements, additions or other improvements erected upon physical changes in or otherwise comprising about the Demised PremisesLeased Premises (referred to collectively as “Alterations”) without Landlord’s prior written consent.,. All plans, without specifications and details for such Alterations, and all contractors performing the Alterations are subject to the prior written approval of Landlord. In the event Landlord grants such consent of Landlord or (b) make any other alterations which would change the character of the buildings or other improvements comprising the Demised Premises or which would weakenand permits Tenant to contract out such work, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to such Alterations shall be made and performed in conformity with and subject to the following provisions: (i) all Alterations shall be made and performed at Tenant’s sole cost and expense and at such time and in such manner as Landlord may reasonably from time to time designate; (ii) all Alterations shall be performed by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses adequately insured contractors approved by Landlord and charges thereof, (b) make the same in a good and workmanlike manner in accordance with all applicable laws Legal Requirements, and building codes in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who Tenant shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approval, which approval shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached to the freehold and to have become the property of Landlord and shall remain for the benefit of Landlord at the end of the term or other expiration of this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liensclaims, claims liens and damages arising out of, to person or property resulting from the undertaking or making of any such alterations, decorations, additions or improvements in or to the Leased Premises or the Building; (iii) no Alteration shall affect any part of the Building other than the Leased Premises or adversely affect any service required to be furnished by Landlord to Tenant or to any other tenant or occupant of the Building; (iv) all business machines and additionsmechanical equipment shall be placed and maintained by Tenant in settings sufficient in Landlord’s reasonable judgment to absorb and prevent vibration, noise and annoyance to other tenants or occupants of the Building; (v) Tenant shall submit to Landlord reasonably detailed written plans and specifications for each proposed alteration and shall not commence any such Alteration without first obtaining Landlord’s written approval of such plans and specifications; (vi) all Alterations in or to the electrical facilities in or serving the Leased Premises shall be subject to the provisions of Section 5 relating to exceeding electrical capacity; (vii) notwithstanding Landlord’s approval of plans and specifications for any Alteration, all Alterations shall be made and performed in full compliance with all Legal Requirements and in accordance with the Rules and Regulations; and (viii) all materials and equipment to be incorporated in the Leased Premises as a result of all Alterations shall be of good quality. If building or other permits from governmental authorities are required for any Alterations, Tenant shall obtain such permits and deliver copies thereof to Landlord before work on such Alterations is begun. After any Alterations are completed, Tenant shall cause all required governmental inspections of the Alterations to be made and shall deliver to Landlord a copy of the inspection report and one complete set of the “as built” plans for such Alterations.

Alterations. Except for Permitted Alterations (as defined below), Tenant agrees that it will shall not (a) demolish permit alterations in or undertake any structural to the Leased Premises unless and until the plans have been approved by Landlord in writing, which approval shall not be unreasonably withheld, conditioned or delayed. As a condition of such approval, Landlord may require Tenant to remove the alterations and restore the Leased Premises upon termination of this Lease; otherwise, all such alterations shall at Landlord's option become a part of the realty and the property of Landlord, and shall not be removed by Tenant. Notwithstanding the foregoing, Tenant shall not be obligated to remove any of the buildings Landlord's Work or other improvements erected upon or otherwise comprising the Demised Premises, without the prior written consent of any Permitted Alterations and Landlord or (b) make may not require Tenant to remove any other alterations which would change the character that are of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premisesa type customary for first-class office buildings. With respect to any alterations permitted to be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay ensure that all costs, expenses and charges thereof, (b) make the same in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, alterations shall be made in accordance with all applicable laws laws, regulations and plans building codes, in a good and specifications previously submitted workmanlike manner and of quality equal to or better than the original construction of the Building. No person shall be entitled to any lien derived through or under Tenant for any labor or material furnished to the Leased Premises, and nothing in this Lease shall be construed to constitute a consent by Landlord to the creation of any lien. If any lien is filed against the Leased Premises for Landlord’s approval, which approval shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed work claimed to have attached to the freehold and been done for or material claimed to have become the property of Landlord and shall remain for the benefit of Landlord at the end of the term or other expiration of this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of such alteration, improvements and additions as herein providedbeen furnished to Tenant, Tenant further agrees shall cause such lien to be discharged of record within thirty (30) days after filing. Tenant shall indemnify and hold harmless Landlord from and against all costs, expenseslosses, liensexpenses and attorneys' fees in connection with any construction or alteration and any related lien. Notwithstanding anything to the contrary set forth hereinabove, claims Tenant may, without Landlord's prior approval but with written notice to Landlord, along with permits and damages arising out ofdrawings to the extent required, or resulting from the undertaking or making of such make any alterations, improvements or additions to the Leased Premises ("Permitted Alterations"), so long as they (i) do not affect the Building structure, (ii) do not adversely affect the value of the Building, (iii) do not materially, adversely affect any of the Building systems, (iv) are not visible from the exterior of the Building, (v) are of a type customary for first-class office buildings, (vi) do not materially increase the cost of demolition of the Premises Improvements, and additions(vii) only if and to the extent the alteration is of a type not customary for first-class office buildings, restore the affected portion of the Leased Premises to its condition prior to such modification.

Alterations. A. Tenant agrees shall have the right to make any alterations of and additions to the Improvements (including alterations arising due to casualty or condemnation), provided in all cases that it will not no Events of Default exist hereunder and such alterations shall (a) demolish or undertake any structural alterations of any not reduce the gross square footage of the buildings Improvements, (b) not adversely affect the structural or other improvements erected upon or otherwise comprising systemic soundness of the Improvements, (c) not adversely affect the fair market value of the Demised Premises, without the prior written consent of Landlord or (bd) make any other alterations which would change the character of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses and charges thereof, (b) make the same in accordance undertaken with all applicable laws and building codes due diligence in a good and workmanlike mannerfashion consistent with the first class nature of the Demised Premises, (ce) cause not violate any law, regulation, restriction or requirements of this Lease, and (f) shall, in the same case of alterations, the estimated cost of which exceeds $1,000,000, be under the supervision of architects/engineers reasonably satisfactory to Landlord and any mortgagee pursuant to plans and specifications reasonably approved by Landlord and any mortgagee. Tenant shall deliver to Landlord "as built" working drawings of any alteration within sixty (60) days of completion of construction thereof. B. The cost of any alteration shall be performed paid for by qualified contractors who shall not create any labor or other disturbance at Tenant so that the Demised Premises while performing sameand all portions thereof shall at all times be free of liens for labor and materials supplied to the Demised Premises. The work of any alteration shall be prosecuted with reasonable dispatch. Tenant shall obtain and maintain, (d) fully at its sole cost and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims expense, during the performance of such work, worker's compensation insurance covering all persons employed in connection with the making thereof work and with respect to which death or injury claims could be asserted against Landlord or Tenant or against the Demised Premises or any interest therein, together with comprehensive general liability insurance for the mutual benefit of Landlord and Tenant with limits of not less than Three Million Dollars (e$3,000,000) in the event of injury to one person, Ten Million Dollars ($10,000,000) in respect to any one accident or occurrence, and Two Million Dollars ($2,000,000) for property damage, and "builder's risk" insurance on a completed value form or other comparable coverage on the work. All such insurance shall be in a company or companies authorized to do business in the state in which the Demised Premises are located and rated A-XIII by reason A.M. Best's insurance ratings or other comparable and nationally recognized rating entity, and all such policies of insurance shall be delivered to Landlord endorsed "Premium Paid" by the company or agency issuing the same prior to the start of any such construction. C. No change, alteration, restoration or new construction shall be in or connect the Improvements with any property, building or other improvement located outside the boundaries of the Land, nor shall the same obstruct or interfere with any existing easement. D. Tenant shall notify Landlord in writing 30 days prior to commencing any alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, additions or improvements and additions to the Demised Premises permitted which have been approved by Landlord so that Landlord shall have the right to be made by Tenant hereunder, shall be made in accordance with all applicable laws record and plans post notices of nonresponsibility on the Demised Premises. E. All improvements and specifications previously submitted to Landlord for Landlord’s approval, which approval shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when alterations made or installed be deemed to have attached to the freehold and to have by Tenant shall immediately, upon completion or installation thereof, become the property of Landlord without payment therefor by Landlord, and shall remain for be surrendered to Landlord on the benefit of Landlord at the end expiration of the term or other expiration of this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additionsLease.

Alterations. After the Commencement Date, Tenant agrees that it will shall not (a) demolish make or undertake permit any structural alterations of any of Alterations in, on or about the buildings or other improvements erected upon or otherwise comprising the Demised Premises, Premises without the prior written consent of Landlord, which consent shall not be unreasonably withheld, conditioned or delayed; provided, however, that Landlord’s consent shall not be required for any nonstructural Alterations to the interior of the Building that do not exceed Two Hundred Fifty Thousand and no/100ths Dollars ($250,000.00) in cost per year and do not affect the roof of the Building or the Building Systems, so long as Tenant provides Landlord or with prior notice of any such Alterations (b) “Permitted Alterations”). If Tenant desires to make any Alterations to the Premises other alterations which would change the character of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to be made by Tenant pursuant to this Article Tenthan Permitted Alterations, Tenant shall (a) pay all costs, expenses and charges thereof, (b) make submit the same in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, shall be made in accordance with all applicable laws and proposed plans and specifications previously submitted for such Alterations to Landlord for Landlord’s review and approval, which approval shall not be unreasonably withheld withheld, conditioned or delayed. If Landlord fails to notify Tenant in writing of Landlord’s approval or disapproval of any Alterations shown on such plans and specifications within ten (10) business days after Landlord’s receipt of such documents from Tenant, and, except for removable trade fixtures, then Landlord shall at once when made or installed be deemed to have attached approved such Alterations. Tenant shall complete any Alterations to the freehold Premises at Tenant’s sole expense, in compliance with all applicable Laws, including any permit requirements, by a licensed contractor, and in a good and workmanlike manner conforming in quality and design with the Premises existing as of the Commencement Date. Landlord acknowledges that, subject to Tenant’s receipt of all necessary governmental approvals, Tenant will have the right to install a reasonable number of electric vehicle charging stations in the parking area of the Outside Areas pursuant to plans and specifications subject to Landlord’s approval in accordance with this Paragraph 12. All Alterations made by or for Tenant shall be and become the property of Landlord and shall remain for upon the benefit of Landlord at the end of the term expiration or other expiration earlier termination of this Lease and shall not be deemed Tenant’s Personal Property; provided, however, that Landlord may, at Landlord’s option, require Tenant to remove, at Tenant’s expense, any or all Alterations installed by or for Tenant from the Premises at the expiration or sooner termination of this Lease. If Tenant requests that Landlord make a determination of whether Landlord will require Tenant to remove any Alterations upon the termination of this Lease, then Landlord shall notify Tenant of Landlord’s election within ten (10) business days after Tenant’s request for such determination by Landlord. If Landlord fails to notify Tenant in writing within such ten (10) day period that Landlord will require such removal, then Landlord shall be deemed to have elected not to require Tenant to remove such Alterations. In no event, however, shall Tenant be required to remove the Tenant Improvements from the Premises. If Tenant removes any Alterations as good order required or permitted herein, Tenant shall repair any and all damage to the Premises caused by such removal and return the Premises to their condition as they were when installedof the Commencement Date, reasonable normal wear and tear exceptedexcepted and subject to the provisions of Paragraph 22. In the event in the making Notwithstanding any other provision of such alteration, improvements and additions as herein providedthis Lease, Tenant further agrees shall be solely responsible for the maintenance and repair of any Alterations made by it to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additionsPremises.

Alterations. Tenant agrees If Lessee desires to construct and install Alterations (“Alterations”) to the Premises during the Lease term, Lessee shall submit a space plan therefor (“Alterations Space Plan”) that it will not (a) demolish or undertake any structural alterations includes a scope of any of the buildings or other improvements erected upon or otherwise comprising the Demised Premises, without the prior written consent of Landlord or (b) make any other alterations which would change the character of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to be made work prepared by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses and charges thereof, (b) make the same Lessee’s architect for Lessor’s approval in accordance with all applicable laws the terms of this Paragraph 10.A(1) and building codes in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, shall be made in accordance with all applicable laws the Approval Standards (defined below). Lessor shall approve or disapprove of the Alterations Space Plan by delivering written notice to Lessee within fifteen (15) business days of its receipt of the Alterations Space Plan, and plans if Lessor shall fail to approve or disapprove of the Alterations Space Plan within such fifteen (15) business day period, Lessor shall be deemed to have approved of the Alterations Space Plan. If Lessor approves of the Alterations Space Plan (or is deemed to have approved of the Alterations Space Plan), Lessee shall prepare final construction drawings (the “Alterations Construction Drawings”) for the Alterations (if deemed necessary by Lessee and specifications previously submitted Lessor). Lessor shall have the right to Landlord object to the Alterations Construction Drawings based upon the following two (2) criteria only: (i) the scope of the Alterations has materially changed from the scope of the Alterations depicted in the Alterations Space Plan or (ii) the Alterations fail to satisfy the Approval Standards. The Alterations Construction Drawings shall be delivered to Lessor for Landlord’s approvalits approval based upon the above-mentioned criteria only, which approval shall not be unreasonably withheld withheld, conditioned or delayed. Lessor shall deliver its approval or disapproval to Lessee in writing within ten (10) business days following its receipt of the Alterations Construction Drawings, andand if Lessor shall fail to approve or disapprove of the Alterations Construction Drawings within such ten (10) business day period, except for removable trade fixtures, Lessor shall at once when made or installed be deemed to have attached to the freehold and to have become the property of Landlord and shall remain for the benefit of Landlord at the end approved of the term or other expiration of this Lease in as good order and condition as they were when installed, reasonable wear and tear exceptedAlterations Construction Drawings. In the event Lessor shall disapprove of the Alterations Construction Drawings, Lessor shall provide Lessee with Lessor's written objections thereto in reasonable detail and Lessee shall promptly revise the making Alterations Construction Drawings to address Lessor's objections. The foregoing procedure shall be repeated until Lessor approves of such alteration(or is deemed to have approved of) the Alterations Construction Drawings. Upon completion of the Alterations, improvements Lessee shall deliver to Lessor one set of the as-built drawings for the Alterations in both hard copy and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additionselectronic format.

Alterations. Tenant agrees that it will not (a) demolish Lessee shall at its own expense, make, or undertake any structural alterations of any of the buildings or other improvements erected upon or otherwise comprising the Demised Premises, without the prior written consent of Landlord or (b) make any other alterations which would change the character of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses and charges thereof, (b) make the same in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with procure the making thereof of, such alterations and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements modifications in and additions to the Demised Premises permitted Airframe and Engines as may be required from time to time to meet the standards of the Aviation Authority or any Government Entity having jurisdiction in any country, state, county or other political subdivision in or over which the Aircraft is flown or the FAA and any mandatory or recommended service bulletins of the Manufacturer. In addition, Lessee may, at its own expense, from time to time, make, or procure the making of, such alterations and modifications in and additions including the making of any improvements to the Airframe or any Engine as Lessee may deem desirable in the proper conduct of its business, including, removal of Parts (for purposes of this Clause 16.4, Obsolete Parts) which Lessee deems obsolete or no longer suitable or appropriate for use in the Airframe or such Engine, provided that no such alteration, modification, addition or removal shall cost over US$ 200,000, or alter the fundamental nature of the Aircraft as a passenger carrying aircraft, or change its original type design or configuration, or materially diminish the value or utility of the Airframe or any such Engine, or impair the condition or airworthiness thereof, below the value, utility, condition and airworthiness thereof immediately prior to such alteration, modification, addition or removal assuming such Airframe or Engine was then in the condition and repair required to be made maintained by Tenant hereunderthe terms of this Agreement. Title to all Parts incorporated or installed in or attached or added to the Airframe or any such Engine as the result of such alteration, modification or addition shall be made vested in accordance with all applicable laws Owner Trustee, subject to the Mortgage, and plans and specifications previously submitted shall forthwith be deemed Part of the Airframe or such Engine. Neither Owner Trustee, Lender nor Lessor shall be required under any circumstances to Landlord pay directly for Landlord’s approvalany alteration, modification or addition to the Aircraft or to reimburse Lessee for the cost thereof. Any other alterations other than those permitted according to Clause 16.5 require Lessor's prior written consent, which approval consent shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached to the freehold and to have become the property of Landlord and shall remain for the benefit of Landlord at the end of the term or other expiration of this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additions.

Alterations. Tenant agrees that it will not (a) demolish or undertake any structural alterations Subsequent to the completion of any of the buildings Landlord’s Work pursuant to Section 2, if any, Tenant shall not attach any fixtures, equipment or other improvements erected upon or otherwise comprising items to the Demised Premises, without the prior written consent of Landlord or (b) paint or make any other alterations additions, changes, alterations, repairs or improvements (collectively hereinafter “Alterations”) to the Premises, Building , Property, or Center without Landlord’s prior written consent, which would change with respect to Alterations to the character Premises will not be unreasonably withheld so long as Tenant is not then in default of this Lease (beyond any applicable cure period). For any proposed work in excess of $5,000 or that involves any Alterations to the structure of the buildings Building or other improvements comprising the Demised Premises Systems and Equipment, Landlord may condition its consent on Tenant’s delivery to Landlord of a letter of credit or which would weaken, impair or otherwise completion bond in any way affect the structural aspects amount of integrity of or lessen the value 50% of the Demised Premises and/or estimated cost of the buildings Alterations, conditioned upon Tenant’s timely completion of the work and other improvements comprising payment of all persons having lien rights on account of the Demised Premiseswork. With respect If Landlord consents to any alterations permitted to be made by Tenant pursuant to this Article TenAlterations, Tenant shall (a) pay all costs, expenses and charges thereof, (b) make the same Landlord may post notices of nonresponsibility in accordance with law. Any Alterations so made shall remain on and be surrendered with the Premises upon expiration or earlier termination of this Lease, except that Landlord may, within thirty (30) days before expiration of this Lease or within thirty (30) days after earlier termination of this Lease elect to require Tenant to remove any or all applicable laws Alterations at Tenant’s sole cost and building codes in a good and workmanlike mannerexpense; provided, (c) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance however, at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted to be made by time Tenant hereunder, shall be made in accordance with all applicable laws and submits plans and specifications previously submitted for requested Alterations to Landlord for Landlord’s approval, Tenant may request Landlord to identify which Alterations Landlord may require Tenant to remove at the termination of or expiration of this Lease, and Landlord shall make such identification simultaneous with its approval (if any) of the Alterations. If Landlord elects to require removal of Alterations, then at its own and sole cost Tenant shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached restore the Premises to the freehold condition prior to the installation of the alteration (reasonable wear and to have become tear, condemnation and casualty damage excepted), before the property of Landlord and shall remain for the benefit of Landlord at the end last day of the term or other expiration within thirty (30) days after notice of its election is given, whichever is later. If after receiving Landlord’s consent to any alteration, Tenant changes or modifies its planned alteration, Tenant shall obtain Landlord’s consent to all such changes and modifications. Landlord consents to all of Tenant’s Alterations to the Premises in existence on the date of this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additionsLease.

Alterations. Tenant agrees that it will not (a) demolish paint, decorate or undertake any structural alterations change the architectural treatment of any part of the buildings exterior of the Premises or other improvements erected upon or otherwise comprising construct any changes to the Demised interior of the Premises, without the Landlord’s prior written consent of approval thereto, and will promptly remove any paint, decoration, alteration, addition or changes applied or installed without Landlord’s approval or take such other action with respect thereto as Landlord or (b) directs. Tenant shall not make any other alterations which would change structural alterations, additions or changes to the Premises. Tenant may, at its own cost and expense erect shelves, bins, racks and removable (i.e., not attached to the realty) trade fixtures (collectively “Trade Fixtures”) in the ordinary course of its business provided such items do not alter the basic character of the buildings or other improvements comprising Premises, do not damage the Demised Premises, may be removed without injury to the Premises or which would weakenand the construction, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings erection and installation thereof complies with all legal requirements and other improvements comprising the Demised Premisesprovisions of this Lease. With respect If Landlord grants consent to any requested alterations, the alterations permitted to shall be made by Tenant pursuant to this Article Tenperformed in a good, Tenant shall (a) pay all costs, expenses workmanlike and charges thereof, (b) make the same lien free manner in accordance with all applicable laws legal requirements and building codes in any restrictions which may be imposed by Landlord as a good and workmanlike manner, (c) cause the same condition to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premisesits consent. All alterations, changes, additions and all leasehold improvements and additions to the Demised Premises permitted to be made by Tenant hereunderor made by Landlord on Tenant’s behalf and all fixtures installed by Tenant which are not Trade Fixtures are herein collectively referred to as “Tenant Additions”, and shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for the property of Landlord’s approval, which approval . Such Tenant Additions shall not be unreasonably withheld removed by Tenant on, before or delayed, and, except for removable trade fixtures, shall at once when made following expiration or installed be deemed to have attached to the freehold and to have become the property of Landlord and shall remain for the benefit of Landlord at the end termination of the term or other expiration of this Lease in without Landlord’s consent except as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees may be required pursuant to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additionsSection 27.1.

Alterations. Except for the initial Tenant agrees that it will not Improvements and Non-Material Alterations (a) demolish or undertake any structural alterations of any of the buildings or other improvements erected upon or otherwise comprising the Demised Premises, without the prior written consent of Landlord or (b) make any other alterations which would change the character of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to be made by Tenant pursuant to this Article Tenas defined below), Tenant shall not make alterations in or to the Leased Premises unless and until Landlord has approved the plans therefor and the general contractor that will be engaged by Tenant to perform such alterations. Landlord shall notify Tenant of its approval or disapproval of Tenant’s alterations within ten (a10) pay business days after notice from Tenant specifying the proposed alteration and delivery of plans and specifications detailing same. Landlord shall not unreasonably withhold, delay, or condition approval for any alterations, additions, or improvements in or to the Leased Premises or Building. As a condition of such approval (and at the time of such approval), Landlord may require Tenant to remove the alterations and restore the Leased Premises upon termination of this Lease; otherwise, all costssuch alterations shall at Landlord’s option become a part of the realty and the property of Landlord at the expiration or earlier termination of this Lease, expenses and charges thereofshall not be removed by Tenant. For purposes of clarification, Tenant will not be required to remove (i) the initial Tenant Improvements, (bii) make alterations for which Landlord did not notify Tenant of the same in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance removal requirement at the Demised Premises while performing sametime of Landlord’s approval, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (eiii) by reason any Alterations for which Landlord gives a removal notice less than thirty (30) days before the termination of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premisesthis Lease. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, shall ensure that all alterations shall be made in accordance with all applicable laws Applicable Laws in a good and plans workmanlike manner and specifications previously submitted of quality equal to Landlord for or better than the original construction of the Building; provided Landlord’s approval, which approval of such plans shall not be unreasonably withheld deemed a representation by Landlord that same comply with Applicable Laws. No person shall be entitled to any lien derived through or delayedunder Tenant for any labor or material furnished to the Leased Premises, and, except and nothing in this Lease shall be construed to constitute Landlord’s consent to the creation of any lien. If any lien is filed against the Leased Premises for removable trade fixtures, shall at once when made or installed be deemed work claimed to have attached been done for or materials claimed to have been furnished to Tenant, Tenant shall cause such lien to be discharged of record or bonded against within thirty (30) days after filing. Tenant shall indemnify Landlord from all costs, losses, expenses and attorneys’ fees in connection with any construction or alteration and any related lien. Notwithstanding the foregoing, Tenant shall be required to give prior written notice to Landlord, but Tenant shall not be required to obtain Landlord’s consent, for alterations to the freehold Leased Premises totaling less than $250,000.00 individually or $750,000.00 in the aggregate over any twenty-four (24) month period, provided such alterations (i) are non- structural in nature, (ii) do not materially affect any of the Building systems (including, without limitation, the heating and air conditioning and plumbing systems), and (iii) do not affect the exterior or aesthetics of the Building (the foregoing being “Non-Material Alterations”). Tenant shall not be required to have become obtain Landlord’s prior approval, to use a specific contractor, or to furnish performance bonds or completion guaranties for Non-Material Alterations; provided, Landlord reserves the property right to require that Tenant remove any Non-Material Alterations upon the expiration or earlier termination of Landlord this Lease and shall remain for restore any resulting damage to the benefit of Landlord Building, upon written notice to Tenant at least one hundred eighty (180) days prior to the end of the term or other expiration of this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additionsTerm.

Alterations. Tenant agrees that it will shall not (a) demolish make or undertake suffer to be made any structural alterations of any alteration, addition or improvement to or of the buildings Premises or other improvements erected upon or otherwise comprising the Demised Premises, any part thereof (collectively referred to herein as “alterations”) without (i) the prior written consent of Landlord or (b) make any other alterations which would change the character of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses and charges thereof, (b) make the same in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approval, which approval consent shall not be unreasonably withheld and Landlord further agrees that Landlord shall not raise the basic rent as of condition of such consent), (ii) a valid building permit issued by the appropriate governmental authority and (iii) otherwise complying with all applicable laws, regulations and requirements of governmental agencies having jurisdiction and with the rules, regulations and requirements of any board of fire underwriters or delayedsimilar body. Any alteration made by Tenant (excluding moveable furniture and trade fixtures not attached to the Premises) shall at once become a part of the Premises and belong to Landlord. Without limiting the foregoing, andall heating, except for removable lighting, electrical (including all wiring, conduit, outlets, drops, ▇▇▇▇ ducts, main and subpanels), air conditioning, partitioning, drapery and carpet installations made by Tenant, regardless of how attached to the Premises, together with all other alterations that have become an integral part of the Project in which the Premises are a part, shall be and become part of the Premises and belong to Landlord upon installation and shall not be deemed trade fixtures, and shall remain upon and be surrendered with the Premises at once when made or installed be deemed to have attached the termination of the lease. If Landlord consents to the freehold making of any alteration by Tenant, the same shall be made by Tenant at its sole risk, cost and expense and only after Landlord’s written approval of any contractor or person selected by Tenant for that purpose (provided that Landlord waives the right to have approve such contractor or person if the same is a duly licensed contractor and a valid building permit is issued by the appropriate governmental authority), and the same shall be made at such time and in such manner as Landlord may from time to time designate. Tenant shall, if required by Landlord, secure at Tenant’s cost a completion and lien indemnity bond for such work. Upon the expiration or sooner termination of the term, Landlord may, at is sole option, require Tenant, at Tenant’s sole cost and expense, to promptly both remove any such alteration made by Tenant and designated by Landlord to be removed and repair any damage to the Premises caused by such removal. Any moveable furniture and equipment or trade fixtures remaining on the Premises at the expiration or other termination of the term shall become the property of the Landlord unless promptly removed by Tenant. If during the term, and subject to paragraph 7 above, any alteration, addition or change of the Premises or the Project is required by law, regulation, ordinance or order of any public or quasi-public authority, Tenant, at its sole cost and expense, shall remain promptly make the same. If during the term any alterations, additions or changes to the Common Area or to the Project in which the Premises is located is required by law, regulation, ordinance or order of any public or quasi-public authority, and it is impractical in the Landlord’s judgment for the benefit of Landlord at the end of the term or other expiration of this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees affected tenants to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of individually make such alterations, improvements additions or changes, Landlord shall make such alterations, additions or changes and additionsthe cost thereof shall be a common area charge and Tenant shall pay its percentage share of such cost to Landlord as provided in paragraph 16.

Alterations. Except as set forth on Exhibit “C” attached hereto, Tenant agrees that it will shall not without first obtaining Landlord’s written approval: (a) demolish make or undertake cause to be made any structural alterations of alterations, additions, or improvements (collectively, “Alterations”); (b) install or cause to be installed any of the buildings fixtures, signs, floor coverings, interior or other improvements erected upon exterior lighting, plumbing fixtures, shades or otherwise comprising the Demised Premises, without the prior written consent of Landlord awnings; or (bc) make any other alterations which would change changes to the character Leased Premises without first obtaining Landlord’s written approval. The foregoing notwithstanding, if the proposed Alteration is, in Landlord’s judgment, (a) likely to affect the structure of the buildings Building or other improvements comprising the Demised Premises electrical, plumbing, life safety or which would weaken, impair HVAC systems or otherwise in any way affect the structural aspects of integrity of or lessen adversely impacts the value of the Demised Building, (b) does not comply with applicable laws, (c) affects the exterior of the Leased Premises, (d) violates any existing covenants, conditions or restrictions affecting the Property or violates Landlord’s loan documents, or (e) would unreasonably interfere with the normal business operations of other tenants in the Building, if any, such consent may be withheld at the sole and absolute discretion of Landlord; except for the foregoing, Landlord’s approval shall not be unreasonably withheld, conditioned or delayed. Tenant shall present to Landlord plans and specifications for such work at the time approval is sought. In the event Landlord consents to the making of any Alterations to the Leased Premises and/or by Tenant, the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to same shall be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses at Tenant’s sole cost and charges thereof, (b) make the same in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premisesexpense. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, such work shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for done only by contractors or mechanics approved by Landlord’s approval, which approval shall not be unreasonably withheld or delayed, andwithheld. All such work with respect to any Alterations shall be done in a good and workmanlike manner and diligently prosecuted to completion such that, except for removable trade fixturesas absolutely necessary during the course of such work, the Leased Premises shall at all times be a complete operating unit. Any such Alterations shall be performed and done strictly in accordance with all laws and ordinances relating thereto. In performing the work or any such alterations, additions, or changes, Tenant shall have the same performed in such a manner as not to obstruct access to any portion of the Building. Any Alterations to or of the Leased Premises, including, but not limited to, wallcovering, paneling, and built‑in cabinet work, but excepting movable furniture and equipment, shall at once when made or installed become a part of the realty and shall be deemed surrendered with the Leased Premises unless Landlord otherwise elects at the time permission is granted to have attached Tenant to install such items. Notwithstanding anything herein to the freehold contrary, with respect to any non-structural alteration which (i) does not affect any Building system or any portion of the Building outside the Leased Premises and to have become (ii) does not cost more than $25,000 in the property aggregate in a twelve (12) month period, the consent of Landlord and shall remain for the benefit of will not be required, provided Landlord receives at the end of the term or other expiration of this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additionsleast 10 days advance notice thereof.

Alterations. Tenant agrees that it will not (a) demolish Brillian shall not make any building or undertake leasehold alterations or additions, including remodeling or signage, without first obtaining Master Landlord's and TFS's consent, which TFS's and Master Landlord's consent may be withheld in their sole discretion. If any structural such alterations or additions are made, Brillian agrees not to permit any mechanics' liens to be placed on the Sublet Premises or any portion thereof and to cause any contract for work to be done at the Sublet Premises to contain a waiver of the contractor's right to file a mechanics' lien. Any alterations of any kind to the Sublet Premises or any part thereof, except Brillian's trade fixtures which can be removed without damage or defacement to the Sublet Premises or any other portion of the buildings or other improvements erected upon or otherwise comprising Building, shall be surrendered with the Demised Sublet Premises, without as a part thereof, at the prior written end of the Sublease Term; provided, however, that TFS may require at the time TFS and Master Landlord consent to such alteration or fixture Brillian to remove any alterations or fixtures made by Brillian, and to repair any damage to the Sublet Premises caused by such removal, all at Brillian's sole expense. Any alterations installed by Brillian shall be deemed a part of Landlord or the Sublet Premises and shall be maintained and repaired by Brillian in the same manner as that required for all other portions of the Sublet Premises. (b) make any other alterations which would change Brillian shall have the character right to place a sign or signs on the facade of the buildings or other improvements comprising Building, provided, however: (i) TFS (and the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses and charges thereof, (b) make the same in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Master Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted extent that such consent from the Master Landlord is required under the Master Lease) shall have the right to be made by Tenant hereunderconsent to the size, shall be made in accordance with all applicable laws style, and plans and specifications previously submitted to Landlord for Landlord’s approvallocation of any such signs, which approval consent shall not be unreasonably withheld or delayed; (ii) any such signs shall comply with all applicable laws, andrules, except for removable trade fixturesregulations, shall and covenants, conditions, and restrictions of record; and (iii) TFS may require that Brillian remove any such signs at once when made or installed be deemed to have attached the expiration of the Term and repair any damage to the freehold and to have become the property of Landlord and shall remain for the benefit of Landlord Building caused by such removal, all at the end of the term or other expiration of this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additionsBrillian's sole expense.

Alterations. Tenant agrees that it will not (a) demolish or undertake any structural alterations of any of the buildings or other improvements erected upon or otherwise comprising the Demised Premises, without the Borrower shall obtain Lender’s prior written consent of Landlord or (b) make any other alterations which would change the character of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses and charges thereof, (b) make the same in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approvalImprovements, which approval consent shall not be unreasonably withheld except with respect to any alterations to any Improvements which may have a material adverse effect on Borrower’s financial condition, the value of any Property or delayedthe Net Operating Income with respect to any Property. Notwithstanding the foregoing, andLender’s consent shall not be required in connection with any alterations that will not have a material adverse effect on Borrower’s financial condition, except the value of any Property or the Net Operating Income with respect to any Property, provided that such alterations (a) are either work performed pursuant to the terms of any Lease approved or deemed approved in accordance with the terms hereof, or the costs for removable trade fixturessuch alterations are adequately covered in the current Approved Annual Budget, (b) do not adversely affect any structural component of any Improvements, any utility or HVAC system contained in any Improvements or the exterior of any Building constituting a part of any Improvements and (c) the aggregate cost thereof for all of the Properties combined (not including the cost of any previous alterations which have been satisfactorily completed and indefeasibly paid for in full prior to the commencement of such new alterations), and for any individual Property, does not exceed the Threshold Amount for the applicable Property, or (d) are performed in connection with Restoration after the occurrence of a Casualty in accordance with the terms and provisions of this Agreement. If the total unpaid amounts due and payable with respect to alterations to the Improvements at any Property (other than such amounts to be paid or reimbursed by Tenants under the Leases) shall at once when made any time exceed the Threshold Amount, Borrower shall promptly deliver to Lender as security for the payment of such amounts and as additional security for the Obligations any of the following: (i) cash or installed U.S. Obligations or (ii) an irrevocable letter of credit (payable on sight draft only) issued by a financial institution (y) having a rating by S&P of not less than “A-1+” if the term of such bond or letter of credit is no longer than three (3) months or, if such term is in excess of three (3) months, issued by a financial institution having a rating that is acceptable to Lender, and (z) with respect to which each Approved Rating Agency has issued a Rating Agency Confirmation. Such security shall be deemed to have attached in an amount equal to the freehold excess of the total unpaid amounts with respect to alterations to the Improvements on such Property (other than such amounts to be paid or reimbursed by Tenants under the Leases) over the Threshold Amount and Lender may apply such security from time to have become the property of Landlord and shall remain for the benefit of Landlord time at the end option of the term or other expiration of this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees Lender to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of pay for such alterations, improvements and additions.

Alterations. Following the construction of any Tenant agrees that it Improvements to the Premises under Article 4 above, Tenant will not thereafter make any alterations, repairs, additions or improvements in or to the Premises (for purposes of this Article, any of the foregoing being referred to as the “Work”) which (a) demolish or undertake exceeds $200,000.00 in the aggregate during any structural alterations of any 12-month period, (b) is visible from the exterior of the buildings Building or other improvements erected upon (c) would add, disturb or otherwise comprising in any way adversely change any Building Systems or structural portions of the Demised PremisesBuilding, without the prior written consent of the Landlord (which consent shall not be unreasonably withheld, conditioned or (bdelayed) make any other alterations which would change as to the character of the buildings or other improvements comprising Work, the Demised Premises or which would weakenmanner of doing the Work including payment and financial security mechanisms associated therewith, impair or otherwise in any way affect and the structural aspects of integrity of or lessen contractor(s) doing the value Work. Notwithstanding the foregoing, if reinforcement of the Demised Premises and/or floor or any slab is required, as reasonably determined by Tenant’s architect, then Tenant may perform such Work subject to reasonably conditions which Landlord may impose as Landlord deems necessary or appropriate. For the buildings Tenant Improvements and other improvements comprising as a condition to Landlord’s consent to Work proposed by Tenant, Landlord may impose such conditions with respect thereto as Landlord reasonably deems appropriate, including, without limitation, requiring Tenant to remove such Tenant Improvements or Work at the Demised Premisesend of the Term and repair any damages resulting from such removal (which shall be deemed required in the absence of Landlord’s written consent or agreement to the contrary), insurance against liabilities that may arise out of such Work, plans and specifications approved by Landlord and permits necessary for such Work. With respect to any alterations permitted to be made If such Work is performed by Tenant pursuant to this Article Tencontractor(s) not retained by Landlord, Tenant shall (a) pay all costs, expenses and charges thereofupon completion of such Work, (bi) make deliver to Landlord evidence that payment for all such Work has been made by Tenant, contractors’ affidavits and full and final mechanic’s lien waivers and (ii) for Work requiring Landlord’s consent, pay to Landlord a construction supervision fee of four percent (4%) of the same total hard cost of such Work, but in accordance no event less than $500.00 to reimburse Landlord for the costs incurred by its construction manager in inspecting and supervising such Work (for avoidance of doubt, no such fee shall be required with all applicable laws and building codes respect to the Tenant Improvements). All such Work shall be done in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who manner using quality materials and shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, shall be made in accordance comply with all applicable laws governmental laws, ordinances, rules and plans and specifications previously submitted to Landlord for Landlord’s approval, which approval shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached to the freehold and to have become the property of Landlord and shall remain for the benefit of Landlord at the end of the term or other expiration of this Lease in as good order and condition as they were when installed, reasonable wear and tear exceptedregulations. In the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold Landlord free and harmless Landlord from any liability, loss, cost, damage or expense (including reasonable attorney’s fees) by reason of any of such Work. The provisions of Article 17 of this Lease Agreement shall apply to all Work performed under this Article. Notwithstanding anything to the contrary herein, Tenant shall have the right to retain its own licensed and against all costsappropriately insured and bonded contractor to make future alterations which are cosmetic in nature, expenses, liens, claims and damages arising out of, or resulting not visible from the undertaking exterior, and do not impact building structure or making Building Systems without Landlord’s consent and with no overhead charges paid to same (provided that the aggregate cost of such alterationsalterations in any 6-month period, improvements and additionsmeasured as one project, does not exceed the threshold set forth in the first sentence of the immediately preceding paragraph).

Alterations. During the Term, Tenant agrees that it will shall not make structural alterations but may, at its cost, make non-structural alterations to the Demised Premises necessary for the conduct of its business, subject to the following: (a) demolish or undertake any structural alterations of any of the buildings or other improvements erected upon or otherwise comprising the Demised Premises, without the prior written consent of Landlord or Tenant shall first obtain requisite permits and authorizations from governmental authorities having jurisdiction; (b) make any other alterations Obtain Landlord's, and if required, the fee mortgagee's, prior written consent, (which Landlord's consent not to be withheld if the change or alteration would change not, in the character reasonable opinion of the buildings or other improvements comprising the Demised Premises or which would weakenLandlord, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value or usefulness of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to Building or any alterations permitted to be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses and charges thereof, (b) make the same in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value part of the Demised Premises. All alterations). (c) Any alterations shall be made promptly (unavoidable delays excepted), improvements in a workmanlike manner in accordance with any alteration plans and additions to in compliance with applicable laws and governmental regulations; (d) The cost of the alterations shall be paid by Tenant so that the Demised Premises permitted remains free of any liens; (e) If requested by Landlord, post with Landlord adequate security to be made by Tenant hereunder, shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approval, which approval shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached to assure restoration of the freehold and to have become the property of Landlord and shall remain for the benefit of Landlord premises at the end of the term Term; (f) Tenant shall maintain Workmen's Compensation Insurance covering all persons on whose behalf death or injury claims could be asserted, until the alteration is completed; (g) No change or alterations shall, when completed, tie in or connect the Demised Premises with any other expiration of this Lease building on adjoining property. (h) During such time as Tenant shall be constructing any improvements, Tenant, at its sole cost and expense, shall carry, or cause to be carried, (i) Workmen's Compensation Insurance covering all persons employed in connection with the improvements in statutory limits, (ii) a completed operations endorsement to the Commercial General Liability Insurance policy referred to in Section 6.1(iv), (iii) Builder's Risk Insurance, completed value form, covering all physical loss, in an amount reasonably satisfactory to Landlord, and (iv) such other insurance, in such amounts, as good order and condition as they were when installed, reasonable wear and tear excepted. In the event Landlord deems reasonably necessary to protect Landlord's interest in the making Demised Premises from any act or omission of such alterationTenant's contractors or subcontractors. (i) No permitted alteration shall be undertaken until detailed Plans and Specifications have first been submitted to and approved in writing by Landlord, improvements and additions as herein providedand, Tenant further agrees if required, by the fee mortgagee. At the completion of the alteration or restoration under Article 7, "as-built" plans shall be delivered to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additionsLandlord.

Alterations. Tenant agrees that it will not (a) demolish Tenant shall not make any alterations to or undertake any structural alterations of any modifications of the buildings or other improvements erected upon or otherwise comprising the Demised Premises, without the prior written consent of Landlord or (b) make any other alterations which would change the character of the buildings or other improvements comprising the Demised Premises or construct any improvements within the Premises until Landlord shall have first approved, in writing, the plans and specifications therefor, which would weakenapproval may be withheld in Landlord's sole discretion. All such modifications, impair alterations or otherwise in any way affect the structural aspects of integrity of improvements, once so approved, shall be made, constructed or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to be made installed by Tenant pursuant to this Article Tenat Tenant's expense (including all permit fees and governmental charges related thereto), using a licensed contractor first approved by Landlord, in substantial compliance with the Landlord-approved plans and specifications therefor. All work undertaken by Tenant shall (a) pay all costs, expenses and charges thereof, (b) make the same be done in accordance with all applicable laws Laws and building codes in a good and workmanlike mannermanner using new or like-new materials of good quality. Tenant shall not commence the making of any such modifications or alterations or the construction of any such improvements until (i) all required governmental approvals and permits shall have been obtained, (cii) cause all requirements regarding insurance imposed by this Lease have been satisfied, (iii) Tenant shall have given Landlord at lease five business days prior written notice of its intention to commence such work so that Landlord may post and file notices of non-responsibility, and (iv) if requested by Landlord, Tenant shall have obtained contingent liability and broad form builder's risk insurance in an amount satisfactory to Landlord in its reasonable discretion to cover any perils relating to the same proposed work not covered by insurance carried by Tenant pursuant to Paragraph 20. In no event shall Tenant make any modification, alterations or improvements whatsoever to the Common Areas or the exterior or structural components of the Building including, without limitation, any cuts or penetrations in the floor, roof or exterior walls of the Premises. As used in this Article, the term "modifications, alterations and/or improvements" shall include, without limitation, the installation of additional electrical outlets, overhead lighting fixtures, drains, sinks, partitions, doorways, or the like. (b) All modifications, alterations and improvements made or added to the Premises by Tenant (other than Tenant's inventory, equipment, movable furniture, wall decorations and trade fixtures) shall be performed by qualified contractors who deemed real property and a part of the Premises, but shall remain the property of Tenant during the Lease. Any such modifications, alterations or improvements, once completed, shall not create any labor be altered or other disturbance at removed from the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with during the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, shall be made Lease Term without Landlord's written approval first obtained in accordance with the provisions of Paragraph 14(a) above. At the expiration or sooner termination of this Lease, all applicable laws such modifications, alterations and plans improvements other than Tenant's inventory, equipment, movable furniture, wall decorations and specifications previously submitted to Landlord for Landlord’s approval, which approval shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached to the freehold and to have automatically become the property of Landlord and shall remain for the benefit of be surrendered to Landlord at the end as part of the term Premises as required pursuant to Paragraph 7, unless Landlord shall require Tenant to remove any of such modifications, alterations or other expiration improvements in accordance with the provisions of this Lease Paragraph 7, in as good order which case Tenant shall so remove same. Landlord shall have no obligations to reimburse Tenant for all or any portion of the cost or value of any such modifications, alterations or improvements so surrendered to Landlord. All modifications, alterations or improvements which are installed or constructed on or attached to the Premises by Landlord and/or at Landlord's expense shall be deemed real property and condition as they were when installeda part of the Premises and shall be property of Landlord. All lighting, reasonable wear plumbing, electrical, heating, ventilating and tear excepted. In air conditioning fixtures, partitioning, window coverings, wall coverings and floor coverings installed by Tenant shall be deemed improvements to the event in Premises and not trade fixtures of Tenant. (c) Tenant shall make all modifications, alterations and improvements to the Premises, at its sole cost, that are required by any Law because of (i) Tenant's use or occupancy of the Premises, the Building, the Common Areas or the Property, (ii) Tenant's application for any permit or governmental approval, or (iii) Tenant's making of any modifications, alterations or improvements to or within the Premises. If Landlord shall, at any time during the Lease Term, be required by any governmental authority to make any modifications, alterations or improvements to the Building or the Property, the cost incurred by Landlord in making such alterationmodifications, improvements and additions as herein providedalterations or improvements, Tenant further agrees including interest at a rate equal to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out ofthe greater of (a) 12%, or resulting (b) the sum of that rate quoted by ▇▇▇▇▇ Fargo Bank, N.T. & S.A. from time to time as its prime rate, plus two percent (2%) ("▇▇▇▇▇ Prime Plus Two"), shall be amortized by Landlord over the undertaking or making useful life of such alterationsmodifications, alterations or improvements, as determined in accordance with generally accepted accounting principles, and the monthly amortized cost of such modifications, alterations and improvements and additionsas so amortized shall be included in Operating Expenses.