Common use of Alterations Clause in Contracts

Alterations. (a) Tenant shall not before or during the Term make or suffer to be made any 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 Building or the electrical, mechanical, heating, ventilation or air conditioning, life safety or plumbing systems of the 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 copies of all permits, plans and other related documents in connection with such Alterations. (b) 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 insurer providing coverage for the Premises or the Building or any part thereof, and in 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 components of 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 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 Alterations on an all-risk non-reporting form covering all improvements under construction, including building materials, and other insurance in amounts and against such risks as Landlord shall reasonably require in connection with the 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 ($3,000,000.00) 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 Alterations and Landlord has approved such date in writing, 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 notices to be posted and to remain posted until the completion of work.

Alterations. (a) Landlord hereby consents to certain Tenant Improvements, on the terms and subject to the conditions of Exhibit C. Tenant shall not before or during the Term make or suffer to be made permit any alterationsAlterations in, additions on or improvements in or to about 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 Building or the electrical, mechanical, heating, ventilation or air conditioning, life safety or plumbing systems of the 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 copies of all permits, plans and other related documents in connection with such Alterations. (b) 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 insurer providing coverage for the Premises or the Building or any part thereof, and in accordance with according to plans and specifications approved in writing by Landlord, which consent and approval shall not be constructed and installed by unreasonably withheld, conditioned or delayed. Except in the case of the Tenant Improvements which are the subject of the Initial Installation, Landlord, at its sole option, may, however, require as a contractor reasonably approved in writing by Landlord. As a further condition to giving the granting of any such consent, with respect that Tenant provide to Alterations that could affect the structural components of 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 lien and performance completion bond in form reasonably acceptable an amount equal to Landlord, in a principal amount not less than the one and one-half (1½) times any and all estimated costs of such Alterationsany intended improvements to the Premises, to ensure insure Landlord against any liability for mechanics’ and materialmen’s liens and to ensure insure completion of the work. Before Alterations may beginExcept in the case of the Tenant Improvements which are the subject of the Initial Installation, valid building permits or other permits or licenses required must be furnished to Landlord, and, once and unless otherwise agreed in writing by the Alterations beginparties, 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 constructionshall, at its sole cost and expense, builders’ risk insurance for 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 (except as expressly set forth in this Lease), in compliance with all applicable laws (including, but not limited to, The American With Disabilities Act, and any state or local building, fire or safety codes, ordinances or regulations), the amount 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 manner conforming in quality and design with the Premises existing as of the completed Commencement Date, and shall not diminish the value of the Project. All Alterations on an all-risk non-reporting form covering all improvements under construction, including building materials, made by Tenant shall be and become the property of Landlord upon installation and shall not be deemed Tenant’s Personal Property. Notwithstanding any other insurance in amounts and against such risks as Landlord shall reasonably require in connection with the Alterations. In addition to and without limitation on the generality provisions of the foregoingthis Lease, Tenant shall ensure that its contractor(s) procure be solely responsible for the maintenance and maintain in full force repair of any and effect during all Alterations made by it to the course Premises. Tenant shall give Landlord written notice of construction a “broad form” commercial general liability and property damage policy of insurance naming Landlord, Tenant and LandlordTenant’s lenders, if any, as additional insureds. The minimum limit of coverage of intention to perform any Alterations on the aforesaid policy shall be in the amount of not less than Three Million Dollars ($3,000,000.00) 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 Premises at least Three Million Dollars twenty ($3,000,000.00). (c20) Tenant agrees not days prior 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 commencement of such Alterations to enable Landlord to post and Landlord has approved record an appropriate Notice of Non-responsibility or other notice deemed proper before the commencement of any such date in writing, 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 notices to be posted and to remain posted until the completion of workAlterations.

Alterations. (a) Tenant shall not before or during the Term make or suffer to be made any alterations, additions improvements, additions, installations, or improvements changes of any nature in or to the Premises (herein collectively called any of the preceding, “Alterations”) without unless (i) Tenant first obtaining obtains Landlord’s written approval thereof based on detailed plans consent, provided, however, that minor, interior cosmetic alterations such as painting, wall papering, carpeting or hanging pictures or moving furniture and specifications submitted by Tenant. Landlord’s approval may be withheld in Landlord’s sole temporary partitions or cubicldes (the aggregate cost of which will not exceed $50,000.00, and absolute discretion if any Alterations could in Landlord’s judgment affect the structure of the Building or the electrical, mechanical, heating, ventilation or air conditioning, life safety or plumbing systems of the Building (collectively the “Building Systems”), which alteration will not 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 copies of all permits, plans and other related documents in connection with such Alterations. (b) 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 insurer providing coverage for the Premises or the Building or affect any part thereof, and in 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 components of the Building Systems or which in the aggregate exceed One Million Dollars ($1,000,000.00Project) in cost, Landlord may does not 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 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 Alterations on an all-risk non-reporting form covering all improvements under construction, including building materials, and other insurance in amounts and against such risks as Landlord shall reasonably require in connection with the 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, approval so long as additional insureds. The minimum limit of coverage of the aforesaid policy shall be in the amount of not less than Three Million Dollars ($3,000,000.00) 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 nature and extent of such alteration at least 15 business days before commencing such alteration); (ii) Tenant complies with all conditions which may be imposed by Landlord, including but not limited to Landlord’s selection of specific contractors or construction techniques and the requirements of the attached Exhibit “C”; and (iii) Tenant pays to Landlord the reasonable costs and expenses of Landlord for architectural, engineering, or other consultants which reasonably may be incurred by Landlord in determining whether to approve any such Alterations. At least 30 days prior to making any Alterations, Tenant shall submit to Landlord, in written form, proposed detailed plans of such Alterations. Tenant shall, prior to the commencement of any Alterations, at Tenant’s sole cost, (i) acquire (and deliver to Landlord a copy of) any required permit from the appropriate governmental agencies to make such Alterations (any conditions of which permit Tenant shall comply with, at Tenant’s sole cost, in a prompt and expeditious manner), (ii) provide Landlord with ten days’ prior written notice of the date Tenant desires to commence construction or the installation of the Alterations is to commence, so that Landlord can post and record an appropriate notice of non-responsibility, and (iii) obtain (and deliver to Landlord proof of) reasonably adequate workers compensation insurance with respect to any of Tenant’s employees installing or involved with such Alterations (which insurance Tenant shall maintain on an occurrence basis in force until completion of the Alterations). All Alterations shall upon installation become the property of Landlord and shall remain on and be surrendered with the Premises on the Expiration Date, except that Landlord has approved such date may, at its election, require Tenant to remove any or all of the Alterations, by so notifying Tenant in writingwriting on or about the Expiration Date, in order that Landlord may post appropriate notices which event, Tenant shall, at its sole cost, on or before the Expiration Date or within five days of Landlord’s request, if after the Expiration Date, repair and restore the Premises to avoid any liability the condition of the Premises prior to contractors or material suppliers for payment for Tenant’s improvementsthe installation of the Alterations which are to be removed. Tenant will at shall pay all times permit such notices costs for Alterations and other construction done or caused to be posted done by Tenant and Tenant shall keep the Premises free and clear of all mechanics’ and materialmen’s liens resulting from or relating to remain posted until any Alterations or other construction. Tenant may, at its election, contest the completion correctness or validity of workany such lien provided that (a) immediately on demand by Landlord, Tenant procures and records a lien release bond, issued by a corporation satisfactory to Landlord and authorized to issue surety bonds in California, in an amount equal to 150 percent of the amount of the claim of lien, which bond meets the requirements of California Civil Code Section 3143 or any successor statute, and (b) Landlord may, at its election, require Tenant to pay Landlord’s attorneys’ fees and costs incurred in participating in such an action.

Alterations. (a) Tenant shall not before or during the Term make or suffer Landlord agrees to be made any alterations, additions or improvements in or to the Premises (herein collectively called “Alterations”) without first obtaining install at Landlord’s written approval thereof based on detailed cost and expense, the improvements described in EXHIBIT C attached hereto (the “Improvements”), all of which shall be and remain the property of Landlord. Landlord shall perform such work diligently in a good and workmanlike manner in substantial conformance with the plans and specifications submitted attached as EXHIBIT C (including the drawings, schedules, specifications and AutoCAD Files referenced therein) or otherwise approved by Tenant, and in accordance with all applicable governmental laws, rules, regulations and other requirements. Landlord’s approval may be withheld in Landlord’s sole Landlord will apply for and absolute discretion if any Alterations could in Landlord’s judgment affect the structure obtain all permits, licenses and certificates necessary for installation of the Building or Improvement described in EXHIBIT C. All other improvements, alterations, additions, partitions, fixtures, removals and restoration to the electrical, mechanical, heating, ventilation or air conditioning, life safety or plumbing systems of the Building Leased Premises (collectively the “Building SystemsTenant’s Improvements”) shall be installed at the cost and expense of Tenant (which cost shall be payable on demand as Rent to Landlord), be visible from outside the Premisesbut only if such improvements, or require additional code compliance or similar work not included alterations, partitions, fixtures, removals and/or restorations are: (i) approved in the Alterations; otherwiseadvance by Landlord in writing, Landlord’s consent which approval shall not be unreasonably withheld. Without limiting , conditioned or delayed; (ii) made in accordance with plans and specifications which have been previously submitted to and approved in writing by Landlord; (iii) performed in accordance with and in compliance with all governmental laws, ordinances, rules and regulations; (iv) made or performed only by Landlord or by contractors and subcontractors approved in writing by Landlord (which approval shall not be unreasonably withheld); and (v) performed in a good workmanlike manner and diligently prosecuted and so as not to damage the foregoing, all Alterations shall also be subject to structure or structural qualities of the provisions of Section 11.2 belowBuilding. Notwithstanding the foregoing, Tenant shall be permitted have the right, upon prior written notice to Landlord but without Landlord’s consent, to make Alterations that any Tenant’s Improvements to the Leased Premises which do not affect the structure and the mechanical, electrical, plumbing and life safety systems of the Building or the Building Systems that in the aggregate and do not exceed Two Hundred Fifty Twenty-Five Thousand and 00/100 Dollars ($250,000.0025,000.00) without in aggregate in any consecutive twelve (12) month period. All Tenant’s Improvements shall be and remain the prior written consent property of Landlord; Tenant during the Term of this Lease, provided, however, that that, unless Landlord otherwise elects as hereinafter provided, all said Tenant’s Improvements shall, upon the expiration or termination of this Lease, or the earlier vacation of the Leased Premises, become and be deemed to be the property of Landlord and title thereto shall pass to Landlord under this Lease as by a ▇▇▇▇ of sale without further act or deed on the part of Tenant and Tenant shall, at Landlord’s request, promptly execute and deliver such bills of sale or other documents or instruments as Landlord may deem necessary or desirable to evidence the foregoing. Notwithstanding anything to the contrary contained in the foregoing, Tenant shall provide Landlord copies remove all Tenant’s Improvements (and any wiring and cabling or similar improvements installed by Tenant as part of all permits, plans the initial Improvements or as part of the initial Tenant’s Improvements) and other related documents in connection with such Alterations. (b) Any Alteration restore the Leased Premises to its condition prior to the Premises shall be at Tenant’s sole cost and expense, installation or construction thereof by the date of expiration of this Lease or in compliance with all applicable Laws and all requirements requested by Landlord, including, without limitation, the requirements event of any insurer providing coverage for the earlier vacation of the Leased Premises or termination of this Lease, unless, at the Building time of Landlord’s approval, or any part thereofif Landlord’s approval is not required, and in accordance with plans and specifications approved at the time of original installation, Landlord agreed in writing by Landlordthat such removal was not required. Tenant shall, and shall be constructed and installed by a contractor reasonably approved in writing by Landlord. As a further condition prior to giving consentany such construction or work, with respect to Alterations that could affect the structural components of 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 such assurances to Landlord, in a principal amount including but not less than 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 estimated costs of such Alterations, thereof and to ensure protect Landlord against any liability for loss from any mechanics’ and ’, laborers’, materialmen’s liens and to ensure completion of work. Before Alterations may begin, valid building permits or other permits liens. Tenant hereby indemnifies and saves Landlord harmless from and against any and all loss, liability, damage, penalty, cost, expense 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 fee (including, without limitation, court costs and reasonable attorneys’ fees) incurred by or asserted against Landlord as a result of the costs existence or threat of any construction manager retained by lien against the Building, Leased Premises or Property. At Landlord) in reviewing plans ’s request, Tenant will notify any contractors, subcontractors and documents and in monitoring construction. materialmen performing work on, or supplying materials for, the Leased Premises that Tenant shall maintain during is not acting as the course agent of construction, at its sole cost and expense, builders’ risk insurance for the amount of the completed value of the Alterations on an all-risk non-reporting form covering all improvements under construction, including building materials, and other insurance in amounts and against such risks as Landlord shall reasonably require in connection with the Alterations. In addition to and without limitation any such work and/or shall post signs on the generality Leased Premises to that effect. All risk of loss with respect to the foregoing, Tenant shall ensure that its contractor(s) procure and maintain in full force and effect Tenant’s Improvements 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 Term hereof shall be in the amount sole responsibility of not less than Three Million Dollars ($3,000,000.00) 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)Tenant. (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 Alterations and Landlord has approved such date in writing, 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 notices to be posted and to remain posted until the completion of work.

Alterations. (a) Tenant shall not before or during the Term make or suffer to be made any no alterations, installations, changes or additions or improvements in or to the Premises or the Project (herein collectively called collectively, “Alterations”) without first obtaining Landlord’s prior written consent. Without limitation as to other grounds for Landlord withholding its consent to any proposed Alteration, Landlord may withhold its consent to a proposed Alteration if Landlord determines that such Alteration is not compatible with any existing or planned future certification of the Project under the LEED rating system (or other applicable certification standard). Any Alterations approved by Landlord must be performed in accordance with the terms hereof, using only contractors or mechanics approved by Landlord in writing and upon the approval thereof based on by Landlord in writing of fully detailed and dimensioned plans and specifications pertaining to the Alterations in question, to be prepared and submitted by TenantTenant at its sole cost and expense. Tenant shall at its sole cost and expense obtain all necessary approvals and permits pertaining to any Alterations approved by Landlord. Tenant shall cause all Alterations to be performed in a good and workmanlike manner, in conformance with all applicable federal, state, county and municipal laws, rules and regulations, pursuant to a valid building permit, and in conformance with Landlord’s approval may construction rules and regulations. If Landlord, in approving any Alterations, specifies a commencement date therefor, Tenant shall not commence any work with respect to such Alterations prior to such date. Tenant hereby agrees to indemnify, defend, and 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. Tenant shall be withheld in Landlord’s sole and absolute discretion if any Alterations could in Landlord’s judgment affect the structure of the Building entitled to install, as an initial Tenant Improvement or the electricalas an Alteration, mechanical, dedicated heating, ventilation or and air conditioning, life safety or plumbing systems of the Building conditioning units (collectively the “Building SystemsSupplemental Units”), 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 copies of all permits, plans and other related documents in connection with such Alterations. (b) Any Alteration to within 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 insurer providing coverage for the Premises or the Building or any part thereof, and in accordance with . The plans and specifications approved for any Supplemental Units shall, as indicated in writing by this Article 9 above and the Tenant Work Letter (as applicable), be subject to Landlord’s reasonable approval. If Tenant elects to install Supplemental Units within the Premises, and Tenant shall be constructed and installed by a contractor reasonably approved responsible for the cost of electricity supplied to such units pursuant to the procedure described in writing by Landlord. As a further condition to giving consent, with respect to Alterations that could affect the structural components of the Building Systems or which in the aggregate exceed One Million Dollars ($1,000,000.00Section 11(a) 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 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 constructionbelow. Tenant shall maintain during the course of construction, at its sole cost be solely responsible for maintenance and expense, builders’ risk insurance for the amount repair of the completed value Supplemental Units and such units shall be considered to be a fixture within the Premises and shall remain upon the Premises upon the expiration or earlier termination of the Alterations on an all-risk non-reporting form covering all improvements under construction, including building materials, and other insurance in amounts and against such risks as Landlord shall reasonably require in connection with the 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 ($3,000,000.00) 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)Lease Term. (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 Alterations and Landlord has approved such date in writing, 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 notices to be posted and to remain posted until the completion of work.

Alterations. (a) Landlord’s Consent. Tenant shall not before or during the Term make or suffer to be made any alterations, additions additions, installations, substitutes or improvements in or to the Premises (herein collectively called “Alterations”) in and to the Property, Building, Premises and/or the Additional Property for Parking 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 Building or the electricalconsent, mechanical, heating, ventilation or air conditioning, life safety or plumbing systems of the 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 to be unreasonably withheld. Without limiting the foregoing, all Alterations shall also be subject to the provisions of Section 11.2 belowinclude wiring, cabling and related installations for telephone, computer, voice data and other office systems. Notwithstanding the foregoingLandlord shall not unreasonably withhold, Tenant shall be permitted to make Alterations that do not affect the structure of the Building condition 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 Landlorddelay its consent; provided, however, that Tenant Landlord shall provide Landlord copies of all permits, plans and other related documents in connection with such Alterations. (b) Any Alteration have no obligation 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 insurer providing coverage for the Premises or the Building or any part thereof, and in 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 consent to Alterations that could affect any structure on the structural components Property, Building, Premises and/or Additional Property for Parking Building or that would violate the certificate of occupancy for the Property, Building, Premises and Additional Property for Parking or any applicable law, code or ordinance or the terms of any superior lease or mortgage affecting the Property, Building, Premises and Additional Property for Parking or that would increase the rate of insurance for the Property, Building, Premises and Additional Property for Parking or would adversely affect any Building system, including, but not limited to, any mechanical, electrical, heating, ventilation or air conditioning system, fire protection system, or other system serving the Building Systems (collectively, “Building Systems”). No consent given by Landlord shall be deemed as a representation or which in warranty that such Alterations comply with laws, regulations and rules applicable to the aggregate exceed One Million Dollars Property, Building, Premises and Additional Property for Parking ($1,000,000.00) in cost“Laws”), and Tenant shall be solely responsible for compliance therewith. Tenant shall pay Landlord’s reasonable costs of reviewing or inspecting any proposed Alterations and any other costs that may be incurred by Landlord may require Tenant to provide Landlord, at Tenant’s sole cost and expense, as a payment and performance bond in form reasonably acceptable to Landlord, in a principal amount not less than the estimated costs result 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 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 Alterations on an all-risk non-reporting form covering all improvements under construction, including building materials, and other insurance in amounts and against such risks as Landlord shall reasonably require in connection with the 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 ($3,000,000.00) 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 Alterations and Landlord has approved such date in writing, 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 notices to be posted and to remain posted until the completion of work.

Alterations. (a) Tenant will not paint, decorate or change the architectural treatment of any part of the exterior of the Premises or construct any changes to the interior of the Premises, without Landlord’s prior written 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 directs. Tenant shall not before or during the Term make or suffer to be made any structural alterations, additions or improvements 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 or the ordinary course of its business provided such items do not alter the basic character of the Premises, do not damage the Premises, may be removed without injury to the Premises (herein collectively called “Alterations”) without first obtaining Landlord’s written approval and the construction, erection and installation thereof based on detailed plans complies with all legal requirements 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 Building or the electrical, mechanical, heating, ventilation or air conditioning, life safety or plumbing systems of the 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 other provisions of Section 11.2 belowthis Lease. Notwithstanding If Landlord grants consent to any requested alterations, the foregoing, Tenant alterations shall be permitted to make Alterations that do not affect the structure of the Building or the Building Systems that performed in the aggregate do not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) without the prior written consent of Landlord; provideda good, however, that Tenant shall provide Landlord copies of all permits, plans workmanlike and other related documents lien free manner in connection with such Alterations. (b) Any Alteration to the Premises shall be at Tenant’s sole cost and expense, in compliance accordance with all applicable Laws legal requirements and any restrictions which may be imposed by Landlord as a condition to its consent. All alterations, changes, additions and all requirements requested leasehold improvements made by Landlord, including, without limitation, the requirements of any insurer providing coverage for the Premises Tenant or the Building or any part thereof, made by Landlord on Tenant’s behalf and in accordance with plans and specifications approved in writing all fixtures installed by LandlordTenant which are not Trade Fixtures are herein collectively referred to as “Tenant Additions”, and shall be constructed and installed by a contractor reasonably approved in writing by the property of Landlord. As a further condition to giving consentSuch Tenant Additions shall not be removed by Tenant on, with respect to Alterations that could affect the structural components before or following expiration or termination of 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 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, Lease 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 Alterations on an all-risk non-reporting form covering all improvements under construction, including building materials, and other insurance in amounts and against such risks as Landlord shall reasonably require in connection with the 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, consent except as additional insureds. The minimum limit of coverage of the aforesaid policy shall may be in the amount of not less than Three Million Dollars ($3,000,000.00) 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)required pursuant to Section 27.1. (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 Alterations and Landlord has approved such date in writing, 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 notices to be posted and to remain posted until the completion of work.

Alterations. (a) 17.1 Tenant shall not before or during the Term may make or suffer to be made any non-structural, interior and/or exterior alterations, additions changes, additions, improvements, reconstructions or improvements in or to replacements of any of 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 Building or the electrical, mechanical, heating, ventilation or air conditioning, life safety or plumbing systems of the Building (collectively the “Building Systemsalterations”), be visible from outside other than those which would result in a diminution in the value of the Premises that do not exceed the Threshold Repair Amount in the aggregate. Unless required by applicable federal, state or local law or regulation, Tenant shall obtain the prior written consent of Landlord and Lender to any alteration (i) which would result in a diminution in the value of the Premises, or require additional code compliance or similar work not included (ii) the cost of which in the Alterations; otherwiseaggregate exceeds the Threshold Repair Amount or (iii) which is structural in nature, Landlord’s which consent to a structural alteration shall not be unreasonably withheld. Without limiting limitation, in determining whether a structural alteration is “reasonable” for purposes of subsection (iii) of the foregoingpreceding sentence, all Alterations Landlord shall also be subject have the right to consider whether such alteration would impair the provisions structural integrity of Section 11.2 below. Notwithstanding the foregoingPremises, would impair the fair market value of the Premises, or would otherwise adversely affect the overall marketability of the Premises, as determined in Landlord’s reasonable discretion. 17.2 Tenant shall be permitted to make Alterations that do not affect the structure all such work in a good and workmanlike manner, at its own cost, and in accordance with Laws and Legal Requirements. Tenant shall discharge, within sixty (60) days after notice of the Building filing of the same (by payment or by filing the Building Systems that in necessary bond, or otherwise), any mechanics’, materialmen’s or other lien against the aggregate do not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) without Premises and/or Landlord’s interest therein, which lien may arise out of any payment due for any labor, services, materials, supplies, or equipment furnished to or for Tenant in, upon, or about the prior written consent of Landlord; provided, however, that Tenant shall provide Landlord copies of all permits, plans and other related documents in connection with such AlterationsPremises. (b) Any Alteration to the Premises shall be at 17.3 At Tenant’s sole cost and expensewithout liability to Landlord, Landlord agrees to reasonably cooperate with Tenant (including signing applications upon Tenant’s written request) in obtaining any necessary permits, variances and consents for any alterations which Tenant is permitted or required to make hereunder; provided none of the foregoing shall, in any manner, result in a material reduction of access to or ingress to or egress from the Premises, a diminution in the value of the Premises, a change in zoning having a material adverse effect on the ability to use the Premises for the Healthcare Business by Tenant or otherwise have a material adverse effect on the ability to use the Premises for the Healthcare Business by Tenant. 17.4 Tenant agrees that in connection with any alteration: (i) the fair market value of the Premises shall not be lessened by more than a de minimus extent after the completion of any such alteration, or its structural integrity impaired; (ii) all such alterations shall be performed in a good and workmanlike manner, and shall be expeditiously completed in compliance with all applicable Laws Legal Requirements; (iii) Tenant shall promptly pay all costs and all requirements requested by Landlord, including, without limitation, the requirements expenses of any insurer providing coverage such alteration; (iv) Tenant shall procure and pay for all permits and licenses required in connection with any such alteration; and (v) all alterations shall be made (in the Premises case of any alteration the estimated cost of which in any one instance exceeds the Threshold Repair Amount) under the supervision of an architect or the Building or any part thereof, engineer and in accordance with plans and specifications approved in writing by Landlord, and which shall be constructed submitted to Landlord and installed by a contractor reasonably approved in writing by Landlord. As a further condition Lender (for information purposes only) prior to giving consent, with respect to Alterations that could affect the structural components commencement of the Building Systems or which in the aggregate exceed One Million Dollars ($1,000,000.00) in costalterations. 17.5 All contracts and payments to contractors, Landlord may require Tenant to provide Landlordsubcontractors, 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 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 Alterations on an all-risk non-reporting form covering all improvements under construction, including building materials, suppliers and other insurance in amounts and against such risks as Landlord shall reasonably require persons in connection with any alteration, Restoration, repair or other work performed at the 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 Premises shall be entered into, made and performed in the amount of not less than Three Million Dollars ($3,000,000.00) for injury or death of one person in any one accident or occurrence compliance with all Laws 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)Legal Requirements. (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 Alterations and Landlord has approved such date in writing, 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 notices to be posted and to remain posted until the completion of work.

Alterations. (a) Tenant shall not, without Landlord's prior written consent, which shall not before or during the Term be unreasonably withheld, make or suffer to be made any alterations, improvements or additions (hereinafter collectively referred to as "ALTERATIONS") in, on or improvements about the Premises. Alterations shall include, but shall not be limited to, the installation or alteration of security or fire protection systems, communication systems, millwork, shelving, retrieval or storage systems, electrical distribution systems, lighting fixtures, telephone or computer system wiring, HVAC and plumbing. At the expiration of the Term, (a) if Landlord, at the time of giving its consent to an Alteration, specified in writing to Tenant that such Alteration is to be removed at the expiration of the Term or (b) if Tenant failed to obtain Landlord's consent to any Alteration for which Landlord's consent is required, then in either case Tenant shall remove such Alterations and restore the Premises to its prior condition, at Tenant's expense. Other than Alterations described in items (i) and (ii) below, Tenant shall make its request to Landlord for proposed Alterations in writing, and shall include the plans and specifications prepared by a licensed architect or engineer. Should Tenant make any Alterations without the prior approval of Landlord, or use a contractor not expressly approved by Landlord, Landlord may, at any time during the Term, require that Tenant remove all or part of the Alterations and return the Premises to the condition it was in prior to the making of the Alterations. In the event Tenant makes any Alterations, Tenant agrees to obtain or cause its contractor to obtain, prior to the commencement of any work, the insurance coverages required by Section 13 below and to provide to Landlord, prior to the commencement of any work, certificates evidencing such insurance, which certificates shall list Landlord as an additional insured. Notwithstanding the foregoing, Landlord's consent shall not be required for (i) any Alteration that is of a cosmetic nature such as painting, wallpapering, hanging pictures and installing carpeting or (ii) any single Alteration the cost of which (labor and materials) is less than $20,000.00 and such Alteration will not affect or involve a Building system, mechanical system, or a structural portion of the Building. (b) Tenant agrees to pay promptly for any work done by Tenant or material furnished in or about the Premises, and Tenant shall not permit or suffer any lien to attach to the Premises and shall cause any such lien or any claim therefor, to be released within 30 days after notice thereof. All work done by Tenant in or about the Premises shall comply with all Laws. (herein collectively called “Alterations”c) Tenant shall not erect or install signage at the Premises without first obtaining Landlord’s 's prior written approval thereof based on detailed plans as to size, design, and specifications submitted by Tenant. Landlord’s location, which approval may be withheld in Landlord’s sole and absolute discretion if any Alterations could in Landlord’s judgment affect the structure of the Building or the electrical, mechanical, heating, ventilation or air conditioning, life safety or plumbing systems of the 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, Tenant shall be solely responsible to obtain all Alterations shall also be subject to the provisions of Section 11.2 belowzoning approvals and permits associated with Tenant's signage. Notwithstanding the foregoing, Tenant shall be permitted is authorized to make Alterations that do not affect modify and/or replace the structure signage existing at the Premises on the Commencement Date without Landlord's prior written approval so long as the size of the Building modified or replacement signage is not larger than the Building Systems that existing signage and is in the aggregate do not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) without same location as the prior written consent of Landlord; providedexisting signage, however, that Tenant shall provide Landlord copies of subject in all permits, plans and other related documents in connection with such Alterations. (b) Any Alteration respects 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 insurer providing coverage for the Premises or the Building or any part thereof, and in 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 components of 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 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 Alterations on an all-risk non-reporting form covering all improvements under constructionLaws, including building materialszoning ordinances, and other insurance in amounts and against such risks as Landlord shall reasonably require in connection with the Alterations. In addition to and without limitation on the generality local laws, compliance 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 which shall be in the amount of not less than Three Million Dollars ($3,000,000.00) 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)Tenant's responsibility. (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 Alterations and Landlord has approved such date in writing, 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 notices to be posted and to remain posted until the completion of work.

Alterations. (a) Tenant shall not before or during the Term make or suffer to be made any alterations, additions or improvements no changes in or to the Premises (herein collectively called “Alterations”) demised premises of any nature without first obtaining Landlord’s Owner's prior written approval thereof based on detailed plans and specifications submitted by Tenantconsent. 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 Building or the electrical, mechanical, heating, ventilation or air conditioning, life safety or plumbing systems of the 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 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; providedOwner, howeverand to the provisions of this article, that Tenant shall provide Landlord copies at Tenant's expense, may make alterations, installations, additions or improvements which are non-structural and which do not affect utility services or plumbing and electrical lines, in or to the interior of the demised premises by using contractors or mechanics first approved by Owner. Tenant shall, before making any alterations, additions, installations or improvements, at its expense, obtain all permits, plans approvals and other related documents in connection with 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 Alterations. (b) Any Alteration 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 Premises demised premises, or the building of which the same forms a part, for work claimed to have been done for, or materials furnished to, Tenant, whether or not done pursuant to this article, the same shall be at Tenant’s sole cost and expense, in compliance with all applicable Laws and all requirements requested discharged by Landlord, including, without limitation, the requirements of any insurer providing coverage for the Premises or the Building or any part thereof, and in 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 components of the Building Systems or which in the aggregate exceed One Million Dollars ($1,000,000.00) in cost, Landlord may require Tenant to provide Landlordwithin thirty days thereafter, at Tenant’s sole cost and 's expense, a payment by filing the bond required by law. All fixtures and performance bond all paneling, partitions, railings and like installations, installed in form reasonably acceptable the premises at any time, either by Tenant or by Owner in Tenant's behalf, shall, upon installation, become the property of Owner and shall remain upon and be surrendered with the demised premises unless Owner, by notice to LandlordTenant no later than twenty days prior to the date fixed as the termination of this lease, elects to relinquish Owner's right thereto and to have them removed by Tenant, in a principal amount not less than which event the estimated costs of such Alterations, same shall be removed from the premises by Tenant prior 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 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 expiration of the Alterations 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 Tenant shall reimburse Landlord for its reasonable costs (includingequipment, without limitation, the costs but upon removal of any construction manager retained such from the premises or upon removal of other installations as may be required 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 Alterations on an all-risk non-reporting form covering all improvements under construction, including building materials, and other insurance in amounts and against such risks as Landlord shall reasonably require in connection with the Alterations. In addition to and without limitation on the generality of the foregoingOwner, Tenant shall ensure that immediately and at its contractor(s) procure expense, repair and maintain in full force restore the premises to the condition existing prior to installation and effect during repair any damage to the course of construction a “broad form” commercial general liability and demised premises or the building due to such removal. All property damage policy of insurance naming Landlordpermitted or required to be removed, by Tenant and Landlord’s lenders, if any, as additional insureds. The minimum limit of coverage at the end of the aforesaid policy term remaining in the premises after Tenant's removal shall be in deemed abandoned and may, at the amount election of not less than Three Million Dollars ($3,000,000.00) for injury Owner, either be retained as Owner's property or death of one person in any one accident or occurrence and in may be removed from 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 occurrencepremises by Owner, 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)Tenant's expense. (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 Alterations and Landlord has approved such date in writing, 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 notices to be posted and to remain posted until the completion of work.

Alterations. (a) Tenant shall not before or during the Term may, from time to time, at its expense, make or suffer to be made any alterations, additions alterations or improvements in or and to the Premises (herein hereinafter collectively called referred to as “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 Building or the electrical, mechanical, heating, ventilation or air conditioning, life safety or plumbing systems of the Building (collectively the “Building Systems”), be visible from outside provided that Tenant first obtains the Premiseswritten consent of Landlord, or require additional code compliance or similar work not included in the Alterations; otherwise, Landlord’s which consent shall not be unreasonably withheldwithheld or delayed. Without limiting All of the foregoing, following shall apply with respect to all Alterations: (a) the Alterations are non-structural and the structural integrity of the Property shall also not be affected; (b) the Alterations are to the interior of the Premises; (c) subject to the provisions modifications approved by Landlord in writing to the mechanical, electrical, heating, ventilating, air-conditioning (“HVAC”) which are part of Section 11.2 belowthe Tenant Improvements, the proper functioning of the HVAC, sanitary and other service systems of the Property shall not be affected and the usage of such systems by Tenant shall not be increased; (d) Tenant shall have appropriate insurance coverage, reasonably satisfactory to Landlord, regarding the performance and installation of the Alterations; and (e) Tenant shall have provided Landlord with reasonably detailed plans for such Alterations in advance of requesting Landlord’s consent. Notwithstanding the foregoingAdditionally, before proceeding with any Alterations, Tenant shall be permitted (i) at Tenant’s reasonable expense, obtain all necessary governmental permits and certificates for the commencement and prosecution of Alterations; (ii) if Landlord’s consent is required for the planned Alteration, submit 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 Landlord, for its written consent of Landlord; providedapproval, however, that Tenant shall provide Landlord copies of all permitsworking drawings, plans and other related documents in connection specifications and all permits for the work to be done and Tenant shall not proceed with such Alterations. Alterations until it has received Landlord’s approval (bif required), which approval shall not be unreasonably withheld or delayed; and (iii) Any Alteration cause those contractors, materialmen and suppliers engaged to perform the Premises Alterations to deliver to Landlord certificates of insurance (in a form reasonably acceptable to Landlord) evidencing policies of commercial general liability insurance (providing the same coverages as required in Section 10.2 above) and workers’ compensation insurance. Such insurance policies shall satisfy the obligations imposed under Section 10.2. Tenant shall cause the Alterations to be at Tenant’s sole cost and expense, performed in compliance with all applicable permits, Laws and all requirements requested of public authorities, and with Landlord’s reasonable, non-discriminatory rules and regulations or any other reasonable restrictions that Landlord may impose on the Alterations. Tenant shall cause the Alterations to he diligently performed in a good and workmanlike manner, using new materials and equipment at least equal in quality and class to the standards for the Property reasonably established by Landlord. Tenant shall provide Landlord with “as built” plans, copies of all construction contracts, governmental permits and certificates and proof of payment for all labor and materials, including, without limitation, the requirements copies of paid invoices and final lien waivers. If Landlord’s consent to any insurer providing coverage for the Premises or the Building or any part thereofAlterations is required, and in 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 Landlord provides that consent, with respect 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 Alterations that could affect remove the structural components Alterations, then, during the remainder of 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 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 Alterations on an all-risk non-reporting form covering all improvements under construction, including building materials, and other insurance in amounts and against such risks as Landlord shall reasonably require in connection with the Alterations. In addition to and without limitation on the generality of the foregoingTerm, Tenant shall ensure be responsible for the maintenance of appropriate commercial property insurance (pursuant to Section 10.2) therefor; however, if Landlord shall not require that its contractor(s) procure and maintain in full force and effect during Tenant remove the course of construction a “broad form” commercial general liability and property damage policy of insurance naming LandlordAlterations, Tenant and such Alterations shall constitute Landlord’s lenders, if any, as additional insureds. The minimum limit of coverage of the aforesaid policy Property and Landlord shall be in responsible for the amount of not less than Three Million Dollars ($3,000,000.00) 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 occurrenceinsurance thereof, 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)pursuant to Section 10.1. (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 Alterations and Landlord has approved such date in writing, 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 notices to be posted and to remain posted until the completion of work.

Alterations. (a) Tenant shall not before or during the Term make or suffer to be made any no alterations, installations, changes or additions or improvements in or to the Premises or the Project (herein collectively called “Alterations”collectively, "ALTERATIONS") without first obtaining Landlord’s 's prior written consent. Any Alterations approved by Landlord must be performed in accordance with the terms hereof, using only contractors or mechanics approved by Landlord in writing and upon the approval thereof based on 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. 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 Building or the electrical, mechanical, heating, ventilation or air conditioning, life safety or plumbing systems of the 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 copies of all permits, plans and other related documents in connection with such Alterations. (b) 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 insurer providing coverage for the Premises or the Building or any part thereof, and in 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 components of 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 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. Tenant shall at its sole cost and expense obtain all necessary approvals and permits pertaining to any Alterations. Tenant shall cause all Alterations to be performed in a good and workmanlike manner, builders’ risk insurance for in conformance with all applicable federal, state, county and municipal laws, rules and regulations, pursuant to a valid building permit, and in conformance with Landlord's construction rules and regulations. If Landlord, in approving any Alterations, specifies a commencement date therefor, Tenant shall not commence any work with respect to such Alterations prior to such date. Notwithstanding anything to the amount contrary contained herein, Tenant may make strictly cosmetic changes to the finish work in the Premises (the "COSMETIC ALTERATIONS") without Landlord's consent, provided that the aggregate cost of any such alterations does not exceed [***], and further provided that such alterations do not (i) require any structural or other substantial modifications to the Premises, (ii) require any changes to, nor adversely affect, the systems and equipment of the completed value Project, and (iii) affect the exterior appearance of the Alterations on an all-risk non-reporting form covering all improvements under constructionProject. Tenant shall give Landlord at least fifteen (15) days prior notice of such Cosmetic Alterations, including building materialswhich notice shall be accompanied by reasonably adequate evidence that such changes meet the criteria contained in this Article 9. Tenant hereby agrees to indemnify, defend, and hold Landlord free and harmless from all liens and claims of lien, and all other insurance in amounts liability, claims and against such risks as Landlord shall reasonably require demands arising out of any work done or material supplied to the Premises by or at the request of Tenant in connection with the 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 ($3,000,000.00) 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 Alterations and Landlord has approved such date in writing, 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 notices to be posted and to remain posted until the completion of work.

Alterations. (a) After initial completion of any work to be done by T▇▇▇▇▇ as provided in Article VI, Tenant shall not before alter or add to the Premises, except in accordance with written consent from Landlord, which Landlord agrees not unreasonably to withhold as to alterations or additions which (i) are not visible from the exterior of the Premises and (ii) do not affect the structure or any mechanical, electrical or plumbing system of the Building. T▇▇▇▇▇'s work as described in Article VI and all other alterations made by Tenant shall be made in accordance with all applicable laws, in a good and first-class workmanlike manner and in accordance with the requirements of Landlord's insurers and T▇▇▇▇▇'s insurers. Without limitation, said T▇▇▇▇▇'s work as described in Article VI and all other alterations made by Tenant shall be performed in accordance with the provisions of this Article IV and of Article VI. Any contractor or other person undertaking any alterations of the Premises on behalf of Tenant shall be covered by Commercial General Liability and Workmen's Compensation insurance with coverage limits acceptable to Landlord and evidence thereof shall be furnished to Landlord prior to the performance by such contractor or person of any work in respect of the Premises. All work performed by T▇▇▇▇▇ in the Premises shall remain therein (unless Landlord directs Tenant to remove the same on termination) and, at termination, shall be surrendered as a part thereof, except for Tenant's usual trade furniture and equipment, if movable, installed prior to or during the Lease Term make or suffer at Tenant's cost, which trade furniture and equipment Tenant may remove upon the termination of this Lease provided that Tenant is not then in default hereunder. Until such time as any such default is cured, Landlord shall have a security interest in such trade furniture and equipment. Tenant agrees to be made repair any alterations, additions or improvements in or and all damage to the Premises resulting from such removal (herein collectively called “Alterations”including removal of T▇▇▇▇▇'s improvements directed by L▇▇▇▇▇▇▇) 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 or, if Landlord so elects, to pay Landlord for the cost of any Alterations could in Landlord’s judgment affect the structure of the Building or the electrical, mechanical, heating, ventilation or air conditioning, life safety or plumbing systems of the 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 belowsuch repairs forthwith after billing therefor. Notwithstanding the foregoing, Tenant shall be permitted to may, without Landlord’s prior consent or approval, make Alterations cosmetic alterations (i.e., any interior alterations that are non-structural and do not affect the structure of the Building or the Building Systems 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 copies of all permits, plans and other related documents in connection with such Alterations10,000 per project. (b) 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 insurer providing coverage for the Premises or the Building or any part thereof, and in 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 components of 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 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 Alterations on an all-risk non-reporting form covering all improvements under construction, including building materials, and other insurance in amounts and against such risks as Landlord shall reasonably require in connection with the 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 ($3,000,000.00) 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 Alterations and Landlord has approved such date in writing, 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 notices to be posted and to remain posted until the completion of work.

Alterations. (a) Tenant shall not before or during the Term make or suffer to be made any alterations, additions or improvements permit material alterations in or to the Leased Premises (herein collectively called “Alterations”) without first obtaining Landlord’s written approval thereof based on detailed unless and until Landlord has approved the plans and specifications submitted by Tenant. Landlord’s approval may be withheld therefor in Landlord’s sole and absolute discretion if any Alterations could in Landlord’s judgment affect the structure of the Building or the electrical, mechanical, heating, ventilation or air conditioning, life safety or plumbing systems of the 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 copies of all permits, plans and other related documents in connection with such Alterations. (b) 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 insurer providing coverage for the Premises or the Building or any part thereof, and in accordance with plans and specifications approved in writing by Landlord, and shall be constructed and installed by a contractor reasonably approved in writing by Landlordwriting. As a further condition to giving consentof such approval, with respect to Alterations that could affect the structural components of the Building Systems or which any specialty alterations (such as private bathrooms, raised computer floors, mezzanines, built-in the aggregate exceed One Million Dollars ($1,000,000.00filing systems and other non-standard office installations) in cost, Landlord may require Tenant to provide 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, at and shall not be removed by 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 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 Alterations on an all-risk non-reporting form covering all improvements under construction, including building materials, and other insurance in amounts and against such risks as Landlord shall reasonably require in connection with the Alterations. In addition to and without limitation on the generality of the foregoing, Tenant shall ensure that its contractor(sall alterations shall be made in accordance with all applicable 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 Landlord’s consent 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) procure days after filing. Tenant shall indemnify Landlord from all costs, losses, expenses and maintain attorneys’ fees in full force connection with any construction or alteration and effect during the course any related lien. Tenant agrees that at Landlord’s option, Landlord or a subsidiary or affiliate of construction a “broad form” commercial general liability and property damage policy of insurance naming Landlord, Tenant and who shall receive a fee as Landlord’s lendersconstruction manager or general contractor, 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 ($3,000,000.00) for injury perform 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 Alterations and Landlord has approved such date in writing, 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 notices cause to be posted and performed all work on any structural or building-system alterations to remain posted until the completion of workLeased Premises.

Alterations. (a) Tenant shall not before or during Supplementing the Term make or suffer to be made any alterationsterms and conditions of Article 3 and the Rules and Regulations, additions or improvements in or to as 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 same may be withheld in Landlord’s sole and absolute discretion if any Alterations could in Landlord’s judgment affect the structure of the Building or the electrical, mechanical, heating, ventilation or air conditioning, life safety or plumbing systems of the 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 copies of all permits, plans and other related documents in connection with such Alterations.amended: (bA) 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 insurer providing coverage for the Premises or the Building or any part thereof, and in 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 components of 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 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 constructionTENANT, at its sole cost and expense, builders’ risk shall obtain all necessary governmental permits and certificates for the commencement and prosecution of any alterations, improvements or other work (including demolition) undertaken by TENANT in and to the demised premises (“TENANT Changes”) and for final approval thereof upon completion (including all necessary sign-offs), and shall cause TENANT Changes to be performed in compliance therewith and with all applicable laws and requirements of insurance bodies, and in good and workmanlike manner, using new materials and equipment at least equal in quality and class to the original installations in the building. All contractors, subcontractors and others engaged in TENANT Changes (including, but not limited to, those performing electrical and plumbing work) shall be subject to the approval of OWNER, which approval shall not be unreasonably withheld, provided that the same are not likely to cause any labor disharmony. Notwithstanding the foregoing, TENANT shall be obligated, at its cost and expense, to employ OWNER’s supervising engineer and designated contractors for any alterations and improvements or other work which involves or relates to the building’s electrical system and/or fixtures, or the ▇▇▇ ▇▇▇▇ ▇▇▇▇ ▇▇▇ ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ Life and Safety Code, including, but not limited to, the building’s Class E system and sprinkler system; without limiting the foregoing, in the event that TENANT performs any future alterations, TENANT, at its cost and expense, agrees to install all necessary exit lighting, strobe lights and smoke detector equipment as required in connection with such future alterations under the above stated code(s) and other applicable laws and regulations. Prior to commencing any TENANT Changes, TENANT shall first give to OWNER written notice thereof which shall include four (4) copies of the plans and specifications for the proposed TENANT Changes prepared by TENANT’s architect and/or engineer, as the case may be (including, without limitation, layout, architectural, mechanical and structural drawings, to the extent applicable) in CADD format that contain sufficient detail for OWNER and OWNER’s consultants to reasonably assess the proposed TENANT Changes, and, upon completion of TENANT Changes, shall furnish OWNER with “as-built” plans prepared by TENANT’s architect showing the entire demised premises and any permitted TENANT Changes outside thereof. OWNER agrees not to unreasonably withhold its consent to any TENANT Changes which are interior and non-structural, and do not affect any of the building’s systems or operations, or any of the windows, or areas visible from the public portions of the demised premises OWNER agrees that TENANT may perform painting of walls without OWNER’s consent, on at least seven (7) days prior notice to Owner, but TENANT acknowledges that any floor treatment or covering (including, but not limited to, staining, tiling and/or carpeting (but not area rugs)) shall require OWNER’s prior written consent. (B) In no event shall TENANT commence any TENANT changes before OWNER has approved the same, OWNER has received true copies of the applicable governmental permits and approvals issued in connection therewith, as well as the insurance in form and content as required by this Lease, and TENANT has paid any out-of-pocket fees, costs and expenses incurred by OWNER to date in connection with said TENANT Changes. All TENANT Changes shall be performed in such manner as not to unreasonably interfere with and not to impose any direct or indirect additional expenses upon OWNER in the maintenance or operation of the building. Throughout the performance of TENANT Changes, TENANT, at its cost and expense, shall carry, or cause to be carried, workmen’s compensation insurance in statutory limits and general liability insurance for any occurrence in or about the building, in which OWNER and its agents (and any other parties required by OWNER) shall be named as parties insured, in such limits as OWNER may reasonably prescribe, with insurers reasonably satisfactory to OWNER. TENANT shall furnish OWNER, on request, with satisfactory evidence that such insurance is in effect at or before the commencement of TENANT Changes and, at reasonable intervals thereafter during the continuance of TENANT’S Changes. If any of TENANT Changes shall involve the removal of any fixtures, equipment or other property in the demised premises which are not TENANT’S moveable office furniture and trade fixtures, such fixtures, equipment or other property shall be promptly replaced, at TENANT’S cost and expense, with new fixtures, equipment or other property (as the case may be) of like utility and at least equal value unless OWNER shall otherwise expressly consent in writing and TENANT shall, upon OWNER’S request, deliver, at TENANT’S cost and expense, any such fixtures, equipment or property so removed to OWNER or to such locations in New York City as OWNER shall direct. Except as otherwise expressly provided herein, the provisions of Article 3 shall apply to any of TENANT Changes made hereunder. In the event of any such installations or alterations whether made pursuant to Article 3 or otherwise, TENANT acknowledges that OWNER does not consent and TENANT shall not allow the reservation of any title to or a security interest in such goods. (C) TENANT agrees that it shall not exercise any of its rights pursuant to the provisions of this Article in any manner which could result in or threaten any work stoppage, picketing, labor disruption or dispute or violate OWNER’S union contracts affecting the land and/or building, or lead to interference with the business of OWNER or any lessee or occupant of the building, and a violation hereof shall be deemed a material default under this Lease; provided that no default shall be deemed to exist if TENANT utilizes contractors selected by OWNER. In the event of the occurrence of any condition described above arising from the exercise by TENANT of its rights pursuant to the provisions of this Article, TENANT shall, immediately upon notice from OWNER, cease the manner of exercise of such rights giving rise to such conditions. In the event TENANT fails to cease such manner of exercise of its rights as aforesaid, OWNER, in addition to any rights available to it under this Lease and pursuant to law, shall have the right to injunction upon notice to the office of TENANT’S attorney, which notice, notwithstanding anything to the contrary contained elsewhere herein, shall be effective and deemed given when hand delivered, or delivered by facsimile or email transmission, to the offices of TENANT’S attorneys. (D) TENANT, at its cost and expense, and with due diligence and dispatch, shall, within fifteen (15) business days after issuance, procure the cancellation or discharge of record of each and all notices of violation arising from or otherwise connected with TENANT Changes or TENANT’S operations which shall be issued by the Department of Buildings or any other public or quasi-public authority having or asserting jurisdiction. TENANT shall defend, indemnify and save harmless OWNER and its agents from and against any and all mechanic’s and other liens filed in connection with TENANT Changes, including the liens of any security interest in, conditional sales of, or chattel mortgages upon, any materials, fixtures or articles so installed in and constituting part of the demised premises and against all costs, expenses and liabilities incurred in connection with any such lien, security deposit, conditional sale or chattel mortgage or any action or proceeding brought thereon. Notwithstanding anything to the contrary contained in Article 3, TENANT, at its cost and expense, shall likewise procure the satisfaction or discharge of record of all mechanic liens by bonding or otherwise within fifteen (15) business days after the filing of any such lien. Notice is hereby given that TENANT has no power, authority or right to do any act or make any contract which may create or be the foundation for any lien upon the fee or leasehold estate of the OWNER in the demised premises or upon the land or building of which they are a part or the improvements now or hereafter erected upon the demised premises or the land or the building of which they are a part. If TENANT shall fail to procure the satisfaction or discharge of all liens as hereinabove provided, OWNER may, without having to contest the validity or amount of any such lien, pay (and/or utilize the TENANT’s security deposit to pay) the amount of such lien or discharge the completed value same by deposit or by bond or in any manner according to law, and pay any judgment recovered in any action to establish or foreclose such lien or order, and any amount so paid, together with any fee, costs and expenses incurred by the OWNER, (including all reasonable attorney’s fees and disbursements incurred in and the defense of any such action, bonding or other proceeding) shall be payable by TENANT as additional rent hereunder. TENANT’S failure to repay OWNER within fifteen (15) days of written demand therefor shall constitute an Event of Default under this Lease. (E) All alterations, additions or improvements to the demised premises, including those installed by and at the cost and expense of TENANT, in accordance with the terms of Articles 3 and 48 hereof, shall become the property of the Alterations on an all-risk non-reporting form covering OWNER and remain upon the expiration or sooner termination of this Lease, except that all improvements under constructionfurnishings, business equipment (including building materials, but not limited to audio visual and information technology equipment) unattached trade fixtures and other insurance moveable personal property items shall belong to TENANT and may be removed by TENANT at the expiration or earlier termination of this Lease, provided that any damage to any area in amounts which any of the same were located, whether such damage was caused by attachment or any other method of installation, shall be repaired and against restored to match the surrounding areas. (F) Whenever TENANT requests OWNER’s consent or approval to TENANT CHANGES or to any other matter or thing requiring OWNER’s consent or approval, then OWNER, as a condition precedent to considering such risks as Landlord shall reasonably request, may require (in addition to any other requirements of OWNER in connection therewith) that TENANT pay the reasonable fee of OWNER’s attorneys, architect and/or engineer in connection with the Alterations. In addition consideration of such request, the preparation of any documents pertaining thereto, and/or the monitoring of said CHANGES. (G) Notwithstanding anything to and without limitation on the generality of the foregoingcontrary in Article 3, Tenant shall ensure that its contractor(s) procure and maintain in full force and effect during not be required to remove such alteration at or prior to the course expiration of construction a “broad form” commercial general liability and property damage policy the term of insurance naming Landlordthis Lease, Tenant and except, at Landlord’s lendersoption, if any“Specialty Alterations” (as hereinafter defined) which Landlord may require to be removed (and any damaged areas affected by such removal repaired) by Tenant at Tenant’s sole cost and expense at the expiration or sooner termination of this Lease. As used herein, as additional insureds. The minimum limit of coverage of the aforesaid policy “Specialty Alterations” shall be any alterations not customarily undertaken in the amount typical construction of office space and require incremental increases in demolition costs for the removal thereof, but shall specifically include but not less than Three Million Dollars be limited to the following: ($3,000,000.00a) for injury beam cuts, slab penetrations and floor openings, (b) raised, reinforced, 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 occurrencespecial flooring, 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) data centers, and vaults. Landlord shall advise Tenant agrees as to whether it will require removal of any Specialty Alteration prior to the installation thereof provided Tenant sends notice to Landlord of the intended Specialty Alteration and plans and specifications therefor, which notice includes the following specific language in bold capital letters on the face page of Tenant’s notice: “WE HEREBY REQUEST THAT YOU ADVISE US AT THIS TIME WHETHER YOU DEEM THE PROPOSED ALTERATION TO BE A “SPECIALTY ALTERATION,” AND, IF SO, WHETHER YOU REQUIRE THAT THE SAME BE REMOVED AND THE PREMISES RESTORED TO THE CONDITION EXISTING PRIOR TO SAID SPECIALTY ALTERATION AT THE EXPIRATION OR SOONER TERMINATION OF THE LEASE FAILURE TO NOTIFY TENANT WITHIN TEN (10) DAYS THAT REMOVAL AND RESTORATION IS REQUIRED WILL CONSTITUTE LANDLORD’S AGREEMENT THAT SUCH ALTERATION MAY REMAIN UPON EXPIRATION OF THE LEASE.” In the event Tenant strictly complies with the foregoing and Landlord does not state in its response to proceed Tenant’s request that Landlord deems the alteration to make any Alterationsbe a Specialty Alterations and requires its removal, notwithstanding consent from Tenant shall not be required to remove said alteration at the expiration of this Lease. Notwithstanding anything to the contrary contained elsewhere in this Lease, Specialty Alterations required by Landlord to do so, until Tenant notifies Landlord in writing be removed shall be removed within the last thirty (30) days of the date Tenant desires to commence construction or installation term. No portion of such Alterations and Landlord has approved such date in writing, 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 notices to OWNER’S Work shall be posted and to remain posted until the completion of workconsidered a specialty alteration.

Alterations. (a) Tenant shall not before or during the Term make or suffer to be made any alterations, additions or improvements in or to the Premises or other portions of the Property after the Commencement Date which are not part of the initial Tenant’s Work provided for herein (herein collectively called referred to as “Alterations”) without first obtaining Landlordthe written consent of Landlord in each instance, which consent shall not be unreasonably withheld or delayed. If Landlord does not respond to Tenant’s written approval thereof based on detailed plans and specifications submitted by Tenantrequest for consent within ten (10) business days, Landlord shall be deemed to have granted its consent. 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 Building or the electrical, mechanical, heating, ventilation or air conditioning, life safety or plumbing systems of the Building (collectively the “Building Systems”), be visible from outside the Premises, or require additional code compliance or similar work not included in the Alterations; otherwiseHowever, Landlord’s consent shall not be unreasonably withheldrequired for any Alteration that satisfies all of the 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 exterior of the Premises or Property; (3) will not affect the systems or structure of the Property; and (4) does not require work to be performed inside the walls or above the ceiling of the Premises (other than installation of telephone, computer, data transmission, internet and other telecommunications cables and wires). Without limiting However, even though consent is not required, the foregoing, all performance of Cosmetic Alterations shall also be subject to all the other provisions of this Section 11.2 below9.3. Notwithstanding the foregoingPrior to starting work, 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 furnish Landlord copies of all permits, plans and other related documents in connection with such Alterations. (b) 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 insurer providing coverage for the Premises or the Building or any part thereof, and in 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 components of 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: 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 its approval, which approval shall not be unreasonably withheld or delayed. Alterations shall be constructed in a principal amount not less than good and workmanlike manner using materials of a quality that is at least equal to the estimated costs of such Alterations, to ensure quality designated by Landlord against any liability as the minimum standard for mechanics’ and materialmen’s liens and to ensure completion of work. Before Alterations may begin, valid building permits or other permits or licenses required must be furnished to Landlord, and, once the Alterations begin, Tenant will diligently and continuously pursue their completionPremises. Landlord may monitor construction 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 and may be performed. Tenant shall reimburse Landlord within thirty (30) days after receipt of an invoice for its reasonable costs 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 (includingexcept for Cosmetic Alterations), without limitationcompletion affidavits, the costs full and final waivers of any construction manager retained by Landlord) in reviewing plans lien and documents receipted bills covering all labor and in monitoring constructionmaterials. 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 assure that the Alterations on an all-risk non-reporting form covering comply with all improvements under construction, including building materials, insurance requirements and other insurance in amounts and against such risks as Landlord shall reasonably require in connection with the AlterationsLaws. 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 approval of coverage of an Alteration shall not be a representation by Landlord that the aforesaid policy shall Alteration complies with applicable Laws or will be in the amount of not less than Three Million Dollars ($3,000,000.00) 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 Alterations and Landlord has approved such date in writing, in order that Landlord may post appropriate notices to avoid any liability to contractors or material suppliers for payment adequate for Tenant’s improvementsuse. Tenant will at all times permit such notices to be posted and to remain posted until the completion of work.CONOCO ▇▇▇▇▇▇▇▇, 1144 EASTLAKE LEASE PAGE 7 SEPTEMBER 12, 2003

Alterations. (a) Tenant shall will not before or during the Term make or suffer to be made any alterations, additions or improvements in or to excess of $5,000.00 excluding the Premises initial Tenant Improvements (herein collectively called “Alterations”) to or upon the Premises, the Building, or any part thereof, or attach any fixtures or equipment thereto, without first obtaining Landlord’s written approval. Tenant will provide Landlord with three detailed drawings of Tenants desired Alterations for 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 prior to any Alterations could in Landlord’s judgment affect the structure being started. When approved, Landlord will return one copy of the Building drawings to Tenant with Landlords signature of approval. Any Alterations to or the electrical, mechanical, heating, ventilation or air conditioning, life safety or plumbing systems of the 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 copies of all permits, plans and other related documents in connection with such Alterations. (b) Any Alteration to upon the Premises shall be at made by 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 insurer providing coverage for the Premises or the Building or any part thereof, and in 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 components of 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 provided that any architect and performance bond in form reasonably acceptable or contractor selected by Tenant to make the same shall be subject to Landlord’s reasonable prior written approval. All Alterations which are permanent in character, including wiring for phone, computer, cabling, or other networks, made in or upon the Premises either by Tenant or Landlord, may at the option of Landlord, become Landlord’s property and, at the end of the term or any extension hereof, shall remain on the Premises without compensation to Tenant, unless Landlord request that Tenant remove any such Alterations. Notwithstanding the above, Tenant’s work stations, trade fixtures, furniture, equipment, telecommunications, data and network equipment and switches and other items of personal property brought onto the Premises shall not constitute Alterations hereunder and shall remain Tenant’s property upon the expiration or earlier termination of this Lease. (b) All Alterations shall, when completed, be of such a character as not to lessen the value of the Premises or such improvements as may be located thereon. Any Alterations shall be made promptly and in a principal amount not less than the estimated costs good workmanlike manner, and in compliance with all applicable permits, building and zoning laws, and with all other laws, ordinances, orders, rules, regulations and requirements of such Alterationsall applicable federal, to ensure Landlord against any liability for mechanics’ state and materialmen’s liens municipal governments, departments, commissions, boards and to ensure completion of workoffices. Before Alterations may begin, valid building permits or 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 The costs of any construction manager retained such Alterations shall be paid by Landlord) in reviewing plans Tenant, such that the Premises be free of liens, for services performed, labor and documents and in monitoring constructionmaterial supplied or claimed to have been supplied. Before any Alterations shall be commenced, Tenant shall maintain during pay any increase in premiums on insurance policies (provided for herein) or ensure adequate coverage is in place for all risks related to the course construction of construction, at its sole cost such. Alterations and expense, builders’ risk insurance for the amount of the completed increased value of the Alterations on an all-risk non-reporting form covering all improvements under construction, including building materials, and other insurance in amounts and against such risks as Landlord shall reasonably require in connection with the 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 ($3,000,000.00) 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)Premises. (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 Alterations and Landlord has approved such date in writing, 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 notices to be posted and to remain posted until the completion of work.

Alterations. (a) Tenant shall not before or during the Term make or suffer to be made any no alterations, decorations, additions or improvements in or to the Demised Premises without Landlord's prior written consent, and then only by contractors or mechanics approved in advance in writing by Landlord and only upon such conditions as Landlord may impose. Tenant shall submit such information as Landlord shall require, including, without Limitation (herein collectively called “Alterations”i) without first obtaining Landlord’s written approval thereof based on detailed plans and specifications submitted by Tenant. Landlord’s approval may be withheld specifications, 00 evidence of insurance coverage in Landlord’s sole such types and absolute discretion if any Alterations could in Landlord’s judgment affect the structure of the Building or the electricalamounts and from such insurers as Landlord deems satisfactory, mechanical, heating, ventilation or air conditioning, life safety or plumbing systems of the Building and (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, M) 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 copies of all permits, plans permits and other related documents Licenses required in connection with such Alterations. (b) Any Alteration to the Premises work. ALL such work shall be done at Tenant’s 's sole cost and expense, expense at such times and in such manner as Landlord may from time to time designate. ALL work done by Tenant shall be performed in full compliance with all applicable Laws Laws, rules, orders, ordinances, directions, regulations and all requirements requested by Landlord, including, without limitation, the 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 the Insurance Services Office and of any insurer providing coverage for similar body. Before commencing any work, Tenant shall (a) give Landlord at Least fifteen (15) days' written notice of the proposed commencement of such work in order to give Landlord an opportunity to prepare, post and record such notice as may be permitted by Law to protect Landlord from having its interest in Demised Premises or the Building or any part thereofmade subject to a mechanic's Lien, and in accordance with plans and specifications approved in writing by Landlord, and (b) 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 components of the Building Systems or which in the aggregate exceed One Million Dollars ($1,000,000.00) in cost, Landlord may require Tenant to provide Landlordsecure, at Tenant’s sole 's own cost and expense, a payment completion and performance bond in form reasonably acceptable Lien indemnity bond, satisfactory 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 said work. Before Alterations may begin, valid building permits Any mechanic's Lien filed against Demised Premises or other permits against the Building 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 Land upon which the Building is Located or any 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 Alterations on an all-risk non-reporting form covering all improvements under construction, including building materials, and other insurance in amounts and against such risks as Landlord shall reasonably require areas used in connection with the Alterationsoperation of the Building for work claimed to have been done for, or materials claimed to have been furnished to Tenant, shall be discharged by Tenant, by bond or otherwise, within ten (10) days after the filing thereof, at the cost and expense of Tenant. In addition to and All alterations, decorations, additions, or improvements upon Demised Premises, made by either party, including without limitation on Limiting the generality of the foregoing, Tenant shall ensure that its contractor(s) procure all paneling, partitions, railings, mezzanine floors, galleries 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 Landlordlike, Tenant and Landlord’s lendersshall, if any, as additional insureds. The minimum limit of coverage of the aforesaid policy unless Landlord elects otherwise [which election shall be in made by giving a notice pursuant to the amount provisions of Article 27 not less than Three Million Dollars three ($3,000,000.003) for injury days prior to the expiration or death other termination of one person in this Lease or any one accident renewal or occurrence and in extension thereof], become the amount property 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 occurrenceLandlord, and shall contain remain upon, and be surrendered with Demised Premises, as a severability of interest clause or a cross liability endorsement. Such insurance shall further insure Landlord and Tenant against liability for property damage of part thereof, 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 the end of the date Term. If Tenant desires shall remove any property from Demised Premises, Tenant shall repair or, at Landlord's option, shall pay to commence construction Landlord the cost of repairing any damage arising from such removal. Tenant shall not install any machine or installation equipment which causes noise, heat, cold or vibration to be transmitted to the structure of the building without Landlord's prior written consent, which consent may be conditioned on such Alterations and Landlord has approved such date in writing, in order that terms as 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 notices to be posted and to remain posted until the completion of workrequire.

Alterations. (a) Tenant shall make no structural alterations, additions or improvements to the Premises without the express prior written consent of Landlord which consent shall not before be unreasonably withheld or during delayed, except that Tenant may alter any wall that is not of a load-bearing nature without the Term consent of Landlord. Tenant may make non-structural changes and modifications to the Premises without Landlord's approval. In the event Landlord has not responded to Tenant's written request for alterations within fifteen (15) days of when received, such alteration shall be deemed to have been approved by Landlord. Tenant agrees to save Landlord harmless on account of any claim or suffer to be made lien of mechanics, materialmen or other party, in connection with any alterations, additions or improvements in of or to the Premises (herein collectively called “Alterations”) without first obtaining Landlord’s written approval thereof based on detailed plans and specifications submitted performed by Tenant. Landlord’s approval Tenant shall furnish such waivers of liens and appropriate affidavits from the general contractor or subcontractors as Landlord may be withheld in Landlord’s sole and absolute discretion if any Alterations could in Landlord’s judgment affect the structure of the Building or the electrical, mechanical, heating, ventilation or air conditioning, life safety or plumbing systems of the 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 belowreasonably request. Notwithstanding the foregoing, Tenant shall also be permitted entitled 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) following changes without the prior written consent necessity of Landlord's consent: (i) any alterations required to be made by it pursuant to governmental orders, rules, laws, regulations, ordinances or requirements, and (ii) any changes in its signage (provided such are in compliance with local ordinances and any restrictive covenants affecting the Premises) or those recommended or required by the automobile manufacturer whose automobiles are sold on the Premises. Tenant shall have the right to finance any alterations or improvements permitted hereunder and may pledge its interest in this Lease as security therefor; provided, however, that Tenant shall provide Landlord copies of all permits, plans and other related documents any liens granted in connection with such Alterations. (b) Any Alteration financings shall be subordinate 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 rights of any insurer providing coverage for the Premises or the Building or any part thereof, and in 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 components of 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 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 Alterations on an all-risk non-reporting form covering all improvements under construction, including building materials, and other insurance in amounts and against such risks as Landlord shall reasonably require in connection with the 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 ($3,000,000.00) 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)this Lease. (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 Alterations and Landlord has approved such date in writing, 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 notices to be posted and to remain posted until the completion of work.

Alterations. (a) Tenant shall not before or during the Term make or suffer to be made any no alterations, additions or improvements in or to the Premises (herein collectively called “Alterations”including, without limitation, roof and wall penetrations) or any part thereof without first obtaining Landlord’s the prior written approval thereof based on detailed plans and specifications submitted by Tenantconsent of Landlord in each instance. Landlord’s approval Such consent may be granted or withheld in Landlord’s sole and absolute discretion if any Alterations could discretion. Landlord may impose as a condition to such consent such requirements as Landlord may deem necessary, in its sole and absolute discretion, including, without limitation that: (a) Landlord be furnished with working drawings before work commences; (b) performance and labor and material payment bonds in form and amount and issued by a company satisfactory to Landlord be furnished; (c) Landlord approve the contractor by whom the work is to be performed; (d) adequate course of construction and general liability insurance be in place and Landlord be named as an additional insured under the contractor’s liability and property insurance policies; and (e) Landlord’s judgment affect instructions relating to the structure of manner in which the Building work is to be performed and the times during which it is to be accomplished shall be complied with. Tenant shall pay to Landlord all costs incurred by Landlord for any architectural, engineering, supervisory or the electricallegal services in connection with any alterations, mechanicaladditions or improvements, heatingincluding, ventilation or air conditioning, life safety or plumbing systems of the Building (collectively the “Building Systems”), be visible from outside the Premises, or require additional code compliance or similar work not included in the Alterations; otherwisewithout limitation, 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 review of the Building plans, specifications and budget for purposes of determining whether to consent. All such alterations, additions or the Building Systems that improvements must be performed 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 copies of all permits, plans a good and other related documents in connection with such Alterations. (b) Any Alteration to the Premises shall be at Tenant’s sole cost and expense, workmanlike manner in compliance with all applicable Laws laws, rules and all requirements requested by Landlordregulations, including, without limitation, the requirements Americans with Disabilities Act of 1990, and diligently prosecuted to completion. Tenant shall deliver to Landlord upon commencement of such work, a copy of the building permit with respect thereto, and a certificate of occupancy or other final inspection and approval from the applicable governmental authority having jurisdiction over the Premises and the Project, if applicable, immediately upon completion of the work. All such work shall be performed so as not to obstruct the access to the premises of any insurer providing coverage for the Premises or other tenant in the Building or Project. Should Tenant make any part thereofalterations, and in accordance with plans and specifications approved in writing by additions or improvements without Landlord, and shall be constructed and installed by a contractor reasonably approved in writing by Landlord. As a further condition to giving ’s prior written consent, with respect to Alterations that could affect the structural components or without satisfaction of any of the Building Systems or which conditions established by Landlord in the aggregate exceed One Million Dollars ($1,000,000.00) in costconjunction with granting such consent, Landlord shall have the right, in addition to and without limitation of any right or remedy Landlord may have under this Lease, at law or in equity, to require Tenant to provide Landlordremove all or some of the alterations, additions or improvements at Tenant’s sole cost and expenserestore the Premises to the same condition as existed prior to undertaking the alterations, a payment and performance bond in form reasonably acceptable to Landlordadditions or improvements, 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 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 if 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 Alterations on an all-risk non-reporting form covering all improvements under construction, including building materials, and other insurance in amounts and against such risks as Landlord shall reasonably require in connection with the 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 ($3,000,000.00) 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 fail to do so, until Landlord may cause such removal or restoration to be performed at Tenant’s expense and the cost thereof shall be Additional Rent to be paid by ▇▇▇▇▇▇ immediately upon demand. Landlord shall have the right to require Tenant, at Tenant’s expense, to remove any and all alterations, additions or improvements and to restore the Premises to its prior condition upon the expiration or sooner termination of this Lease. Tenant notifies shall notify Landlord in writing at least ten (10) days prior to the commencement of any such work in or about the date Tenant desires to commence construction or installation of such Alterations Premises, and Landlord has approved such date shall have the right at any time and from time to time to post and maintain notices of non-responsibility in writing, in order that Landlord may post appropriate notices or about the Premises pursuant to avoid any liability to contractors or material suppliers for payment for Tenant’s improvements. Tenant will at all times permit such notices to be posted and to remain posted until the completion of workapplicable laws.

Alterations. (a) Tenant shall not before or during the Term may, from time to time, at its expense, make or suffer to be made any alterations, additions alterations or improvements in or and to the Premises (herein hereinafter collectively called referred to as “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 Building or the electrical, mechanical, heating, ventilation or air conditioning, life safety or plumbing systems of the Building (collectively the “Building Systems”), be visible from outside provided that Tenant first obtains 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, except that Tenant does not have to request Landlord’s consent for any Alterations that are purely cosmetic and non-structural, and cost less than $50,000.00 per project. All of the following shall provide Landlord copies apply with respect to all Alterations: (a) the Alterations are non-structural and the structural integrity of the Property shall not be affected; (b) the Alterations are to the interior of the Premises; (c) the proper functioning of the mechanical, electrical, heating, ventilating, air-conditioning (“HVAC”), sanitary and other service systems of the Property shall not be affected and the usage of such systems by Tenant shall not be increased; and (d) Tenant shall have appropriate insurance coverage, reasonably satisfactory to Landlord, regarding the performance and installation of the Alterations. Additionally, before proceeding with any Alterations, Tenant shall (i) at Tenant’s expense, obtain all permitsnecessary governmental permits and certificates for the commencement and prosecution of Alterations; (ii) if Landlord’s consent is required for the planned Alteration, submit to Landlord, for its written approval, working drawings, plans and other related documents in connection specifications and all permits for the work to be done and Tenant shall not proceed with such Alterations. Alterations until it has received Landlord’s approval (bif required); and (iii) Any Alteration cause those contractors, materialmen and suppliers engaged to perform the Premises Alterations to deliver to Landlord certificates of insurance (in a form reasonably acceptable to Landlord) evidencing policies of commercial general liability insurance and workers’ compensation insurance. Such insurance policies shall satisfy all obligations imposed under Section 10.2. Tenant shall cause the Alterations to be at Tenant’s sole cost and expense, performed in compliance with all applicable permits, Laws and all requirements requested 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 new 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 (upon completion), copies of all construction contracts, governmental permits and certificates and proof of payment for all labor and materials, including, without limitation, the requirements copies of paid invoices and final lien waivers. If Landlord’s consent to any insurer providing coverage for the Premises or the Building or any part thereofAlterations is required, and in 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 Landlord provides that consent, with respect 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 Alterations that could affect remove the structural components Alterations, then, during the remainder of 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 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 Alterations on an all-risk non-reporting form covering all improvements under construction, including building materials, and other insurance in amounts and against such risks as Landlord shall reasonably require in connection with the Alterations. In addition to and without limitation on the generality of the foregoingTerm, Tenant shall ensure be responsible for the maintenance of appropriate commercial property insurance (pursuant to Section 10.2) therefor; however, if Landlord shall not require that its contractor(s) procure and maintain in full force and effect during Tenant remove the course of construction a “broad form” commercial general liability and property damage policy of insurance naming LandlordAlterations, Tenant and such Alterations shall constitute Landlord’s lenders, if any, as additional insureds. The minimum limit of coverage of the aforesaid policy Property (defined below) and Landlord shall be in responsible for the amount insurance thereof, pursuant to Section 10.2. Landlord shall not charge Tenant any oversight, management, administrative or other fee for any Alterations or approvals of not less than Three Million Dollars ($3,000,000.00) 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)Alterations. (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 Alterations and Landlord has approved such date in writing, 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 notices to be posted and to remain posted until the completion of work.

Alterations. (a) Tenant A. Sublessee shall not before or during the Term make or cause, suffer to be made or permit the making of any alterationsalteration, additions addition, change, replacement or improvements installation, whether at the commencement of the term of this Sublease or thereafter, in or to the Premises (herein collectively called hereinafter referred to as “AlterationsSublessee’s Work”) without first obtaining Landlord’s the prior written approval thereof based on detailed plans and specifications submitted by Tenant. Landlord’s approval may be withheld consent of Sublessor in Landlord’s sole and absolute discretion if any Alterations could in Landlord’s judgment affect the structure of the Building or the electricaleach instance, mechanical, heating, ventilation or air conditioning, life safety or plumbing systems of the 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 which 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 conditioned 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; delayed: provided, however, that Tenant notwithstanding the foregoing, Sublessee need only seek and obtain Sublessor’s consent if Sublessee’s Work will involve modification of the structure or utilities systems of the Premises or will cost more than $50,000.00 to complete, or require filing for a building permit with the NYC Building Department. With respect to any Sublessee’s Work. Sublessee shall provide Landlord copies of all permits(i) obtain Sublessor’s prior written consent to Sublessee’s contractors and subcontractors; (ii) submit to Sublessor, for Sublessor’s written approval, detailed plans and other related documents in connection with such Alterations. specifications (bincluding layout, architectural, mechanical and structural drawings) Any Alteration to the Premises shall be for Sublessee’s Work. (iii) at TenantSublessee’s sole cost and expense, obtain all permits, approvals and certificates required by any governmental or quasi-governmental bodies. (iv) perform such Sublessee’s Work in compliance accordance with all applicable Laws and all requirements requested by Landlord, including, without limitationlaws, the requirements construction procedures set forth in this Sublease, the Prime Lease as incorporated herein or such other procedures and rules and regulations (including the Operating Rules) as Sublessor shall determine; and (v) not allow Sublessee’s contractors and subcontractors to disrupt or materially interfere with Sublessor’s construction of its Lessee Improvements (as defined in the Prime Lease). Sublessee shall reimburse Sublessor for all reasonable out-of-pocket costs incurred by Sublessor in connection with Sublessor’s review of plans, drawings and specifications relating to Sublessee’s Work, Throughout the Term of this Sublease. Sublessee shall provide documentation to Sublessor (in the form of contractor’s invoices or other evidence reasonably satisfactory to Sublessor) evidencing the cost of all construction work performed at the Premises. Sublessee shall, at its expense, discharge any insurer providing coverage for mechanic’s lien filed against the Premises or the Building Chelsea Piers for work claimed to have been done for, or any part materials claimed to have been furnished to, Sublessee within thirty (30) days after receipt of notice of the filing thereof, and in accordance with plans and specifications approved in writing by Landlordpayment or filing the bond required by law. Upon completion of Sublessee’s Work, 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 components of the Building Systems or which in the aggregate exceed One Million Dollars ($1,000,000.00) in cost, Landlord may require Tenant to provide LandlordSublessee, at TenantSublessee’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 shall obtain certificates of such Alterations, to ensure Landlord against final approval required by any liability for mechanics’ and materialmen’s liens and to ensure completion of work. Before Alterations may begin, valid building permits governmental or 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 Alterations on an allquasi-risk non-reporting form covering all improvements under construction, including building materials, and other insurance in amounts and against such risks as Landlord shall reasonably require in connection with the 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 ($3,000,000.00) 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, governmental bodies and shall contain a severability furnish to Sublessor with copies thereof together with copies 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)final “as-built” plans. (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 Alterations and Landlord has approved such date in writing, 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 notices to be posted and to remain posted until the completion of work.

Alterations. (a) Tenant shall will not before or during the Term make or suffer to be made any alterations, additions or improvements in excess of $1,000, excluding the initial Tenant Improvements, (collectively "Alterations") to or to upon the Premises (herein collectively called “Alterations”) Premises, Building, or any part thereof, or attach any fixtures or equipment thereto, without first obtaining Landlord’s '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 Building or the electricalapproval, mechanical, heating, ventilation or air conditioning, life safety or plumbing systems of the 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 which shall not be unreasonably withheldwithheld or delayed. Without limiting Any Alterations to or upon the foregoing, all Alterations Premises shall also be made by Tenant at Tenant's sole cost and expense and any contractor selected by Tenant to make the same shall be subject to Landlord's reasonable prior written approval. All such Alterations permanent in character, made in or upon the provisions Premises either by Tenant or Landlord, may at the option of Section 11.2 belowLandlord, become Landlord's property and, at the end of the term or any extension hereof, shall remain on the Premises without compensation to Tenant unless Landlord requests that Tenant remove any such Alterations. Notwithstanding the foregoingabove, 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 copies of all permits, plans Tenant's work stations and other related documents in connection with such Alterationsitems of personal property shall remain Tenant's property. (b) Any Alteration Alterations shall, when completed, be of such a character as not to lessen the value of the Premises or such improvements as may be then located thereon. Any Alterations shall be at Tenant’s sole cost made promptly and expense, in a good workmanlike manner and in compliance with all applicable Laws permits and authorizations and building and zoning laws and with all requirements requested by Landlordother laws, includingordinances, without limitationorders, the rules, regulations and requirements of any insurer providing coverage for the Premises or the Building or any part thereofall federal, state and in accordance with plans municipal governments, departments, commissions, boards and specifications approved in writing by Landlord, and shall be constructed and installed by a contractor reasonably approved in writing by Landlordoffices. As a further condition to giving consent, with respect to Alterations that could affect the structural components of 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 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 The costs of any construction manager retained such Alterations shall be paid by Landlord) in reviewing plans Tenant, so that the Premises be free of liens for services performed, labor and documents and in monitoring constructionmaterial supplied or claimed to have been supplied. Tenant Before any Alterations 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 Alterations on an all-risk non-reporting form covering all improvements under construction, including building materials, and other insurance in amounts and against such risks as Landlord shall reasonably require in connection with the Alterations. In addition to and without limitation on the generality of the foregoingbe commenced, Tenant shall pay any increase in premiums on insurance policies (provided for herein) or ensure that its contractor(s) procure and maintain adequate coverage is in full force and effect during place for all risks related to 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 ($3,000,000.00) 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 Alterations and Landlord has approved such date in writing, 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 notices to be posted and to remain posted until the completion increased value of workthe Premises.

Alterations. (a) Tenant shall not before or during the Term make or suffer to be made any alterations, additions or improvements in or to the Premises (herein collectively called “Alterations”) without first obtaining the prior written consent of 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 Building or the electrical, mechanical, heating, ventilation or air conditioning, life safety or plumbing systems of the 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 have the right to make Alterations install mechanical systems that do not affect are non-structural in nature for Tenant’s operations so long as Tenant obtains Landlord’s prior written approval of same and Tenant complies with all terms and conditions of this Paragraph 6. Additionally, Tenant shall remove such mechanical systems at the structure expiration or earlier termination of the Building Lease and restore the Premises to their original condition if Landlord informs Tenant at any time during the term of the Lease of this requirement. Any alterations, additions 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 improvements performed by Tenant shall provide Landlord copies be in accordance with all of all permits, plans the terms and other related documents in connection with such Alterations. (b) Any Alteration conditions of this Paragraph 6. All work to the Premises be performed by Tenant under this Paragraph 6 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 insurer providing coverage for the Premises or the Building or any part thereof, and performed in accordance with plans and specifications approved in writing advance by Landlord and in compliance with all applicable codes, rules, regulations, ordinances and laws by licensed contractors who are approved in advance by Landlord and who carry policies of workers’ compensation and liability insurance in minimum coverage amounts acceptable to Landlord, . Tenant shall furnish copies of insurance certificates evidencing the required insurance coverage prior to commencing any work and Landlord shall be constructed designated as an additional insured on such certificates. Tenant shall furnish to Landlord written evidence of security to assure Landlord that all work performed pursuant to this Paragraph shall be free and installed by a contractor reasonably approved clear of all mechanic’s liens or other liens, encumbrances, security interests and charges. Tenant shall indemnify, defend, protect and hold Landlord Entities harmless from and against any and all costs (including attorneys’ fees and court costs), losses, expenses, damages and other liabilities arising out of or in writing by Landlordconnection with the work performed in accordance with this Paragraph. As a further condition to giving consent, with respect to Alterations that could affect the structural components of the Building Systems or which in the aggregate exceed One Million Dollars ($1,000,000.00) in cost, Landlord may require Tenant to provide LandlordTenant, at Tenant’s sole its own cost and expense, a payment may erect such shelves, bins machinery and performance bond in form reasonably acceptable to Landlord, in a principal amount trade fixtures as it desires provided that (a) such items do not less than alter 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 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 basic character of the Alterations and Tenant shall reimburse Landlord for its reasonable costs Premises or the building and/or improvements of which the Premises arc a part, (includingb) such items do not overload or damage the same, 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 Alterations on an all-risk non-reporting form covering all improvements under construction, including building materials, and other insurance in amounts and against such risks as Landlord shall reasonably require in connection with the 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 ($3,000,000.00) 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) such items may be removed without injury to the Premises, and (d) the construction, erection or installation thereof complies with all applicable governmental laws, ordinances, regulations and with Landlord’s specifications and requirements. All alterations, additions, improvements and partitions erected by Tenant agrees not shall be and remain the property of Tenant during the term of this Lease. All shelves, bins, machinery and trade fixtures installed by Tenant shall be removed on or before the earlier to proceed to make any Alterations, notwithstanding consent from Landlord to do so, until Tenant notifies Landlord in writing occur of the date of termination of this Lease or vacating the Premises, at which time Tenant desires shall restore the Premises to commence construction their original condition. All alterations, installations, removals and restoration shall be performed in a good and workmanlike manner so as not to damage or installation alter the primary structure or structural qualities of such Alterations the Building and Landlord has approved such date in writing, in order that Landlord may post appropriate notices to avoid any liability to contractors other improvements situated on the Premises or material suppliers for payment for Tenant’s improvements. Tenant will at all times permit such notices to be posted and to remain posted until of which the completion of workPremises are a part.

Alterations. (a) a. Except as hereinafter expressly provided, Tenant shall not before or during the Term make or suffer permit to be made any alterations, additions additions, changes or improvements in or to the Leased Premises (herein collectively called “Alterations”) or any part thereof without first obtaining the written consent of Landlord thereto (which consent Landlord agrees not to unreasonably withhold with respect to 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 such 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 written approval thereof based on 's consent, Tenant shall submit to Landlord detailed plans and specifications submitted by Tenant. Landlord’s approval in duplicate of such proposed alterations, changes, additions or improvements, one of which copies may be withheld in retained by Landlord’s sole and absolute discretion if . Landlord shall be entitled to withhold its consent to any Alterations could in Landlord’s judgment affect the structure such alterations, additions, changes, or improvements, until such time as Tenant provides Landlord with reasonable evidence of the Building approval of such alterations, additions, changes or the electricalimprovements by any and all municipal, mechanicalstate, heatingfederal or other governmental or other authorities, ventilation offices and departments now existing or air conditioning, life safety or plumbing systems of the Building (collectively the “Building Systems”), be visible from outside hereafter created having jurisdiction over the Premises, and of the Board of Fire Underwriters or require additional code compliance 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, additions, changes or similar improvements for the purpose of inspection and of finding out whether such 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 conforms to the provisions approved plans and specifications and with the agreements herein contained. d. Any and all alterations, additions, improvements and changes made by Tenant at any time and all governmental approvals therefor shall immediately be and become the property 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) Landlord without the prior written consent of 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 provide Landlord copies remain the property of all permitsTenant and may be removed by Tenant, plans and other related documents in connection with such Alterationsat Tenant's expense, upon the expiration or earlier termination of the Lease, provided that any damage caused thereby is immediately repaired by Tenant. (b) Any Alteration to the Premises shall be e. Tenant, at Tenant’s sole its own cost and expense, in compliance with all applicable Laws will cause any and all requirements requested 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 Landlord, including, without limitation, registered mail of the requirements filing of any insurer providing coverage for notice thereof against the Premises or the Building owner, for or any part thereofpurporting to be for labor or materials alleged to be furnished or to be charged by or for Tenant at the Leased Premises, or will bond such mechanics' liens and use its best efforts to have such liens discharged by an order of 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 clear of liens or encumbrances against the Leased Premises or Landlord, and must be performed in all respects in 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 components of 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 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 Alterations on an all-risk non-reporting form covering all improvements under construction, including building materials, and other insurance in amounts and against such risks as Landlord shall reasonably require in connection with the 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 ($3,000,000.00) 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)law. (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 Alterations and Landlord has approved such date in writing, 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 notices to be posted and to remain posted until the completion of work.

Alterations. (a) Tenant shall not before or during the Term make or suffer nor permit to be made any alterations, additions additions, improvements, or improvements in installations to or to of the Premises (herein collectively called “Alterations”) or any part thereof, except moveable furniture and trade fixtures, without first obtaining the prior written consent of 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 Building or the electrical, mechanical, heating, ventilation or air conditioning, life safety or plumbing systems of the 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 which consent shall not be unreasonably withheld. Without limiting the foregoing, all Alterations shall also be subject Notwithstanding anything contained herein to the provisions of Section 11.2 below. Notwithstanding the foregoingcontrary, Tenant shall be permitted have the right to make Alterations that do not affect any alterations to the structure of the Building or the Building Systems that in the aggregate Premises, without Landlord's consent, which do not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) without 10,000.00 in cost, do not Impact the prior written consent Building's systems or structure, are not visible from the exterior of Landlord; providedthe Premises, howeverand are of a cosmetic nature such as painting, that Tenant shall provide Landlord copies wallpapering, hanging pictures, or the installation of all permitsfurniture. Any alterations, plans additions, improvements, or installations to or of the Premises, except moveable furniture and other related documents in connection with such Alterations. (b) Any Alteration to the Premises trade fixtures, shall be at Tenant’s sole cost and expense, completed in compliance with all applicable Laws laws and all requirements requested by Landlordordinances, including, without limitation, the requirements ADA, and all rules and regulations of all governmental authorities having jurisdiction of or over the Premises. All such alterations, additions, improvements and installations shall at once become a part of the realty and belong to Landlord. In the event Landlord consents to alterations, additions, improvements, or installations pursuant to this Article, the same shall be made by Tenant at Tenant's sole cost and expense, and selection by Tenant of any insurer providing coverage for person or entity to construct or install the Premises or same shall be subject to the Building or any part thereof, and in accordance with plans and specifications approved in writing by prior written consent of Landlord, and shall which consent may 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 components of the Building Systems or which in the aggregate exceed One Million Dollars conditioned upon ($1,000,000.001) in cost, Landlord may require Tenant to provide providing Landlord, at Tenant’s 's sole cost and expense, a payment lien and performance completion bond in form reasonably acceptable an amount equal to one and one-half times the estimated cost of all of such alterations, additions, improvements or Installations and (2) acquisition by Tenant of all permits needed to authorize such alterations, additions, improvements or installations from the appropriate governmental agencies, furnishing a copy thereof to Landlord at least ten (10) days prior to the commencement of such work and complying with all of the conditions of such permits in a prompt manner. It shall be a material breach hereof for Tenant to make any alterations, additions, improvements or installations without the prior consent of Landlord, and in addition to any other remedies Landlord may have, Landlord may require that Tenant remove any or all of the same within thirty (30) days of receipt by Tenant of a principal amount not less than notice demanding such removal. Upon the estimated costs expiration or sooner termination of such Alterations, to ensure Landlord against any liability for mechanics’ the Term hereof and materialmen’s liens and to ensure completion of work. Before Alterations may begin, valid building permits or other permits or licenses required must be furnished to upon demand by 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 constructionTenant, at its Tenant's sole cost and expense, builders’ risk insurance for the amount of the completed value of the Alterations on an all-risk non-reporting form covering shall forthwith and with all improvements under constructiondue diligence remove any such alterations, including building materialsadditions, and other insurance in amounts and against such risks as Landlord shall reasonably require in connection with the Alterations. In addition to and without limitation on the generality of the foregoingimprovements, 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 ($3,000,000.00) 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 installations designated by Landlord to do so, until Tenant notifies Landlord in writing of be removed and repair any damage to the date Tenant desires to commence construction or installation of Premises caused by such Alterations and Landlord has approved such date in writing, 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 notices to be posted and to remain posted until the completion of workremoval.

Alterations. (a) Tenant Except as otherwise agreed by the Parties in writing, Operator shall not before paint, decorate, install canopies or during awnings, or in any way change the Term make Building exterior (or suffer to the appearance thereof). No remodeling, additions, alterations, or structural change shall be made any 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 Building or by Operator without the electricalprior written consent of IPS, mechanical, heating, ventilation or air conditioning, life safety or plumbing systems of the 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 which shall not be unreasonably withheld. Without limiting Operator shall have the foregoingright to install all furniture, furnishings, equipment and signage it reasonably deems necessary or desirable for its operation of the School, all Alterations shall also be subject at no cost to IPS. No additions 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 existing 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 construction of Landlord; provided, however, that Tenant new buildings by Operator shall provide Landlord copies of all permits, plans be permitted. Operator may attach non-permanent materials and other related documents in connection with such Alterations. (b) Any Alteration fixtures to the Premises shall be at Tenant’s sole cost and expense, in compliance with all applicable Laws and all requirements requested by Landlord, walls of the Facilities including, without limitation, the requirements cafeteria, library, common areas, grounds, parking lot and driveways of the Building. Upon the expiration or earlier termination of this Agreement, Operator may remove any non-permanent materials and movable fixtures that it installed that are not attached to real property. Any improvements, furnishings, and equipment installed on the Building shall be maintained by Operator, at Operator’s expense, in good condition and repair. All permitted alterations, changes, partitions, and installations of improvements (the “Alterations”) shall be performed by a contractor duly licensed by the state or local authority responsible for licensing building contractors and approved by IPS, such approval not to be unreasonably withheld. Operator hereby agrees to indemnify and save harmless IPS from any and all costs or expenses, including attorneys’ fees, that IPS may incur by reason of any insurer providing coverage claim for labor performed or material furnished or violation of any federal, state, or local statute, regulation, code, ordinance, or other law that may arise by reason of the installation of any Alteration or fixtures, equipment, or partitions by Operator as herein provided. No installation of, repair to, or other activity concerning equipment within or other Alterations made to the Building shall: (a) adversely affect the structural integrity of the Building; (b) impair or affect the weather- tight condition of the roof or decrease the roof’s useful life; (c) overload electrical circuits or equipment; (d) overload or unreasonably burden plumbing, water, or sanitary sewage disposal facilities; (e) overload, unreasonably burden, or otherwise adversely affect heating, air conditioning, and other mechanical facilities or equipment; or (f) otherwise affect the Building in any materially adverse way. Any and all personal property and unattached equipment installed by Operator may be removed at the termination of this Agreement, provided that Operator shall repair any and all damage caused by the removal of any such personal property or unattached equipment. Any personal property and unattached equipment remaining in the Building upon termination of this Agreement shall, if not removed within 10 days after written demand from IPS to Operator to remove the same, at IPS’ option in its sole discretion, become the property of IPS, and IPS may retain or dispose of such personal property and unattached equipment in its sole discretion and without liability to account to Operator; provided, Operator shall reimburse IPS for the Premises costs of storing or the Building disposal of such personal property or any part thereof, and in accordance with unattached equipment. Operator shall submit to IPS detailed 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 components of 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 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 Alterations on an all-risk non-reporting form covering all improvements under construction, including building materials, and other insurance in amounts and against such risks as Landlord shall reasonably require in connection with any Alterations and evidence that said plans and specifications are in compliance with Applicable Law. If such Alterations are not in compliance with Applicable Law, Operator shall, at Operator’s cost, make such modification or alteration to the Alterationscompleted Alterations as shall be required to bring the same in compliance with Applicable Law. IPS’ consent to the plans and specifications, or any work proposed or completed by Operator, shall not be deemed a representation or affirmation regarding compliance with any such Applicable Law. In addition to any event, Operator shall not remove any improvements and without limitation on shall surrender the generality Facilities at the end of the foregoingTerm in good condition and repair, Tenant shall ensure that its contractor(s) procure ordinary wear and maintain in full force tear 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 ($3,000,000.00) for injury by casualty 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)condemnation excepted. (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 Alterations and Landlord has approved such date in writing, 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 notices to be posted and to remain posted until the completion of work.

Alterations. (a) Tenant shall not before or during the Term make or suffer to be made any no alterations, additions or improvements in or to the Premises (herein collectively called “Alterations”) without first obtaining the prior written consent of 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 Building or the electrical, mechanical, heating, ventilation or air conditioning, life safety or plumbing systems of the 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 which 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 may make such alterations, additions or improvements 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 Premises costing less than Twenty Thousand Dollars ($250,000.0020,000.00) during each calendar year of the Term without the prior written consent of Landlord; ’s consent, provided, however, that Tenant any alterations, additions or improvements which change the basic floor plan of the Premises, which change the structural or mechanical systems of the Premises, or which require a governmental permit as a prerequisite to the construction thereof, shall provide Landlord copies require Landlord’s prior written consent, which shall not be unreasonably withheld. Notwithstanding anything to the contrary contained in either of all permitsthe foregoing sentences, plans and other related documents in connection with such Alterations. (b) Any Alteration however, no alterations, additions or improvements to the Premises shall: (i) affect the exterior of the Building or outside areas (or be visible from adjoining sites), or (ii) affect or penetrate any of the structural portions of the Building, including but not limited to the roof, or (iii) require any change to the basic floor plan of the Premises, any change to any structural or mechanical systems of the Premises, or any governmental permit as a prerequisite to the construction thereof, or (iv) interfere in any manner with the proper functioning of or 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 Premises. Landlord may impose, as a condition to its consent, any requirements that Landlord in its reasonable discretion may deem reasonable or desirable, including but not limited to a requirement that all work be covered by a lien and completion bond satisfactory to Landlord and requirements as to the manner, time, and contractor for performance of the work. Tenant shall be at Tenant’s sole cost obtain all required permits for the work and expense, shall perform the work in compliance with all applicable Laws laws, regulations and ordinances, all requirements requested by Landlordcovenants, includingconditions and restrictions affecting the Project, without limitationand 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 such work either requiring a permit from the City of San Diego or affecting any mechanical, electrical, plumbing or HVAC systems, facilities or equipment located in or serving the requirements of Building. If any insurer providing coverage for governmental entity requires, as a condition to any proposed alterations, additions or improvements to the Premises or by Tenant, that improvements be made to the Building or any part thereofCommon Areas, and in accordance with plans and specifications approved in writing by Landlordif Landlord consents to such improvements to the Common Areas, 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 components of the Building Systems or which in the aggregate exceed One Million Dollars ($1,000,000.00) in cost, Landlord may require then Tenant to provide Landlordshall, at Tenant’s sole cost and expense, a payment make such required improvements to the Common Areas in such manner, utilizing such materials, and performance bond in form reasonably acceptable to Landlord, in a principal amount not less than the estimated costs of with 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 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 contractors (including, without limitation, the costs of any construction manager retained if required by Landlord, Landlord’s contractors) as Landlord may require in reviewing plans and documents and in monitoring constructionits reasonable discretion. Under no circumstances shall 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 Alterations on an all-risk non-reporting form covering all improvements under constructionmake any improvement which incorporates any Hazardous Materials, including building materials, and other insurance in amounts and against such risks as Landlord shall reasonably require in connection with the Alterations. In addition to and without limitation on asbestos-containing construction materials into 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 Premises. Any request for Landlord’s lenders, if any, as additional insureds. The minimum limit of coverage of the aforesaid policy consent shall be made in the amount of not less than Three Million Dollars ($3,000,000.00) 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, writing and shall contain a severability of interest clause or a cross liability endorsementarchitectural plans describing the work in detail reasonably satisfactory to Landlord. Such insurance shall further insure Unless Landlord and Tenant against liability for property damage of at least Three Million Dollars ($3,000,000.00). (c) Tenant otherwise 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 Alterations and Landlord has approved such date in writing, in order all alterations, additions or improvements affixed to the Premises (excluding moveable trade fixtures and furniture) shall become the property of Landlord and shall be surrendered with the Premises at the end of the Term, except that Landlord may post appropriate notices may, by notice to avoid Tenant, require Tenant to remove by the Expiration Date, or sooner termination date of this Lease, all or any liability alterations, decorations, fixtures, additions, improvements and the like installed either by Tenant or by Landlord at Tenant’s request and to contractors repair any damage to the Premises arising from that removal. Except as otherwise provided in this Lease or material suppliers for payment in any Exhibit to this Lease, should Landlord make any alteration or improvement to the Premises for Tenant’s improvements. , Landlord shall be entitled to reimbursement from Tenant will at for all times permit such notices to be posted and to remain posted until the completion costs incurred within ten (10) days of workwritten demand from Landlord.

Alterations. (a) Tenant shall not before or during the Term make or suffer to be made any alterationsno Alterations, additions or improvements in or to the Premises (herein collectively called “Alterations”) without first obtaining Landlord’s 's prior written approval thereof based on detailed plans consent and specifications submitted by Tenantsubject to such other conditions which Landlord may reasonable require. Tenant agrees that there shall be no construction of partitions or other obstructions which might interfere with Landlord’s approval may be withheld in Landlord’s sole and absolute discretion if any Alterations could in Landlord’s judgment affect the structure 's free access to mechanical installations or service facilities of the Building or interfere with the electricalmoving 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, mechanicaland, heatingat the option of Landlord, ventilation or air conditioningunder Landlord's supervision. Tenant covenants and agrees that all work done by Tenant shall be performed in full compliance with all laws, life safety or plumbing systems 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 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 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 (collectively 30) days after the “Building Systems”)filing thereof, at the cost and expense of Tenant. All Alterations, additions or improvements upon the 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 visible from outside surrendered with the Premises, or as a part thereof, at the end of the term hereof, except that Landlord may, by written notice to Tenant, require additional code compliance or similar work not included in Tenant to remove all partitions, counters, railing and the Alterations; otherwiselike installed by Tenant, 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, and Tenant shall be permitted repair all damage resulting from such removal or, at Landlord's option, shall pay 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 copies of all permits, plans and other related documents in connection with costs arising from such Alterationsremoval. (b) Any Alteration Unless Landlord otherwise agrees in writing, all such Alterations, additions or improvements affixed or built into the Premises (but excluding moveable trade fixtures and furniture) shall become the property of Landlord and shall be surrendered with the Premises, as a part thereof, at the end of the 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 any Alterations, decorations, additions, improvements and the like installed by Tenant, and to repair the Premises, or 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 premises is returned to Landlord shall be at Tenant’s the sole cost and expense, in compliance with all applicable Laws and all requirements requested by Landlord, including, without limitation, the requirements exclusive property of any insurer providing coverage for the Premises or the Building or any part thereof, and in 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 components of 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 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 be liable for its reasonable all 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 incurred for the amount of the completed value of the Alterations on an all-risk non-reporting form covering all improvements under construction, including building materials, and other insurance in amounts and against such risks as Landlord shall reasonably require in connection with the 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 ($3,000,000.00) 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)removal. (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 Alterations and Landlord has approved such date in writing, 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 notices to be posted and to remain posted until the completion of work.

Alterations. (a) Tenant shall not before or during the Term make or suffer any alterations to be made any 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 Building or the electrical, mechanical, heating, ventilation or air conditioning, life safety or plumbing systems of the Building (collectively the “Building Systems”), be visible from outside the Premises, or require additional code compliance the Property without 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 gives its consent to such alterations, Landlord may post notices in accordance with the laws of the state in which the Premises are located. All alterations made by Tenant, whether 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 approval of Section 11.2 belowLandlord, shall be performed by Tenant and its contractors in a first class workmanlike manner and permits and inspections shall be obtained from all required governmental entities. Notwithstanding Any alterations made shall remain on and be surrendered with the foregoingPremises upon expiration or termination of this Lease, except that Landlord may, within thirty (30) days before or thirty (30) days after expiration of the Term, elect to require Tenant to remove some or all of the alterations which Tenant may have made to the Premises, unless Landlord has previously agreed in writing that any one or more particular such improvements need not be removed at the end of the Term. If Landlord so elects, Tenant shall be permitted at its own cost restore the Premises to make Alterations that do not affect the structure condition designated by Landlord in its election, before the last day of the Building Term or within thirty (30) days after notice of its election is given, whichever is later. Should Landlord consent in writing to Tenant's alteration of 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; providedPremises, however, that Tenant shall provide contract with a contractor approved by Landlord copies for the construction of such alterations, shall secure all appropriate governmental approvals and permits, plans and other related documents in connection shall complete such alterations with such Alterations. (b) Any Alteration to the Premises shall be at Tenant’s sole cost and expense, due diligence in compliance with all applicable Laws and all requirements requested by Landlord, including, without limitation, the requirements of any insurer providing coverage for the Premises or the Building or any part thereof, and in 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 components of 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 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 pay all costs for its reasonable costs (including, without limitation, the costs of any such 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 Alterations on an all-risk non-reporting form covering all improvements under construction, including building materials, and other insurance in amounts and against such risks as Landlord shall reasonably require in connection with the 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 ($3,000,000.00) 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 keep the Premises free and clear 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)all mechanics' liens which may result from construction by Tenant. (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 Alterations and Landlord has approved such date in writing, 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 notices to be posted and to remain posted until the completion of work.

Alterations. (a) Tenant shall not before or during the Term make or suffer to be made any no alterations, additions or improvements in or to the Premises (herein collectively called “Alterations”including, without limitation, roof and wall penetrations) or any part thereof without first obtaining Landlord’s the prior written approval thereof based on detailed plans and specifications submitted by Tenant. Landlord’s approval may be withheld consent of Landlord in Landlord’s sole and absolute discretion if any Alterations could in Landlord’s judgment affect the structure of the Building or the electricaleach instance, mechanical, heating, ventilation or air conditioning, life safety or plumbing systems of the 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 which consent shall not be unreasonably withheld, conditioned or delayed. Without limiting Landlord may impose as a condition to such consent such requirements as Landlord may reasonably deem necessary, including, without limitation that: (a) Landlord be furnished with working drawings before work commences; (b) performance and labor and material payment bonds in form and amount and issued by a company satisfactory to Landlord be furnished; (c) Landlord approve the foregoing, all Alterations shall also contractor by whom the work is to be subject performed; (d) adequate course of construction and general liability insurance be in place and Landlord be named as an additional insured under the contractor's liability and property insurance policies; and (e) Landlord's instructions relating to the provisions of Section 11.2 belowmanner in which the work is to be performed and the times during which it is to be accomplished shall be complied with. Notwithstanding the foregoing, Tenant shall be permitted pay to make Alterations that do not affect the structure of the Building Landlord all costs incurred by Landlord for any architectural, engineering, supervisory 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 copies of all permits, plans and other related documents legal services in connection with any alterations, additions or improvements, including, without limitation, Landlord's review of the plans, specifications and budget for purposes of determining whether to consent. All such Alterations. (b) Any Alteration to the Premises shall alterations, additions or improvements must be at Tenant’s sole cost performed in a good and expense, workmanlike manner in compliance with all applicable Laws laws, rules and all requirements requested by Landlordregulations, including, without limitation, the requirements Americans with Disabilities Act of 1990, and diligently prosecuted to completion. Tenant shall deliver to Landlord upon commencement of such work, a copy of the building permit with respect thereto, and a certificate of occupancy or other final inspection and approval from the applicable governmental authority having jurisdiction over the Premises and the Project, if applicable, immediately upon completion of the work. All such work shall be performed so as not to obstruct the access to the premises of any insurer providing coverage for the Premises or other tenant in the Building or Project. Should Tenant make any part thereofalterations, and in accordance with plans and specifications approved in writing by additions or improvements without Landlord, and shall be constructed and installed by a contractor reasonably approved in writing by Landlord. As a further condition to giving 's prior written consent, with respect to Alterations that could affect the structural components or without satisfaction of any of the Building Systems or which conditions established by Landlord in the aggregate exceed One Million Dollars ($1,000,000.00) in costconjunction with granting such consent, Landlord may require Tenant to provide Landlord, at Tenant’s sole cost and expense, a payment and performance bond in form reasonably acceptable to Landlordshall have the right, 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 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 Alterations on an all-risk non-reporting form covering all improvements under construction, including building materials, and other insurance in amounts and against such risks as Landlord shall reasonably require in connection with the Alterations. In addition to and without limitation on the generality of any right or remedy Landlord may have under this Lease, at law or in equity, to require Tenant to remove all or some of the foregoingalterations, additions or improvements at Tenant's sole cost and restore the Premises to the same condition as existed prior to undertaking the alterations, additions or improvements, or if 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 ($3,000,000.00) 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 fail to do so, until Landlord may cause such removal or restoration to be performed at Tenant's expense and the cost thereof shall be Additional Rent to be paid by Tenant notifies immediately upon demand. Landlord shall have the right to require Tenant, at Tenant's expense, to remove any and all alterations, additions or improvements and to restore the Premises to its prior condition upon the expiration or sooner termination of this Lease. Tenant shall notify Landlord in writing at least ten (10) days prior to the commencement of any such work in or about the date Tenant desires to commence construction or installation of such Alterations Premises, and Landlord has approved such date shall have the right at any time and from time to time to post and maintain notices of non-responsibility in writing, in order that Landlord may post appropriate notices or about the Premises pursuant to avoid any liability to contractors or material suppliers for payment for Tenant’s improvementsapplicable laws. Tenant will at all times permit such notices to be posted and to remain posted until the completion of work8.

Alterations. Except for work or alterations of a cosmetic, decorative, non-structural nature, which do not: (a) involve in any manner the mechanical, electrical or plumbing systems in the Building; or (b) exceed the cost of $50,000.00 in the aggregate, which aggregate shall include any work performed in any other premises leased by Tenant in the Building pursuant to another lease with Landlord, in any six-month period, Tenant shall not before or during the Term make or suffer to be made do any alterations, additions or improvements work in or to about the Leased 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 or make any Alterations could in Landlord’s judgment affect the structure of the Building alterations or the electricaladditions thereto, mechanical, heating, ventilation or air conditioning, life safety or plumbing systems of the 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 which consent shall provide not be unreasonably withheld or delayed. All such work to which Landlord copies of all permits, plans and other related documents in connection with such Alterations. (b) Any Alteration to the Premises consents shall be performed and installed 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 insurer providing coverage for the Premises or the Building or any part thereof, and expense in accordance with plans and specifications approved in writing to be supplied by LandlordTenant, which plans and specifications, and the contractors, subcontractors and all suppliers of labor or materials shall in all instances first 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 components of 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 subject to Landlord’s approval, which shall not be unreasonably withheld or delayed. Landlord shall respond to any request by Tenant for Landlord’s approval, including any such request made in a principal amount not less than connection with the estimated costs of such AlterationsInitial Work, 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 other permits or licenses required must be furnished to Landlordwithin thirty (30) days, and, once if Landlord does not give its approval, Landlord shall specify its reasons for not giving its approval. During the Alterations beginperformance of any work, whether or not Landlord’s consent is required therefor, Tenant will diligently and continuously pursue their completion. shall maintain such insurance as Landlord may monitor construction reasonably require for the benefit of the Alterations and Landlord or such other parties as Landlord shall designate in writing. Tenant shall reimburse Landlord for its reasonable Landlord’s actual out-of-pocket costs (including, without limitation, the costs of any construction manager retained by Landlord) in reviewing Tenant’s plans and documents and in monitoring constructionfor any alterations requiring Landlord’s approval. 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 Alterations on an all-risk non-reporting form covering all improvements under construction, including building materials, and other insurance in amounts and against such risks as Landlord shall reasonably require provide Tenant with invoices from those professionals from whom Landlord incurred fees in support of Landlord’s demand for reimbursement in accordance with this Section. Landlord will make commercially reasonable efforts to cooperate with Tenant in connection with the Alterationsany application Tenant makes to obtain any permits, licenses, approvals and/or sign-offs necessary for any alterations or improvements Tenant makes pursuant to this Section. In addition to and without limitation on the generality Within 30 days of the foregoingcompletion of any alterations or improvements, regardless of whether Landlord’s consent is required therefor, Tenant shall ensure that its contractor(s) procure furnish Landlord with complete as-built sepia and maintain CAD drawings thereof. Landlord shall not charge Tenant a supervisory fee 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 ($3,000,000.00) 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)connection with work performed pursuant to this Section. (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 Alterations and Landlord has approved such date in writing, 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 notices to be posted and to remain posted until the completion of work.

Alterations. (a) Tenant shall not before or during the Term make or suffer to be made any no 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 Building or the electrical, mechanical, heating, ventilation or air conditioning, life safety or plumbing systems of the 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, howeverwhich consent may be given or withheld in Landlord's sole discretion. Notwithstanding the foregoing, that Tenant Landlord shall provide Landlord copies of all permitsnot unreasonably withhold its consent to any alterations, plans and other related documents in connection with such Alterations. (b) Any Alteration 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 (ii) affect or penetrate any of the structural portions of the Building, including but not limited to the roof, or (iii) require any change to the basic floor plan of the Premises, any change to any structural or mechanical systems of the Premises, or any governmental permit as a prerequisite to the construction thereof, or (iv) interfere in any manner with the proper functioning of or 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 Premises. 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 work be covered by a lien and completion bond satisfactory to Landlord and requirements as to the manner, time, and contractor for performance of the work. Tenant shall be at Tenant’s sole cost obtain all required permits for the work and expense, shall perform the work in compliance with all applicable Laws laws, regulations and ordinances, all requirements requested covenants, conditions and restrictions affecting the Project, and the Rules and Regulations (hereafter defined). 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 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 (including, if required by Landlord, includingLandlord's contractors) as Landlord may require in its sole discretion. Under no circumstances shall Tenant make any improvement which incorporates any Hazardous Materials, including without limitationlimitation asbestos-containing construction materials into the Premises. Any request for Landlord's consent shall be made in writing and shall contain architectural plans describing the work in detail reasonably satisfactory to Landlord. Unless Landlord otherwise agrees in writing, the requirements of any insurer providing coverage for all alterations, additions or improvements affixed to the Premises or (excluding moveable trade fixtures and furniture) shall become the Building or any part thereof, and in accordance with plans and specifications approved in writing by Landlord, property of Landlord and shall be constructed and installed by a contractor reasonably approved in writing by Landlord. As a further condition to giving consent, surrendered with respect to Alterations that could affect the structural components Premises at the end of the Building Systems or which in the aggregate exceed One Million Dollars ($1,000,000.00) in costTerm, except that Landlord may may, by notice to Tenant, require Tenant to provide Landlordremove by the Expiration Date, or sooner termination date of this Lease, all or any alterations, decorations, fixtures, additions, improvements and the like installed either by Tenant or by 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 's request and to ensure completion of workrepair any damage to the Premises arising from that removal. Before Alterations may beginExcept as otherwise provided in this Lease or in any Exhibit to this Lease, valid building permits should Landlord make any alteration or other permits or licenses required must be furnished improvement to Landlordthe Premises for Tenant, 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 Alterations on an all-risk non-reporting form covering all improvements under construction, including building materials, and other insurance in amounts and against such risks as Landlord shall reasonably require in connection with the Alterations. In addition be entitled to and without limitation on the generality of the foregoing, prompt reimbursement from 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 ($3,000,000.00) 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)all costs incurred. (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 Alterations and Landlord has approved such date in writing, 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 notices to be posted and to remain posted until the completion of work.

Alterations. (a) Tenant shall not before or during the Term make or suffer to be made any alterations, additions or improvements in without Landlord's approval, which shall not be unreasonably withheld or to delayed. In the Premises (herein collectively called “Alterations”) without first obtaining Landlord’s written approval thereof based on detailed event Tenant proposes any alterations, additions, or improvements, it shall submit a complete set of plans and specifications submitted relating thereto, prepared by Tenantany architect or professional engineer registered in the State of New Jersey to Landlord. Landlord’s , at its option, shall grant or deny approval within 15 days after receipt. Landlord may be withheld impose any conditions and/or requirements upon Tenant as Landlord considers necessary or prudent to protect Landlord's interest in Landlord’s sole the Premises. Tenant must agree in writing to adopt any such conditions and/or requirements before any approval is effective. If Landlord shall grant approval for the proposed work and absolute discretion if provided Tenant has agreed to any Alterations could in Landlord’s judgment affect conditions and/or requirements made a part of such approval, the structure following additional conditions shall apply: a. Prior to making any alterations, additions or improvements Tenant shall assure itself that the work will not impair the structural integrity of the Building or the electrical, mechanical, heating, ventilation or air conditioning, life safety or plumbing systems of the Building (collectively the “Building Systems”), be visible from outside the Premises, or require additional code compliance or similar any portion thereof. Approval of the proposed work not included in the Alterations; otherwise, Landlord’s consent by Landlord shall not be unreasonably withheld. Without limiting constitute or imply a warranty or representation by Landlord that the foregoingexisting Premises, 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 copies of all permits, plans and other related documents in connection with such Alterations. (b) 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 insurer providing coverage for the Premises or the Building or any part thereof, is adequate to withstand work proposed by Tenant. By making any alterations, additions, or improvements, Tenant expressly warrants that the same will not impair the structural integrity of the Premises nor any part thereof and are in accordance full compliance with the requirements of all governmental agencies or authorities having jurisdiction. Landlord reserves the right to approve or reject Tenant's contractor. If Tenant's proposed alteration involves a tie-in to building systems, Landlord further reserves the option of requiring Tenant to use Landlord's contractor. b. All costs related to the proposed work, irrespective of their nature, are the sole responsibility of Tenant and shall be promptly paid by Tenant at such time as they may be due. c. All contractors, labor and/or material suppliers, and similar parties shall agree, in writing, prior to the commencement of any work or procurement of materials, (1) to jointly comply with Tenant with the mechanics lien restrictions contained elsewhere in this Lease; (2) that they are entering into any agreements for labor and/or material with Tenant and not on behalf or for the benefit of Landlord; (3) that the work to be done shall be in conformance with the last plans and specifications approved by Landlord and that no changes shall be made thereto without the approval of Landlord and Tenant; and (4) that they, and their employees and other agents, shall comply with all rules and regulations contained in writing Tenant's Lease regarding their conduct on the Premises. Proof of such agreements shall be given to Landlord prior to the commencement of the proposed work. d. Tenant shall insure, indemnify and hold Landlord harmless for any loss to which Landlord may be subject or which Landlord may sustain relating to accidents, injury to persons (including death), property loss or damage of any nature whatsoever, regardless of cause, arising during or ensuing from the work undertaken by Tenant. e. All such alterations, additions and improvements upon completion shall immediately become the property of Landlord, without compensation by Landlord to Tenant or any other party, and simultaneously become part of the Premises, and Tenant's obligations and responsibilities pursuant to the terms and conditions of this Lease shall thenceforth apply to the aforementioned alterations, additions, or improvements. Upon the termination of the Tenant's lease and/or Tenant's vacating of the premises, Tenant shall remove said alterations, additions and improvements at Tenant's expense, if so requested 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 components . f. Upon completion of 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 other permits or licenses required must be furnished to Landlord, and, once the Alterations begin, Tenant will diligently submit to Landlord as-built drawings and continuously pursue their completion. Landlord may monitor construction certifications 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 Alterations on an all-risk non-reporting form covering all improvements under construction, including building materials, and other insurance in amounts and against such risks as Landlord shall reasonably require in connection with the 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 ($3,000,000.00) 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 Alterations and Landlord has approved such date in writing, 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 notices to be posted and to remain posted until inspections certifying the completion of workthe alteration, addition or improvement.

Alterations. (a) Except as set forth on Exhibit "A” attached hereto, Tenant shall not before or during the Term make or suffer cause to be made any alterations, additions or improvements in or install or cause to be installed any fixtures, signs, floor coverings, interior or exterior lighting, plumbing fixtures, or shades or awnings, or make any other changes to the Leased Premises (herein collectively called “Alterations”) without first obtaining Landlord’s 's written approval thereof based on detailed approval. Tenant shall present to the Landlord plans and specifications submitted for such work at the time approval is sought. In the event Landlord consents to the making of any alterations, additions, or improvements to the Leased Premises 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 Building or the electrical, mechanical, heating, ventilation or air conditioning, life safety or plumbing systems of the 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 same 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 made by Tenant shall provide Landlord copies of all permits, plans and other related documents in connection with such Alterations. (b) Any Alteration to the Premises shall be at Tenant’s 's sole cost and expense, in compliance with all applicable Laws and all requirements requested by Landlord, including, without limitation, the requirements of any insurer providing coverage for the Premises or the Building or any part thereof, and in 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, All such work with respect to Alterations that could affect the structural components of the Building Systems or which in the aggregate exceed One Million Dollars ($1,000,000.00) in costany alterations, Landlord may require Tenant to provide Landlordadditions, at Tenant’s sole cost and expense, a payment and performance bond in form reasonably acceptable to Landlord, changes shall be done in a principal amount not less than the estimated costs of good and workmanlike manner and diligently prosecuted to completion such Alterationsthat, 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 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 except as absolutely necessary during the course of constructionsuch work, the Leased Premises shall at its sole cost all times be a complete operating unit. Any such alterations, additions, or changes shall be performed and expense, builders’ risk insurance for the amount of the completed value of the Alterations on an all-risk non-reporting form covering done strictly in accordance with all improvements under construction, including building materials, laws and other insurance in amounts and against such risks as Landlord shall reasonably require in connection with the Alterationsordinances relating thereto. In addition to and without limitation on performing the generality of the foregoingwork or any such alterations, additions, or changes, Tenant shall ensure that its contractor(s) procure and maintain have the same performed in full force and effect during the course of construction such a “broad form” commercial general liability and property damage policy of insurance naming Landlord, Tenant and Landlord’s lenders, if any, manner as additional insureds. The minimum limit of coverage not to obstruct access to any portion of the aforesaid policy Building. Any alterations, additions, or improvements to or of the Leased Premises, including, but not limited to, wall covering, paneling, and built-in cabinet work, but excepting movable furniture and equipment, shall at once become a part of the realty and shall be in surrendered with the amount of not less than Three Million Dollars ($3,000,000.00) for injury or death of one person in any one accident or occurrence and in Premises unless Landlord otherwise elects at 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 end of the date Tenant desires to commence construction or installation of such Alterations and Landlord has approved such date in writing, 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 notices to be posted and to remain posted until the completion of workterm hereof.

Alterations. (a) Tenant shall not before create any openings in the roof or during the Term exterior walls, nor shall Tenant make any alterations or suffer to be made any alterations, additions or improvements in or to the Leased Premises (herein collectively called “Alterations”) without first obtaining Landlord’s the prior 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 consent of the Building or the electricalLandlord, mechanical, heating, ventilation or air conditioning, life safety or plumbing systems of the 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 which consent shall not be unreasonably withheld. Without limiting In the foregoingevent of an improvement or alteration, all Alterations Landlord shall also have the right to determine (at the time such approval is given) whether it shall be subject to left or removed at the provisions expiration or termination of Section 11.2 belowthe Lease, except as required by any governmental authority. Notwithstanding the foregoing, Tenant shall be permitted responsible to make Alterations that do not affect all additions, improvements, alterations, and repairs on 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 copies of all permits, plans Leased Premises and other related documents in connection with such Alterations. (b) Any Alteration on and to the Premises appurtenances and equipment thereof, required by any governmental authority or which may be made necessary by the act or neglect of any person, firm or corporation, private or public, claiming by, through or under Tenant. Any improvement or alteration shall be at Tenant’s sole cost done in a good and expense, workmanlike manner and in compliance with all applicable Laws permits and authorizations and building and zoning laws, and with all requirements requested by Landlordother laws, includingordinances, without limitationrules, the regulations, and requirements of any insurer providing coverage for the Premises or the Building or any part thereofall Federal, State, and municipal governments, departments, commissions, boards, and officers, and in accordance with plans and specifications approved in writing by Landlordthe orders, rules, 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 components regulations of the Building Systems National Board of Fire Underwriters or which in any other body exercising similar functions. Upon completion of any work by or on behalf of Tenant, the aggregate exceed One Million Dollars ($1,000,000.00) in cost, Tenant shall provide Landlord with such documents as 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 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 Landlordsworn contractor’s statements and supporting lien waivers) evidencing payment in reviewing plans and documents and in monitoring constructionfull for such work. Tenant shall maintain during the course of construction, at its sole cost and expense, builders’ risk insurance for the amount provide Landlord with sufficient advance written notice of the completed value commencement of any work which may result in a mechanic’s or materialman’s lien against the Alterations on an all-risk Leased Premises so that the Landlord can post sufficient notices of non-reporting form covering liability. Tenant shall be responsible to make all improvements under construction, including building materials, and other insurance alterations so that the Leased Premises are in amounts and against such risks as Landlord shall reasonably require in connection full compliance with the 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 ($3,000,000.00) 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)Americans with Disabilities Act. (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 Alterations and Landlord has approved such date in writing, 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 notices to be posted and to remain posted until the completion of work.

Alterations. (a) Tenant shall not before or during the Term make or suffer to be made any alterationsalteration, additions addition or improvements in improvement to or to of the Premises or any part thereof (collectively referred to herein collectively called as “Alterationsalterations”) without first obtaining Landlord’s (i) the prior 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 consent of the Building or the electrical, mechanical, heating, ventilation or air conditioning, life safety or plumbing systems of the Building Landlord (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 which consent shall not be unreasonably withheldwithheld 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 similar 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, all Alterations shall also be subject heating, 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 provisions Premises, together with all other alterations that have become an integral part of Section 11.2 below. Notwithstanding the foregoingProject in which the Premises are a part, Tenant shall be permitted to make Alterations that do not affect the structure and become part of the Building or Premises and belong to Landlord upon installation and shall not be deemed trade fixtures, and shall remain upon and be surrendered with the Building Systems that in Premises at the aggregate do not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) without termination of the prior written consent of Landlord; provided, however, that Tenant shall provide lease. If Landlord copies of all permits, plans and other related documents in connection with such Alterations. (b) Any Alteration consents to the Premises 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 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 sole cost a completion and expense, in compliance with all applicable Laws and all requirements requested by Landlord, including, without limitation, lien indemnity bond for such work. Upon the requirements of any insurer providing coverage for the Premises expiration or the Building or any part thereof, and in 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 components sooner termination of the Building Systems or which in the aggregate exceed One Million Dollars ($1,000,000.00) in costterm, Landlord may may, at is sole option, require Tenant to provide LandlordTenant, at Tenant’s sole cost and expense, a payment to promptly both remove any such alteration made by Tenant and performance bond in form reasonably acceptable designated by Landlord to Landlord, in a principal amount not less than be removed and repair any damage to the estimated costs of Premises caused by such Alterations, to ensure Landlord against any liability for mechanics’ removal. Any moveable furniture and materialmen’s liens and to ensure completion of work. Before Alterations may begin, valid building permits equipment or trade fixtures remaining on the Premises at the expiration or 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 termination of the Alterations term shall become the property of the Landlord unless promptly removed by Tenant. If during the term, and Tenant shall reimburse Landlord for its reasonable costs (includingsubject to paragraph 7 above, without limitationany alteration, addition or change of the costs Premises or the Project is required by law, regulation, ordinance or order of any construction manager retained by Landlord) in reviewing plans and documents and in monitoring construction. Tenant shall maintain during the course of constructionpublic or quasi-public authority, Tenant, at its sole cost and expense, builders’ risk insurance shall 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 amount of the completed value of the Alterations on an all-risk non-reporting form covering all improvements under constructionaffected tenants to individually make such alterations, including building materialsadditions or changes, and other insurance in amounts and against such risks as Landlord shall reasonably require in connection with make such alterations, additions or changes and the Alterations. In addition to cost thereof shall be a common area charge and without limitation on the generality of the foregoing, Tenant shall ensure that pay 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 ($3,000,000.00) 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 percentage share of such Alterations and cost to Landlord has approved such date as provided in writing, 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 notices to be posted and to remain posted until the completion of workparagraph 16.

Alterations. (a) Tenant TENANT shall not before or during the Term make or suffer to be made any alterations, additions or improvements in or to the Demised Premises (herein collectively called “Alterations”whether or not the same may be structural in nature) without first obtaining Landlord’s LANDLORD’S prior written approval thereof based on detailed plans consent. All alterations, additions, or improvements made to the Demised Premises, except movable furniture and specifications submitted by Tenant. Landlord’s approval may equipment installed at TENANT’S expense, shall be withheld in Landlord’s sole and absolute discretion if any Alterations could in Landlord’s judgment affect the structure property of the Building or LANDLORD and remain upon and be surrendered with the electrical, mechanical, heating, ventilation or air conditioning, life safety or plumbing systems Demised Premises at the expiration of the 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 term 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 Landlordthis Lease; provided, however, that Tenant LANDLORD may require TENANT to remove any additions made at TENANT’S request to the Demised Premises and to repair any damage caused by such removal, and provide further, that if TENANT has not removed its property and equipment within ten (10) days after the expiration or termination of this Lease, LANDLORD may elect to retain the same as abandoned property. In the event TENANT shall provide Landlord copies of all permitsrequest LANDLORD’S permission, and LANDLORD shall permit TENANT to perform any alterations, additions, improvements or repairs to the Demised Premises, TENANT shall (i) submit its plans and other related documents in connection with such Alterations. (b) Any Alteration specifications to LANDLORD for its approval prior to the Premises commencement of any construction, (ii) obtain all necessary permits prior to the commencement of any construction, (iii) only use contractors approved by LANDLORD, (iv) not permit any construction liens to be placed or remain on the Demised Premises. In the event a construction lien shall be at Tenant’s sole cost and expensefiled against the Demised Premises as a result of work undertaken by TENANT, TENANT shall within ten (10) days of receiving notice of such lien, discharge the lien of record either by payment of the indebtedness to the lien claimant or by filing a bond as security therefore. All such work made by or on behalf of TENANT shall be performed in compliance with all applicable Laws and all requirements requested by Landlord, including, without limitation, the requirements of any insurer providing coverage for the Premises or the Building or any part thereof, such manner as LANDLORD may designate and in accordance with plans all applicable laws and specifications approved in writing regulations of governmental authorities having jurisdiction over the same. All such work by LandlordTENANT or its contractors shall not interfere with, impede or delay any work by LANDLORD or its contractors, tenants or TENANT’S contractors. All contractors engaged by TENANT shall be bondable, licensed contractors, possessing good labor relations, 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 components capable of 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 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 Alterations on an all-risk non-reporting form covering all improvements under construction, including building materials, and other insurance in amounts and against such risks as Landlord shall reasonably require in connection with the 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 ($3,000,000.00) 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)performing quality workmanship. (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 Alterations and Landlord has approved such date in writing, 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 notices to be posted and to remain posted until the completion of work.

Alterations. (a) Tenant Brillian shall not before make any building or during the Term make leasehold alterations or suffer to be made any alterationsadditions, additions including remodeling or improvements in or to the Premises (herein collectively called “Alterations”) signage, without first obtaining Master Landlord’s written approval thereof based on detailed plans 's and specifications submitted by Tenant. TFS's consent, which TFS's and Master Landlord’s approval 's consent may be withheld in Landlord’s their sole discretion. If any 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 absolute discretion if to cause any Alterations could in Landlord’s judgment affect contract for work to be done at the structure Sublet Premises to contain a waiver of the Building 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 electrical, mechanical, heating, ventilation Sublet Premises or air conditioning, life safety or plumbing systems any other portion of the Building (collectively Building, shall be surrendered with the “Building Systems”), be visible from outside the Sublet Premises, or require additional code compliance or similar work not included in as a part thereof, at 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 end 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 LandlordSublease Term; provided, however, that Tenant 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 provide Landlord copies be deemed a part of the Sublet Premises and shall be maintained and repaired by Brillian in the same manner as that required for all permits, plans and other related documents in connection with such Alterationsportions of the Sublet Premises. (b) Any Alteration Brillian shall have the right to place a sign or signs on the facade of the Building, provided, however: (i) TFS (and the Master Landlord to the Premises extent that such consent from the Master Landlord is required under the Master Lease) shall have the right to consent to the size, style, and location of any such signs, which consent shall not be at Tenant’s sole cost and expense, in compliance unreasonably withheld or delayed; (ii) any such signs shall comply with all applicable Laws laws, rules, regulations, and all requirements requested by Landlordcovenants, includingconditions, without limitation, and restrictions of record; and (iii) TFS may require that Brillian remove any such signs at the requirements expiration of the Term and repair any insurer providing coverage for the Premises or damage to the Building or any part thereofcaused by such removal, and in 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 components of 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, all at Tenant’s Brillian'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 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 Alterations on an all-risk non-reporting form covering all improvements under construction, including building materials, and other insurance in amounts and against such risks as Landlord shall reasonably require in connection with the 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 ($3,000,000.00) 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 Alterations and Landlord has approved such date in writing, 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 notices to be posted and to remain posted until the completion of work.

Alterations. (a) Except as outlined in paragraph 20 herein, Tenant shall will not before make, or during the Term make or suffer permit anyone to be made make, any alterations, additions or improvements alterations in or additions 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 or Building; nor will it install any equipment of any kind that will require any alterations in Landlord’s sole and absolute discretion if any Alterations could in Landlord’s judgment affect or additions to the structure of the Building water system, plumbing system, heating system, air conditioning system, or the electricalelectrical system, mechanical, heating, ventilation or air conditioning, life safety or plumbing systems of the 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. If such consent shall be given by Landlord, however, that all such work shall be at Tenant’s expense and at such times and in such manner as Landlord may designate. Tenant shall provide Landlord copies of all permits, plans and other related documents in connection with such Alterations. (b) Any Alteration not permit any mechanic’s or materialmen’s liens to attach to the Premises or this leasehold interest. Tenant shall perform such alterations in accordance with all applicable governmental laws and ordinances and in accordance with the terms of this Lease. If any such alterations, additions or installations are made without such consent or contrary to the time and manner designated by Landlord, Landlord may correct or remove them and Tenant shall be liable for any and all expenses incurred by Landlord in the performance of this work. All alterations, additions or installations made by Tenant shall, unless Landlord elects otherwise, become the property of Landlord and shall remain upon the Premises. In the event Landlord shall elect to terminate this Lease prior to the end of the Term, such alterations, additions or installations by Tenant hereof may be removed by the Tenant and Tenant shall repair any damage caused by such removal, all 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 insurer providing coverage for the Premises or the Building or any part thereof, and in 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 components of 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 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 Alterations on an all-risk non-reporting form covering all improvements under construction, including building materials, and other insurance in amounts and against such risks as Landlord shall reasonably require in connection with the 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 ($3,000,000.00) 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 Alterations and Landlord has approved such date in writing, 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 notices to be posted and to remain posted until the completion of work.

Alterations. (a) Tenant shall not before or during Except for the Term make or suffer improvements to be made by Tenant pursuant to the Work Agreement, Tenant will not make or permit anyone to make any alterations, additions decorations, additions, or improvements improvements, structural or otherwise, 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 Building or the electrical, mechanical, heating, ventilation or air conditioning, life safety or plumbing systems of the Building (collectively the “Building Systems”), be visible from outside the Demised Premises, the Building, or require additional code compliance or similar work not included in the Alterations; otherwisegrounds, 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, howeverwhich may be withheld by Landlord in its sole discretion. All such alterations, that decorations, additions, or 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 shall provide agrees to obtain and deliver to Landlord copies written and unconditional waivers of mechanics’ liens upon the real property of which the Demised Premises are a part, for all permitswork, plans labor and other related documents services to be performed, and materials to be furnished by them in connection with such Alterations. (b) Any Alteration work, signed by all contractors, subcontractors, materialmen, and laborers to become involved in such work. If, notwithstanding the Premises shall be at Tenantforegoing, any mechanic’s, materialmen’s sole cost and expense, in compliance with all applicable Laws and all requirements requested by Landlord, including, without limitation, or other lien is filed against the requirements of any insurer providing coverage for the Demised Premises or the Building real property of which the Demised Premises are a part, for work claimed to have been done for, or any part thereofmaterials claimed to have been furnished to Tenant, and in accordance with plans and specifications approved in writing by Landlordsuch mechanic’s, and materialmen’s or other lien shall be constructed and installed discharged 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 components of the Building Systems or which in the aggregate exceed One Million Dollars Tenant within ten ($1,000,000.0010) in cost, Landlord may require Tenant to provide Landlorddays thereafter, at Tenant’s sole cost and expense, a by the 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 performance bond 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 form reasonably acceptable to 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 third parties in a principal amount 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 less than be deemed to be an agreement or consent by Landlord to subject Landlord’s interest in the estimated costs of such AlterationsDemised Premises, the Building, or the real property upon which the Building is situated, to ensure any mechanic’s, materialmen’s or other liens that may be filed in respect of any such alterations, decorations, additions, or improvements made by or on behalf of Tenant. Tenant shall and does hereby indemnify and hold Landlord harmless from and against any liability and all expenses, liens, claims, or damages to person or property that may or might arise by reason of making any such alterations, 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 Tenant shall be liable for mechanics’ any and materialmen’s liens and to ensure completion all expenses incurred by Landlord in the performance of this work. Before Alterations may beginAll alterations, valid building permits decorations, additions, or other permits improvements in or licenses required must to the Demised Premises or the Building made by either party shall, at Landlord’s election, immediately become the property of Landlord and shall remain upon and be furnished surrendered with the Demised Premises as a part thereof at the end of the Term hereof without disturbance, molestation, or 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 Landlordremove, andprior to the expiration or termination of the Term of this Lease, once all movable furniture, furnishings, or equipment installed in the Alterations beginDemised 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 will diligently shall remove the same at Tenant’s sole cost and continuously pursue their completion. expense and if Tenant fails to remove the same, then Landlord may monitor construction of remove the Alterations same at Tenant’s expense, and Tenant shall reimburse Landlord for its reasonable costs (includingthe reasonable, 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 out-of-pocket cost and expense, builders’ risk insurance for the amount of the completed value of the Alterations on an all-risk non-reporting form covering all improvements under construction, including building materials, and other insurance in amounts and against such risks as Landlord shall reasonably require in connection with the 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 ($3,000,000.00) 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 Alterations removal together with any and Landlord has approved such date in writing, in order all damages that Landlord may post appropriate notices to avoid any liability to contractors or material suppliers for payment for sustain by reason of such default by Tenant’s improvements. Tenant will at all times permit such notices to be posted and to remain posted until the completion of work.

Alterations. (a) Tenant Brillian shall not before make any building or during the Term make leasehold alterations or suffer to be made any alterationsadditions, additions including remodeling or improvements in or to the Premises (herein collectively called “Alterations”) signage, without first obtaining Master Landlord’s written approval thereof based on detailed plans and specifications submitted by Tenant. TFS’s consent, which TFS’s and Master Landlord’s approval consent may be withheld in Landlord’s their sole discretion. If any 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 absolute discretion if to cause any Alterations could in Landlord’s judgment affect contract for work to be done at the structure Sublet Premises to contain a waiver of the Building 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 electrical, mechanical, heating, ventilation Sublet Premises or air conditioning, life safety or plumbing systems any other portion of the Building (collectively Building, shall be surrendered with the “Building Systems”), be visible from outside the Sublet Premises, or require additional code compliance or similar work not included in as a part thereof, at 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 end 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 LandlordSublease Term; provided, however, that Tenant 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 provide Landlord copies be deemed a part of the Sublet Premises and shall be maintained and repaired by Brillian in the same manner as that required for all permits, plans and other related documents in connection with such Alterationsportions of the Sublet Premises. (b) Any Alteration Brillian shall have the right to place a sign or signs on the façade of the Building, provided, however: (i) TFS (and the Master Landlord to the Premises extent that such consent from the Master Landlord is required under the Master Lease) shall have the right to consent to the size, style, and location of any such signs, which consent shall not be at Tenant’s sole cost and expense, in compliance unreasonably withheld or delayed; (ii) any such signs shall comply with all applicable Laws laws, rules, regulations, and all requirements requested by Landlordcovenants, includingconditions, without limitation, and restrictions of record; and (iii) TFS may require that Brillian remove any such signs at the requirements expiration of the Term and repair any insurer providing coverage for the Premises or damage to the Building or any part thereofcaused by such removal, and in 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 components of 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, all at TenantBrillian’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 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 Alterations on an all-risk non-reporting form covering all improvements under construction, including building materials, and other insurance in amounts and against such risks as Landlord shall reasonably require in connection with the 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 ($3,000,000.00) 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 Alterations and Landlord has approved such date in writing, 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 notices to be posted and to remain posted until the completion of work.

Alterations. (a) Tenant shall not before or during the Term make or suffer to be made any alterations, repairs, additions or improvements in or install any Cable (collectively referred to the Premises (herein collectively called as “Alterations”) in the Premises, without first obtaining Landlord’s the written approval thereof based consent of Landlord in each instance, which consent shall not be unreasonably withheld, conditioned or delayed. “Cable” shall mean and refer to any electronic, fiber, phone and data cabling and related equipment that is installed by or for the exclusive benefit of Tenant or any party acting under or through Tenant. Prior to starting work on detailed any Alterations, Tenant shall furnish Landlord with plans and specifications (which shall be in CAD format if requested by Landlord); names of contractors reasonably acceptable to Landlord (provided that Landlord may reasonably designate specific contractors with respect to Base Building, as may be described more fully below, and provided further that it shall be reasonable for Landlord to require any contractor or subcontractor performing work on or about the Premises or Building to employ union labor and any construction manager utilized by Tenant to be a union-associated construction manager); required permits and approvals; evidence of contractor’s and subcontractor’s insurance in amounts reasonably required by Landlord and naming as additional insureds the Landlord, the managing agent for the Building, and such other Additional Insured Parties (as defined in Section 13) as Landlord may designate for such purposes; and any security for performance in amounts reasonably required by Landlord (except that Landlord may only require such security for any Alterations the cost of which is estimated to exceed $250,000.00 and Landlord shall not require any security for the Initial Tenant Work). All Cable shall be clearly marked with adhesive plastic labels (or plastic tags attached to such Cable with wire) to show Tenant’s name, suite number, and the purpose of such Cable (i) every 6 feet outside the Premises (specifically including, but not limited to, the electrical room risers and any Common Areas), and (ii) at the termination point(s) of such Cable. Material changes to the plans and specifications must also be submitted to Landlord for its approval. Alterations shall be constructed in a good and workmanlike manner using materials of a quality reasonably approved by Landlord, and Tenant shall ensure that no Alteration adversely affects any Building system or Landlord’s ability to perform its obligations hereunder. Tenant shall reimburse Landlord for any third-party expenses incurred by Landlord in connection with the review, inspection, and coordination of Tenant’s plans for Alterations and Tenant’s performance thereof, and pay to Landlord or its managing agent a fee for Landlord’s administrative oversight and coordination of any non-Cosmetic Alterations equal to 2% of the hard costs of such non-Cosmetic Alterations. Upon completion, Tenant shall furnish “as-built” plans (in CAD format, if requested by Landlord) for non-Cosmetic Alterations, customary AIA completion affidavits, full and final waivers of lien, and any applicable certificate of occupancy for the space affected by such Alterations. Landlord’s approval may of an Alteration shall not be withheld in deemed to be a representation by Landlord that the Alteration complies with Law or will not adversely affect any Building system. If any Alteration requires any change to the Base Building, any Building system, or any Common Area, then such changes shall be made at Tenant’s sole cost and expense and performed, at Landlord’s sole and absolute discretion if any Alterations could in election, either by Tenant’s contractor or a contractor engaged by Landlord’s judgment affect . Notwithstanding the structure of the Building or the electrical, mechanical, heating, ventilation or air conditioning, life safety or plumbing systems of the Building (collectively the “Building Systems”), be visible from outside the Premises, or require additional code compliance or similar work not included in the Alterations; otherwiseforegoing, Landlord’s consent shall not be unreasonably withheldrequired for any Alteration that satisfies all of the following criteria (a “Cosmetic Alteration”): (a) is of a cosmetic nature such as painting, wallpapering, hanging pictures and installing carpeting; (b) is not visible from the exterior of the Premises or Building; (c) will not affect the Base Building (defined in Section 5); and (d) does not require work to be performed inside the walls or above the ceiling of the Premises. Without limiting the foregoing, all Cosmetic Alterations shall also be subject to all the other provisions of this Section 11.2 below. Notwithstanding the foregoing8.03, 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 copies of all permits, plans and other related documents in connection with such Alterations. (b) Any Alteration to the Premises shall be at Tenant’s sole cost and expense, in compliance with all extent applicable Laws and all requirements requested by Landlord, including, without limitation, the requirements of any insurer providing coverage for the Premises or the Building or any part thereof, and in 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 components of 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 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 Alterations on an all-risk non-reporting form covering all improvements under construction, including building materials, and other insurance in amounts and against such risks as Landlord shall reasonably require in connection with the 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 ($3,000,000.00) 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)thereto. (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 Alterations and Landlord has approved such date in writing, 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 notices to be posted and to remain posted until the completion of work.

Alterations. (a) Except as otherwise allowed under this Lease, including, without limitation, the Work Letter Agreement, Tenant shall not before or during the Term make or suffer to be made any alterations, additions additions, or improvements in in, on, or to the Premises (herein collectively called “Alterations”) without first obtaining Landlord’s written approval or any part 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 Building or the electrical, mechanical, heating, ventilation or air conditioning, life safety or plumbing systems of the 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, howeverwhich consent shall not be unreasonably withheld, that Tenant and no such alterations, additions or improvements shall provide be made without the supervision of Landlord’s designated agent or representative. In the event Landlord copies of all permits, plans and other related documents in connection with such Alterations. (b) Any Alteration consents to the Premises making of any such alterations, additions, or improvements by Tenant, the same shall be made by Tenant, at Tenant’s 's sole cost and expense, in compliance accordance with all applicable Laws laws, ordinances, and regulations and all requirements requested by of Landlord, including, without limitation, the requirements of any insurer providing coverage for the Premises or the Building or any part thereof, 's and Tenant's insurance policies. All work shall be performed in accordance with plans and specifications approved by Landlord, and each contractor and subcontractor must first be approved in writing by Landlord, and or, at Landlord's option, the alteration, addition or improvement shall be constructed and installed made by a contractor reasonably approved in writing by Landlord. As a further condition to giving consentLandlord for Tenant's account, with respect to Alterations that could affect the structural components of 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 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 cost thereof upon demand. To the extent that Tenant requests that Landlord manage any construction manager retained services to the Premises, then Landlord may charge a fee for any and all such construction supervision provided 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 Alterations on an all-risk non-reporting form covering all improvements under construction, including building materials, and other insurance in amounts and against such risks as Landlord shall reasonably require ’s designated agents or representatives in connection with such alterations, additions or improvement to the AlterationsPremises by Tenant. In addition to and without limitation on the generality of the foregoingSuch fee, 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 at Landlord’s lendersoption, 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 ($3,000,000.00) 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 either a severability of interest clause fixed fee 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 fee calculated an hourly basis considering the time expended by Landlord’s agents or representatives in writing of the date Tenant desires to commence construction or installation of such Alterations and Landlord has approved such date in writing, in order that Landlord may post appropriate notices to avoid any liability to contractors or material suppliers for payment for supervising Tenant’s improvements. Tenant will at all times permit such notices to be posted and to remain posted until the completion of workconstruction.

Alterations. (a) Tenant shall not before or during the Term make or suffer to be made any no alterations, additions or improvements in or to the Premises (herein collectively called “Alterations”) without first obtaining Landlord’s 's prior 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 Building or the electricalconsent, mechanical, heating, ventilation or air conditioning, life safety or plumbing systems of the 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 which consent shall not be unreasonably withheldwithheld or delayed, and then only by contractors or mechanics reasonably approved by Landlord, which approval shall not be unreasonably delayed. Without limiting the foregoingTenant shall submit to Landlord plans and specifications for any proposed alterations, all Alterations shall also be subject additions or improvements to the provisions Premises, and may not make such alterations, additions or improvements until Landlord has approved of Section 11.2 belowsuch plans and specifications. Notwithstanding the foregoing, Tenant shall construct such alterations, additions or improvements in accordance with the plans and specifications approved by Landlord, and shall not amend or modify such plans and specifications without Landlord's prior written consent, which consent shall not be permitted unreasonably withheld or delayed. If the proposed change requires the consent or approval of any lessor of a superior lease, or the holder of a mortgage encumbering the Premises, such consent or approval must be secured prior to make Alterations the construction of such alteration, addition or improvement. Tenant agrees that do not affect the structure there shall be no construction of partitions or 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 or facilities. All such work shall be done at such times and in such manner as Landlord may from time to time designate. 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 Pacific Fire Rating Bureau, and of any similar body. Before commencing any work, Tenant shall give Landlord at least ten (10) days written notice of the proposed commencement of such work and shall, if reasonably required by Landlord based upon the reputation and financial capability of the contractor and the nature of the work to be performed (including Landlord's particular reasons therefor), secure at Tenant's own post and expense, a completion and lien indemnity bond reasonably satisfactory to Landlord for said work. Tenant further covenants and agrees that any mechanic's lien filed against the Premises or against the Building Systems 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 twenty (20) days after the filing thereof, at the cost and expense of Tenant, except that Tenant shall not be obligated to so discharge such lien prior to ten (10) days following Tenant's receipt of notice of the existence thereof. As long as Tenant properly discharges the lien by bond or otherwise, as provided above, Tenant shall have the right to contest such lien in accordance with applicable law. All alterations, additions or improvements upon the aggregate do Premises made by either party, including (without limiting the generality of the foregoing) all wallcovering, 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, as a part thereof, at the end of the Term hereof, except that Landlord may, by written notice to Tenant at the time Landlord consents to such alteration, or within twenty (20) days after receipt of notice thereof, if no consent is required, require Tenant to remove at the end of the Term, all partitions, counters, railings 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 all costs arising from such removal. Notwithstanding any contrary provision of this Subparagraph 14(a), Landlord's prior consent shall not be required for any nonstructural alteration to the Premises, the cost of which does not exceed Two Hundred Fifty Thirty Thousand Dollars ($250,000.00) without 30,000.00), as long as such alteration does not affect the prior written consent structural integrity of Landlordthe Building, does not adversely affect the Building systems and is not visible from the exterior of the Premises; provided, however, that Tenant all other provisions of this Subparagraph 14(a) shall be applicable to any such alteration, including, but not limited to Tenant's obligation to provide Landlord copies with prior written notice of all permitsany such alteration, along with the plans and other specifications related documents in connection with such Alterationsthereto, if appropriate. (b) Any Alteration to All articles of personal property and all business and trade fixtures, machinery and equipment, furniture and movable partitions owned by Tenant or installed by Tenant at its expense in the Premises shall be and remain the property of Tenant and may be removed by Tenant at Tenant’s sole cost and expenseany time during the Lease Term when Tenant is not in default hereunder, in compliance with or within fifteen (15) days following the end of such Lease Term. If Tenant shall fail to remove all applicable Laws and all requirements requested by Landlord, including, without limitation, the requirements of any insurer providing coverage for its effects from the Premises or the Building or within fifteen (15) days after termination of this Lease for any part thereof, and in 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 components of the Building Systems or which in the aggregate exceed One Million Dollars ($1,000,000.00) in costcause whatsoever, 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 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 constructionmay, at its sole cost option, remove the same in any manner that Landlord shall choose, and expensestore said effects without liability to Tenant for loss thereof. In such event, builders’ risk insurance for the amount of the completed value of the Alterations on an all-risk non-reporting form covering Tenant agrees to pay Landlord upon demand any and all improvements under constructionexpenses incurred in such removal, including building materialscourt costs and attorneys' fees and storage charges on such effects, and other insurance in amounts and against such risks as Landlord shall reasonably require in connection with for any length of time that the 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 same shall be in Landlord's possession. Landlord may, at its option, without notice, sell said effects, or any of the amount same, at private sale and without legal process, for such price as Landlord may obtain and apply the proceeds of not less than Three Million Dollars ($3,000,000.00) for injury or death of one person in such sale upon 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 amounts due under this Lease from Tenant to Landlord and Tenant against liability for property damage upon the expense incident to the removal and sale of at least Three Million Dollars ($3,000,000.00)said effects. (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 Alterations and Landlord has approved such date in writing, 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 notices to be posted and to remain posted until the completion of work.

Alterations. (a1) Prior to making any Alterations, Tenant shall (i) submit to Landlord detailed plans and specifications for approval by the Landlord (including layout, architectural, electrical, mechanical and structural drawings) and that comply with all Requirements for each proposed Alteration, and Tenant shall not before or during the Term make or suffer to be made commence any alterations, additions or improvements in or to the Premises (herein collectively called “Alterations”) such Alteration without first obtaining Landlord’s written 's approval of such plans and specifications, (ii) at Tenant's expense, obtain all permits, approvals and certificates required by any Governmental Authorities, and (iii) furnish to Landlord duplicate original policies or certificates thereof based on detailed for 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, naming Landlord and its agents and any Mortgagee, as additional insureds. Upon completion of such Alteration, Tenant, at Tenant's expense, shall obtain certificates of final approval of such Alterations required by any Governmental Authority and shall furnish Landlord with copies thereof, together with the "as-built" plans and specifications submitted for such Alterations. All Alterations shall be made and performed in accordance with the plans and specifications therefor as approved by TenantLandlord and otherwise in accordance with all Requirements. Landlord’s approval may All materials and equipment to be withheld incorporated in Landlord’s sole and absolute discretion if the Premises as a result of any Alterations could in Landlord’s judgment affect the structure of the Building shall be first quality and no such materials or the electrical, mechanical, heating, ventilation or air conditioning, life safety or plumbing systems of the 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 equipment shall not be unreasonably withheld. Without limiting the foregoing, all Alterations shall also be subject to any lien, encumbrance, chattel mortgage, title retention or security agreement. (2) Landlord reserves the provisions right to disapprove any plans and specifications, in whole or in part, to reserve approval of Section 11.2 belowitems shown thereon pending its review and approval of other plans and specifications, and to condition its approval upon Tenant making revisions to the plans and specifications or supplying additional information. Tenant agrees that any review or approval by Landlord of any plans and/or specifications with respect to any Alteration is solely for Landlord's benefit, and without any representation or warranty whatsoever to Tenant or any other Person with respect to the adequacy, correctness or sufficiency thereof or with respect to Requirements or otherwise. (B) All Alterations shall become a part of the Premises and shall be Landlord's property from and after the installation thereof and may not be removed or changed without Landlord's prior written consent. Notwithstanding the foregoing, Tenant shall be permitted Landlord, upon notice given at least thirty (30) days prior to make Alterations that do not affect the structure Expiration Date or upon such shorter notice as is reasonable under the circumstances upon the earlier expiration of the Building Term, may require Tenant to remove any specified Alterations and to repair and restore in a good and workmanlike manner any damage to the Premises caused by such removal all at Tenant's sole cost and expense. All Tenant's Property shall remain the property of Tenant and, on or before the Building Systems that in Expiration Date or earlier end of the aggregate do not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) without Term, may be removed from the prior written consent of LandlordPremises by Tenant at Tenant's sole cost and expense; provided, however, that Tenant shall provide Landlord copies repair and restore in a good and workmanlike manner any damage to the Premises caused by such removal. The provisions of all permits, plans and other related documents in connection with such Alterationsthis Section 6.1(B) shall survive the expiration or earlier termination of this Lease. (b1) Any Alteration to the Premises and all Alterations shall be performed, at Tenant’s 's sole cost and expense, in compliance with all applicable Laws and all requirements requested by Landlordcontractors, including, without limitation, the requirements of any insurer providing coverage for the Premises subcontractors or the Building or any part thereof, and in accordance with plans and specifications approved in writing by Landlord, and shall be constructed and installed by a contractor reasonably mechanics previously approved in writing by Landlord. As Prior to making an Alteration, at Tenant's request, Landlord shall furnish Tenant with a further condition list of contractors who may perform Alterations to giving consentthe Premises on behalf of Tenant. (2) Notwithstanding the terms and conditions of Section 6.1(C)(1) hereof, with respect to Alterations that could affect any Alteration affecting any Building Systems, (i) Tenant shall only employ Landlord's designated contractor, and (ii) the structural components Alteration shall, at Tenant's expense, be designed by Landlord's engineer. (1) Any mechanic's lien filed against the Premises for work claimed to have been done for, or materials claimed to have been furnished to, Tenant shall be canceled or discharged by Tenant, at Tenant's expense, within twenty (20) days after such lien shall be filed, by payment or filing of the Building Systems bond required by law, and Tenant shall indemnify and hold Landlord harmless from and against any and all costs, expenses, claims, losses or which damages resulting therefrom by reason thereof. (2) If Tenant shall fail to discharge such mechanic's lien within the aforesaid period, then, in the aggregate exceed One Million Dollars ($1,000,000.00) in costaddition to any other right or remedy of Landlord, Landlord may require may, but shall not be obligated to, discharge the same either by paying the amount claimed to be due or by procuring the discharge of such lien by deposit in court or bonding, and in any such event, Landlord shall be entitled, if Landlord so elects, to compel the prosecution of an action for the foreclosure of such mechanics lien by the lienor and to pay the amount of the judgment, if any, in favor of the lienor, with interest, costs and allowances. (3) Any amount paid by Landlord for any of the aforesaid charges and for all expenses of Landlord (including, but not limited to, attorneys' fees and disbursements) incurred in defending any such action, discharging said lien or in procuring the discharge of said lien, with interest on all such amounts at the maximum legal rate of interest then chargeable to Tenant to provide from the date of payment, shall be repaid by Tenant within ten (10) days after written demand therefor, and all amounts so repayable, together with such interest, shall be considered Additional Rent. SECTION 6.2. Landlord, at Tenant’s sole cost and 's expense, a payment and performance bond upon the request of Tenant, shall join in form reasonably acceptable any applications for any permits, approvals or certificates required to Landlordbe obtained by Tenant in connection with any permitted Alteration (provided that the provisions of the applicable Requirements shall require that Landlord join in such application) and shall otherwise cooperate with Tenant in connection therewith; provided, however, that Landlord shall not be obligated to incur any cost or expense or liability in a principal amount not less than connection therewith. SECTION 6.3. Tenant shall furnish to Landlord copies of records of all Alterations and of the estimated costs cost thereof within fifteen (15) days after the completion 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 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. SECTION 6.4. Tenant shall maintain not, at any time prior to or during the course of constructionTerm, at its sole cost and expensedirectly or indirectly, builders’ risk insurance for employ, or permit the amount of employment of, any contractor, mechanic or laborer in the completed value of the Alterations on an all-risk non-reporting form covering all improvements under constructionPremises, including building materials, and other insurance in amounts and against such risks as Landlord shall reasonably require whether in connection with any Alteration or otherwise, if such employment would interfere or cause any conflict with other contractors, mechanics or laborers engaged in the Alterations. In addition to and without limitation on the generality construction, maintenance or operation 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 Premises by Landlord, Tenant and or others, or of any other property owned by Landlord’s lenders. In the event of any such interference or conflict, if anyTenant, as additional insureds. The minimum limit upon demand of coverage of Landlord, shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the aforesaid policy shall be in the amount of not less than Three Million Dollars ($3,000,000.00) 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)Premises immediately. (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 Alterations and Landlord has approved such date in writing, 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 notices to be posted and to remain posted until the completion of work.

Alterations. (a) Except as otherwise set out in Section 5.1(f), Tenant shall not before or during the Term make or suffer permit to be made any alterationsAlterations without Landlord's prior written consent. Reference is made to Exhibit "G" hereto, additions or improvements in or which contains the Tenant Design and Construction Standards applicable to the Premises Building, which is incorporated by reference in this Lease. Landlord reserves the right to make reasonable changes and additions thereto. (herein collectively called “1) Prior to making any such Alterations”, Tenant shall (i) submit to Landlord two (2) sets of detailed plans and specifications (including layout, architectural, electrical, mechanical and structural drawings) that comply with all Requirements for each proposed Alteration, and Tenant shall not commence any such Alteration without first obtaining Landlord’s written 's approval thereof based on detailed of such plans and specifications submitted by Tenant. Landlord’s specifications, which approval may be withheld in Landlord’s sole and absolute discretion if any Alterations could in Landlord’s judgment affect the structure of the Building or the electrical, mechanical, heating, ventilation or air conditioning, life safety or plumbing systems of the 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 withheldwithheld or delayed, (ii) at Tenant's expense, obtain all permits, approvals and certificates required by any Governmental Authorities, and (iii) furnish to Landlord duplicate original policies or certificates thereof of 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, naming Landlord and its agents, any Lessor and any Mortgagee, as additional insureds. Without limiting Upon completion of such Alteration, Tenant, at Tenant's expense, shall obtain certificates of final approval of such Alterations required by any Governmental Authority and shall furnish Landlord with copies thereof, together with the foregoing"as built" plans and specifications for such Alterations. All Alterations shall be made and performed in accordance with the plans and specifications therefor as approved by Landlord, all Requirements, Restrictive Covenants, and the Rules and Regulations. All materials and equipment to be incorporated in the Premises as a result of any Alterations shall also be first quality and no such materials or equipment shall be subject to any lien, encumbrance, chattel mortgage, title retention or security agreement. In addition, any such Alteration for which the provisions cost of Section 11.2 belowlabor and materials (as estimated by Landlord's architect, engineer or contractor) is in excess of Seventy-Five Thousand Dollars ($75,000.00), either individually or in the aggregate with any other Alteration constructed in any twelve (12) month period, shall be performed only under the supervision of a licensed architect satisfactory to Landlord. (2) Landlord reserves the right to disapprove any plans and specifications in whole or in part, to reserve approval of items shown thereon pending its review and approval of other plans and specifications, and to condition its approval upon Tenant making revisions to the plans and specifications or supplying additional information; provided, however, that Landlord shall be reasonable in its exercise of these rights. Additionally, Landlord shall be deemed to have approved Tenant's plans and specifications if Landlord fails to respond to Tenant's plans and specifications within fifteen (15) days of Landlord's receipt thereof. Tenant agrees that any review or approval by Landlord of any plans and/or specifications with respect to any Alteration is solely for Landlord's benefit, and without any representation or warranty whatsoever to Tenant or any other Person with respect to the adequacy, correctness or sufficiency thereof or with respect to Requirements, Restrictive Covenants or otherwise. (c) Alterations shall be performed at Tenant's expense and at such times and in such manner as Landlord may from time to time reasonably designate, unless, at the time of the Alterations, Tenant is the only occupant of the Building and Building No. 2, in which event, Tenant may control the times and manner (but always in accordance with all Requirements) to perform the Alterations. All Alterations shall become a part of the Building and shall be Landlord's property from and after the installation thereof and may not be removed or changed without Landlord's consent. Notwithstanding the foregoing, however, Landlord, upon notice given at least sixty (60) days prior to the Expiration Date or upon such shorter notice as is reasonable under the circumstances upon the earlier expiration of the Term, may require Tenant to remove any specified Alterations (other than those comprising part of Building Standard Condition) and to repair and restore in a good and workmanlike manner to Building Standard Condition (reasonable wear and tear excepted) any damage to the Premises or the Building caused by such removal. All Tenant's Property shall remain the property of Tenant and, unless Landlord and Tenant shall agree otherwise, on or before the Expiration Date shall, at Tenant's cost, be removed from the Premises by Tenant, and Tenant shall repair and restore in a good and workmanlike manner to Building Standard Condition (reasonable wear and tear excepted) any damage to the Premises or the Building caused by such removal. The provisions of this Section 5.1(c) shall survive the expiration or earlier termination of this Lease. (1) All Alterations shall be performed, at Tenant's sole cost and expense, by contractors, subcontractors or mechanics approved by Landlord in Landlord's reasonable discretion. (2) Notwithstanding the foregoing, with respect to any Alteration affecting any Building Systems, (i) Tenant, if required by Landlord, shall employ Landlord's or the Manager's designated contractor, and (ii) the Alteration shall, if required by Landlord, at Tenant's expense, be designed by either Landlord's or the Manager's engineer. (1) Any mechanic's lien filed against the Premises or the Real Property for work claimed to have been done for, or materials claimed to have been furnished to, Tenant shall be canceled or discharged by Tenant, at Tenant's expense, within twenty (20) days after such lien shall be filed, by payment or filing of the bond required by law, and Tenant shall indemnify and hold Landlord harmless from and against any and all costs, expenses, claims, losses or damages resulting therefrom by reason thereof. (2) If Tenant shall fail to discharge such mechanic's lien within the aforesaid period, then, in addition to any other right or remedy of Landlord, Landlord may, but shall not be obligated to, discharge the same either by paying the amount claimed to be due or by procuring the discharge of such lien by deposit in court or bonding, and in any such event, Landlord shall be entitled, if Landlord so elects, to compel the prosecution of an action for the foreclosure of such mechanic's lien by the lienor and to pay the amount of the judgment, if any, in favor of the lienor, with interest, costs and allowances. (3) Any amount paid by Landlord for any of the aforesaid charges and for all expenses of Landlord (including, but not limited to, attorneys' fees and disbursements) incurred in defending any such action, discharging said lien or in procuring the discharge of said lien, with interest on all such amounts at the maximum legal rate of interest then chargeable to Tenant from the date of payment, shall be repaid by Tenant within ten (10) days after written demand therefor, and all amounts so repayable, together with such interest, shall be considered Additional Rent. (f) Notwithstanding anything to the contrary set forth in this Article V, Tenant, without Landlord's consent, is permitted to make Alterations that to the Premises which relate only to the cosmetic appearance, nonstructural components, and/or non-load-bearing portions of the Premises (and which do not affect the structure structural and/or load-bearing elements of the Building or the Building Systems that Systems), provided such Alterations do not cost, in the aggregate do not exceed Two Hundred Fifty aggregate, more than Seventy-Five Thousand Dollars ($250,000.0075,000.00) without during any twelve (12) month period during the prior written consent of Landlord; provided, however, that Term. Section 5.2. Tenant shall provide reimburse Landlord, within five (5) Business Days after demand therefor, for any reasonable out-of-pocket expense incurred by Landlord for reviewing the plans and specifications for any Alterations or inspecting the progress of completion of the same. Section 5.3. Landlord, at Tenant's expense, and upon the request of Tenant, shall join in any applications for any permits, approvals or certificates required to be obtained by Tenant in connection with any permitted Alteration (provided that the provisions of the applicable Requirements shall require that Landlord join in such application) and shall otherwise cooperate with Tenant in connection therewith, provided that Landlord shall not be obligated to incur any cost or expense or liability in connection therewith. Section 5.4. Tenant shall furnish to Landlord copies of records of all permits, plans Alterations and other related documents in connection with of the cost thereof within fifteen (15) days after the completion of such Alterations. (b) Any Section 5.5. TENANT HEREBY ACCEPTS THE PREMISES "AS IS, WHERE IS," AND WITHOUT ANY WARRANTY, EXPRESS OR IMPLIED, EXCEPT AS OTHERWISE SET FORTH IN THIS LEASE. Section 5.6. Tenant shall not, at any time prior to or during the Term, directly or indirectly employ, or permit the employment of, any contractor, mechanic or laborer in the Premises, whether in connection with any Alteration to or otherwise, if such employment would unreasonably interfere or cause any unreasonable conflict with other contractors, mechanics or laborers engaged in the Premises shall be at Tenant’s sole cost and expenseconstruction, in compliance with all applicable Laws and all requirements requested maintenance or operation of the Building by Landlord, includingTenant or others, without limitation, the requirements or of any insurer providing coverage for other property owned by Landlord. In the Premises event of any such unreasonable interference or conflict, Tenant, upon demand of Landlord, shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building or immediately. Section 5.7. During the course of any part thereof, Alteration and in accordance with plans and specifications approved in writing any construction by Landlord, and shall be constructed and installed by a contractor reasonably approved in writing by Landlord. As a further condition whether on the Land or on any real property adjacent to giving consent, with respect to Alterations that could affect the structural components of the Building Systems or which in the aggregate exceed One Million Dollars ($1,000,000.00) in costLand, 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 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 Alterations on an all-risk non-reporting form covering all improvements under construction, including building materials, and other insurance in amounts and against such risks as Landlord shall reasonably require in connection cooperate with the 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 ($3,000,000.00) 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 occurrenceeach other, and shall contain a severability of interest clause or a cross liability endorsement. Such insurance shall further insure Landlord cause their contractors and Tenant against liability for property damage of at least Three Million Dollars ($3,000,000.00)subcontractors to cooperate, so as to minimize interruption and interference with each other's construction activities. (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 Alterations and Landlord has approved such date in writing, 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 notices to be posted and to remain posted until the completion of work.

Alterations. Anything in Article 3 to the contrary notwithstanding, Landlord shall not unreasonably withhold or delay approval of written requests of Tenant to make non-structural interior alterations, decorations, additions and improvements (herein referred to as "alterations") in the demised premises, provided that such alterations do not adversely affect utility services or plumbing and electrical lines or other systems of the building, and provided that all such alterations shall be performed in accordance with the following conditions: (a) Tenant shall not before or during the Term make or suffer to be made any 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 Building or the electrical, mechanical, heating, ventilation or air conditioning, life safety or plumbing systems of the 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 All such alterations costing more than $10,000 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 copies of all permits, plans and other related documents in connection with such Alterations. (b) 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 insurer providing coverage for the Premises or the Building or any part thereof, and performed in 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 first submitted to giving consent, with respect to Alterations that could affect the structural components of 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 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 prior written approval which will not be unreasonably delayed or withheld. (includingb) All alterations shall be done in a good and workmanlike manner. All alterations shall be done in compliance with all other applicable provisions of this Lease and with all applicable laws, without limitationordinances, directions, rules and regulations of governmental authorities having jurisdiction; and Tenant shall, prior to the costs commencement of any construction manager retained by Landlord) in reviewing plans and documents and in monitoring construction. Tenant shall maintain during the course of constructionsuch alterations, at its sole cost and expense, builders’ risk insurance for the amount of the completed value of the Alterations on an all-risk non-reporting form covering all improvements under construction, including building materials, obtain and other insurance in amounts and against such risks as exhibit to Landlord shall reasonably require any governmental permit required in connection with the 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 ($3,000,000.00) 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)such alterations. (c) All work in connection with alterations shall be performed with union labor having the proper jurisdictional qualifications. (d) Tenant agrees not shall keep the building and the demised premises free and clear of all liens for any work or material claimed to proceed have been furnished to make Tenant or to the demised premises. (e) Prior to the commencement of any Alterationswork by or for Tenant, notwithstanding consent from Tenant shall furnish to Landlord to do so, until Tenant notifies Landlord in writing certificates evidencing the existence of the date following insurance: (i) Workmen's compensation insurance covering all persons employed for such work and with respect to whom death or bodily injury claims could be asserted against Landlord, Tenant desires or the demised premises. (ii) General liability insurance naming Landlord, its designees, and Tenant as insureds, with limits of not less than $500,000 in the event of bodily injury to commence construction or installation one person and not less than $1,000,000 in the event of bodily injury to any number of persons in any one occurrence, and with limits of not less than $50,000 for property damage. Tenant, at its sole cost and expense, shall cause all such Alterations and Landlord has approved such date in writing, in order that Landlord may post appropriate notices insurance to avoid any liability to contractors or material suppliers for payment for Tenant’s improvements. Tenant will be maintained at all times permit such notices when the work to be posted performed for or by Tenant is in progress. All such insurance shall be in a company authorized to do business in New York and all policies, or certificates therefor, issued by the insurer and bearing notations evidencing the payment of premiums, shall be delivered to Landlord. (f) All work to be performed by Tenant shall be done in a manner which will not unreasonably interfere with or disturb other tenants and occupants of the building. (g) Tenant shall not be required to remove any fixtures, panelling, partitions, railings or other installations presently constituting a part of the demised premises, constituting a part of the initial fitting up of the demised premises for Tenant's occupancy or installed by Landlord at its expense. (h) All trade fixtures and other movable property installed by Tenant in the demised premises shall remain posted until Tenant's property and shall be removed by Tenant on or before the completion expiration date, provided only that Tenant shall repair any resultant damage to the demised premises. (i) Any alterations to be made by Tenant (other than plumbing and electrical work) may be performed by any reputable contractor or mechanic (collectively "Contractor") selected by Tenant and approved by Landlord, which approval Landlord agrees it will not unreasonably withhold or delay, provided the Contractor's performance of workthe alterations would not result in any labor discord in the Building. (j) Tenant may, at any time during the Term, remove any alteration made by Tenant, solely at its expense, provided Tenant promptly repairs any damage resulting from such removal. (k) Any restoration or repair which Tenant is required to make (whether structural or non-structural) shall be of quality or class equal to the then Building Standard.

Alterations. (a) Tenant shall not before or during have the Term make or suffer right to be made any make, at its sole expense, alterations, additions modifications, additional installations, substitutions, improvements, renovations or improvements in betterments made at 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 Building or the electrical, mechanical, heating, ventilation or air conditioning, life safety or plumbing systems of the Building (collectively the “Building Systems”), be visible from outside the Premises, or require additional code compliance or similar work not included in any part thereof, from and after the Alterations; otherwisecompletion of the Initial Construction (collectively, Landlord’s consent shall not be unreasonably withheld. Without limiting “ALTERATIONS”, but excluding the foregoingaddition, all Alterations shall also be renewal and replacement of FF&E), subject to the provisions of requirements set forth in this 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 copies of all permits, plans and other related documents in connection with such Alterations3.2. (bi) Any Alteration to the Premises shall be Tenant, at Tenant’s sole cost and its expense, shall obtain all necessary permits and certificates from Governmental Authorities for the commencement and prosecution of any Alterations and final approval from Governmental Authorities and upon completion, promptly deliver copies of the same to Landlord and cause any Alterations to be performed in compliance with all applicable Laws Legal Requirements and all requirements requested by Landlord, including, without limitation, the requirements of any insurer providing coverage for Permitted Leasehold Mortgagees and insurers of the Premises or the Building or any part thereofPremises, and in accordance a good and workmanlike manner, using materials and equipment at least equal in quality to the original quality of the installations at the Premises that are being replaced. (ii) The Landlord (solely in its capacity as the owner of the Sites) shall reasonably cooperate with plans Tenant in obtaining the permits and specifications approved approvals required to be issued by Governmental Authorities in writing connection with construction on the Premises, including Alterations, required pursuant to the terms of this Lease and any necessary utility access agreements, shall sign any application reasonably made by Tenant which is required in order to obtain such permits and approvals and utility access agreements and shall provide Tenant with any information and/or documentation not otherwise reasonably available to Tenant (if available to the Landlord) which is necessary to procure such permits and approvals and utility access agreements. Tenant shall reimburse the Landlord, within ten (10) days after the Landlord’s demand accompanied by reasonably sufficient documentation, for any reasonable out-of-pocket cost or expense incurred by the Landlord in connection with Landlord’s assistance in obtaining the permits and approvals and utility access agreements. Notwithstanding anything to the contrary contained in the foregoing sentence, for so long as an Affiliate of Landlord owns, directly or indirectly, an equity interest in Tenant, Landlord shall not be entitled to any such reimbursement from Tenant other than as provided in the Partnership Agreement. (iii) No Alteration materially affecting the structural portions, roofs or the heating, air conditioning, elevator, plumbing, electrical, sanitary, mechanical or other service or utility systems of such Property shall be constructed undertaken except under the supervision of a licensed architect or licensed professional engineer. (iv) The costs of all Alterations shall be borne by Tenant. (v) Landlord and installed by a contractor reasonably approved in writing by Landlord. As a further condition Tenant acknowledge and agree that any Alterations shall be subject to giving consent, the approval rights of the Theme Park Owner with respect to Alterations that could affect the structural components of the Building Systems or which Creative Aspects (as defined in the aggregate exceed One Million Dollars Resort Agreement) as set forth in the Resort Agreement; provided, that to the extent there is any conflict arising out of Landlord’s approval rights pursuant to clause ($1,000,000.00i) in cost, Landlord may require Tenant or (ii) of Section 3.2(c) and the Theme Park Owner’s approval rights pursuant 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 other permits or licenses Resort Agreement as 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 Alterations on an all-risk non-reporting form covering all improvements under construction, including building materials, and other insurance in amounts and against such risks as Landlord shall reasonably require in connection with the 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 Landlordthereby, Tenant and Landlord’s lenders, if any, as additional insureds. The minimum limit of coverage Landlord acknowledge and agree that the rights of the aforesaid policy Theme Park Owner shall be in the amount of not less than Three Million Dollars ($3,000,000.00) for injury or death of one person in any one accident or occurrence govern 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)control. (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 Alterations and Landlord has approved such date in writing, 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 notices to be posted and to remain posted until the completion of work.

Alterations. (a) Tenant shall not before Except with regard to decorative or during the Term make or suffer to be made any 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 Building or the electrical, mechanical, heating, ventilation or air conditioning, life safety or plumbing systems of the 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 non-structural Alterations that do not affect the structure of the Building require a building permit, Tenant shall not make or the Building Systems that in the aggregate do not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) permit any Alterations without the prior written consent of Landlord; provided, howeverwhich consent shall not be unreasonably withheld, conditioned, or delayed. Landlord may impose any conditions to its consent that Tenant shall provide Landlord copies of all permits, plans and other related documents in connection with such Alterations. (b) 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 Landlordit deems appropriate, including, without limitation, (i) delivery to Landlord, upon completion of Tenant’s Alterations, of written and unconditional waivers of mechanics’ and materialman’s liens for all work, labor, and services performed and materials furnished, signed by all contractors, subcontractors, materialmen, and laborers participating in Tenant’s Alterations, (ii) prior approval of the plans and specifications and Tenant’s contractors with respect to Tenant’s Alterations, (iii) supervision by Landlord’s representative at Tenant’s expense of Tenant’s Alterations, and (iv) with regard to Tenant’s Alterations costing in excess of one million dollars ($1,000,000.00), delivery to Landlord of payment and performance bonds naming Landlord and any Mortgagees as obligees. Landlord shall not be entitled to any construction oversight or monitoring fee with respect to Alterations. Tenant’s Alterations shall conform to the requirements of Landlord’s and Tenant’s insurers and of any insurer providing coverage for Legal Requirements applicable to the Premises, shall be performed in accordance with the terms and provisions of this Lease in a good and workmanlike manner befitting a first-class building, and shall not adversely affect the value, utility, or character of the Premises or the Building or any part thereof, and in accordance interfere 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 components use of the Building Systems Library or which in with other users or occupants of the aggregate exceed One Million Dollars ($1,000,000.00) in costBuilding. If Tenant’s Alterations are not performed as herein required, Landlord may shall have the right, at Landlord’s option, to halt the further conduct of those Alterations, or to require Tenant to provide Landlordperform its Alterations as herein required or to require Tenant, at Tenant’s sole cost and expensecost, a payment and performance bond in form reasonably acceptable to Landlord, in a principal amount not less than return the estimated costs of Premises to their condition before such Alterations. Notwithstanding the foregoing, if any mechanic’s or materialman’s lien is filed against the Premises or the Building for work claimed to ensure have been done for, or materials claimed to have been furnished to or for the benefit of, Tenant, such lien shall be discharged of record by Tenant within thirty (30) days by the payment thereof or the filing of any bond required by law. If Tenant shall fail to discharge any such lien, Landlord against may (but shall not be obligated to) discharge or otherwise have removed the same, the cost of which, including any liability for attorneys’ fees, shall be paid by Tenant within fifteen (15) days of demand by Landlord. Such discharge by Landlord shall not be deemed to waive or release the default of Tenant in not discharging the same. Neither Landlord’s consent to Tenant’s Alterations nor anything contained in this Lease shall be deemed to be the agreement or consent of Landlord to subject Landlord’s interest in the Premises and to any mechanics’ and or materialmen’s liens and to ensure completion which may be filed in respect of work. Before Alterations may begin, valid building permits or 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 Alterations on an all-risk non-reporting form covering all improvements under construction, including building materials, and other insurance in amounts and against such risks as Landlord shall reasonably require in connection with the Alterations. In addition to and without limitation on no event shall Tenant undertake any Alteration that has the generality effect of altering or damaging 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 ($3,000,000.00) 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 Alterations and Landlord has approved such date in writing, 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 notices to be posted and to remain posted until the completion of work.base-Building sound attenuation system.‌

Alterations. (a) Tenant shall will not before or during the Term make or suffer to be made any alterations, additions installations, changes, replacements, additions, or improvements improvements, structural or otherwise, ("Alterations") in or to the Demised Premises (herein collectively called “Alterations”) or any part thereof, 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 review of the Building or the electrical, mechanical, heating, ventilation or air conditioning, life safety or plumbing systems of the 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 plans by and the prior written consent of Landlord; providedLandlord therefor. In addition, however, that the Tenant shall provide make written request of Landlord copies to notify Tenant in writing of all permitsany pre-existing conditions in the areas in which Tenant desires to make any Alterations so that should such Alterations be performed, the Tenant will be aware of such conditions. Such pre-existing conditions might include the presence of hazardous substances or hidden utility conduit for example. Notwithstanding Landlord's review of plans and other related documents in connection with whether or not Landlord consents to such Alterations. (b) Any Alteration to the Premises work, Tenant and not Landlord shall be at responsible for compliance of such plans and of Tenant’s sole cost and expense, in compliance 's work with all applicable Laws laws, ordinances and regulations of all requirements requested by Landlordgovernmental authorities, including, without limitation, Title III of the Americans with Disabilities Act of 1990, all regulations issued thereunder and the Accessibility Guidelines for Buildings and Facilities issued pursuant thereto, as the same are in effect on the date hereof and as may be hereafter modified, amended or supplemented. Landlord may impose reasonable requirements as a condition of any insurer providing coverage such consent including without limitation the submission of plans and specifications for Landlord's prior written approval, obtaining necessary permits, posting bonds, obtaining insurance, prior approval of contractors, subcontractors and suppliers, prior receipt of copies of all contracts and subcontracts, contractor and subcontractor lien waivers, affidavits listing all contractors, subcontractors and suppliers, use of union labor (if Landlord uses union labor), affidavits from engineers acceptable to Landlord stating that the Alterations will not adversely affect the mechanical or utility systems and equipment or the structure of the Building, and requirements as to the manner and times in which such Alterations shall be done. All Alterations shall be performed in a good and workmanlike manner and all materials used shall be of a quality comparable to or better than those in the Premises or the Building or any part thereof, and Development and shall be in 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 components of the Building Systems or which in the aggregate exceed One Million Dollars ($1,000,000.00) in cost, Landlord may require that all such Alterations be performed under ▇▇▇▇▇▇▇▇'s supervision. In all cases, Tenant shall pay Landlord a reasonable fee to provide cover Landlord's overhead in reviewing Tenant's plans and specifications and performing any supervision of the Alterations. If Landlord consents or supervises, the same shall not be deemed a warranty as to the adequacy of the design, workmanship or quality of materials, and Landlord hereby expressly disclaims any responsibility or liability for the same. Landlord shall under no circumstances have any obligation to repair, maintain or replace any portion of the Alterations. (b) It is distinctly understood that all Alterations upon the Demised Premises (whether with or without Landlord's consent) shall at the election of Landlord remain upon the Demised Premise and be surrendered with the Demised Premises at the expiration of this Lease without disturbance, molestation or injury. Should Landlord elect that Alterations upon Demised Premises be removed, upon lease expiration or earlier termination of this Lease, ▇▇▇▇▇▇ hereby agrees to cause same to be removed at Tenant’s 's sole cost and expenseexpense and deliver up the Demised Premises in accordance with the standard set forth in Section 8 hereof; and should Tenant fail to remove and restore the same, a payment then and performance bond in form reasonably acceptable such event, Landlord shall cause same 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 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 removed at Tenant's expense and Tenant shall hereby agrees to reimburse Landlord for its reasonable costs (including, without limitation, the costs cost of such removal and restoration together with any construction manager retained and all damages which Landlord may suffer and sustain 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 reason of the completed value failure of Tenant to remove and restore the Alterations on an all-risk non-reporting form covering all improvements under construction, including building materials, and other insurance in amounts and against such risks as Landlord shall reasonably require in connection with the 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 ($3,000,000.00) 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)same. (c) All additions, decorations, fixtures, hardware, non-trade fixtures and all improvements, temporary or permanent, in or upon the Premises, whether placed there by the Tenant agrees or by the Landlord, shall, unless the Landlord requests their removal, become the Landlord's property and shall remain upon the Premises at the expiration of this Lease, by lapse of time or otherwise, without compensation or allowance or credit to the Tenant. Landlord may, at its sole option, request Tenant, at Tenant's sole cost, to remove same and if, upon the Landlord's request, the Tenant does not to proceed to make any Alterationsremove said additions, notwithstanding consent from decorations, fixtures, hardware, non-trade fixtures and improvements, the Landlord to do somay remove the same, until and the Tenant notifies Landlord in writing of shall pay the date Tenant desires to commence construction or installation cost of such Alterations and removal to the Landlord has approved such date in writing, in order that Landlord may post appropriate notices to avoid any liability to contractors upon demand as additional rent. These obligations of Tenant shall survive the expiration or material suppliers for payment for Tenant’s improvements. Tenant will at all times permit such notices to be posted and to remain posted until the completion earlier termination of workthis Lease.

Alterations. (a) Tenant shall not before make any changes, additions, improvements, alterations or during the Term make or suffer to be made any alterations, additions or improvements in or other physical changes 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 Demised Premises, the Building or the electricalany portions thereof, mechanical, heating, ventilation or air conditioning, life safety or plumbing systems any of the Building systems therein or thereon (referred to collectively the “Building Systems”), be visible from outside the Premises, or require additional code compliance or similar work not included in the as "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" and singly as an "Alteration") without the prior written consent of Landlord; providedOwner in each instance, howeverwhich consent shall not be unreasonably withheld, and in the event that Owner grants such consent, such Alteration shall be made in compliance with all Legal Requirements and performed in a manner and at such times as Owner reasonably designates and such Alterations or installations shall not, in any event, interfere with the use and operation of the Building by Owner or any tenant, occupant or user thereof. Without limiting the aforesaid, Tenant agrees that (a) prior to any Alterations by Tenant or the installation of any of Tenant's equipment in the Demised Premises, Tenant shall provide Landlord copies of all permits, submit detailed plans and other related documents specifications of the planned Alteration or installation to Owner for Owner's approval, provided that in no event will Owner's approval of such plans be deemed a representation that they comply with applicable Legal Requirements, and will not cause interference with communication operations of Owner, or any tenant, user or occupant of the Building and any such Alterations shall be made only in accordance with the plans and specifications approved by Owner, (b) all contractors performing any Alterations, modification or maintenance work on behalf of Tenant at the Demised Premises or in the Building shall be subject to the prior written approval of Owner prior to the commencement of such work, which approval shall not be unreasonably withheld. In the event Owner or its agents employ any independent architect or engineer to examine any plans or specifications submitted by Tenant to Owner in connection with such Alterations. (b) Any Alteration any proposed Alteration, Tenant agrees to the Premises pay to Owner a sum equal to any reasonable fees incurred by Owner in connection therewith. Nothing in this Lease shall be construed in any way as constituting the consent or request of Owner, express or implied, by inference or otherwise, to any contractor, subcontractor, laborer or material men, for the performance of any labor or the furnishing of any material for any specific Alteration to, or repair of, the Demised Premises, the Building, or any part thereof. Any mechanic's or other lien filed against the Building, or the Real Property, for work claimed to have been done for, or materials claimed to have been furnished to, Tenant or any person claiming through or under Tenant or based upon any act or omission or alleged act or omission of Tenant or any such person shall be discharged by Tenant (by bond or otherwise) at Tenant’s 's sole cost and expense, in compliance with all applicable Laws and all requirements requested by Landlord, including, without limitation, within twenty (20) days after the requirements of any insurer providing coverage for the Premises or the Building or any part thereof, and in 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 components of 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 filing 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 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 Alterations on an all-risk non-reporting form covering all improvements under construction, including building materials, and other insurance in amounts and against such risks as Landlord shall reasonably require in connection with the 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 ($3,000,000.00) 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)lien. (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 Alterations and Landlord has approved such date in writing, 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 notices to be posted and to remain posted until the completion of work.

Alterations. (a) A. Tenant shall not before make, or during the Term make or suffer allow to be made made, any alterations, additions physical additions, improvements or improvements in partitions, including without limitation the attachment of any fixtures or equipment, in, about or to the Premises (herein collectively called “Alterations”"ALTERATIONS") IN EXCESS OF $5,000 TOTAL COST OR WHICH WOULD ALTER THE EXTERIOR APPEARANCE, PENETRATE THE ROOF OR IMPACT THE STRUCTURAL INTEGRITY OF THE PREMISES, 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 Building or the electrical, mechanical, heating, ventilation or air conditioning, life safety or plumbing systems of the 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, which consent shall not be unreasonably withheld (ALTERATIONS LESS THAN $5,000 IN TOTAL COST REQUIRE WRITTEN NOTICE TO LANDLORD, BUT NO CONSENT) with respect to proposed Alterations which: (a) comply with all applicable Regulations; (b) are, in Landlord's opinion, compatible with the Project and its mechanical, plumbing, electrical, heating/ventilation/air conditioning systems; and (c) will not interfere with the use and occupancy of any other portion of the Building or Project by any other tenant or its invitees. Specifically, but without limiting the generality of the foregoing, Landlord shall have the right of written consent for all plans and specifications for the proposed Alterations, construction means and methods, all appropriate permits and licenses, any contractor or subcontractor to be employed on the work of Alterations, and the time for performance of such work, and may impose rules and regulations for contractors and subcontractors performing such work. Tenant shall also supply to Landlord any documents and information reasonably requested by Landlord in connection with Landlord's consideration of a request for approval hereunder. Tenant shall cause all Alterations to be accomplished in a first-class BUT NOT HIGHER QUALITY THAN EXISTING ALTERATIONS, good and workmanlike manner, and to comply with all applicable Regulations. Tenant shall at Tenant's sole expense, perform any additional work required under applicable Regulations due to the Alterations hereunder. No consent by Landlord to any proposed Alteration or additional work shall constitute a waiver of Tenant's obligations under this Paragraph 12. Tenant shall reimburse Landlord for all REASONABLE costs which Landlord may incur in connection with granting approval to Tenant for any such Alterations, including any REASONABLE costs or expenses which Landlord may incur in electing to have outside architects and engineers review said plans and specifications. All such Alterations shall remain the property of Tenant until the expiration or earlier termination of this Lease, at which time they shall be and become the property of Landlord if Landlord so elects; provided, however, that Landlord may, at Landlord's option, require that Tenant, at Tenant's expense, remove any or all Alterations made by Tenant shall provide Landlord copies and restore the Premises by the expiration or earlier termination of all permitsthis Lease, plans and other related documents in connection with to their condition existing prior to the construction of any such Alterations. (b) Any Alteration . All such removals and restoration shall be accomplished in a good and workmanlike manner so as not to cause any damage to the Premises shall or Project whatsoever. If Tenant fails to remove such Alterations or Tenant's trade fixtures or furniture, Landlord may keep and use them or remove any of them and cause them to 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 insurer providing coverage for the Premises stored or the Building or any part thereof, and sold in 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 components of the Building Systems or which in the aggregate exceed One Million Dollars ($1,000,000.00) in cost, Landlord may require Tenant to provide Landlordapplicable law, at Tenant’s '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 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 Alterations on an all-risk non-reporting form covering all improvements under construction, including building materials, and other insurance in amounts and against such risks as Landlord shall reasonably require in connection with the Alterations. In addition to and without limitation on the generality wholly apart from Tenant's obligation to pay Tenant's Proportionate Share of the foregoingOperating Expenses, Tenant shall ensure be responsible for and shall pay prior to delinquency any taxes or governmental service fees, possessory interest taxes, fees or charges in lieu of any such taxes, capital levies, or other charges imposed upon, levied with respect to or assessed against its personal property, on the value of Alterations within the Premises, and on Tenant's interest pursuant to this Lease, or any increase in any of the foregoing based on such Alterations. To the extent 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 Landlordany such taxes are not separately assessed or billed to Tenant, Tenant and shall pay the amount thereof as invoiced to Tenant by Landlord’s lenders. B. In compliance with Paragraph 27 hereof, if anyat least ten (10) business days before beginning construction of any Alteration, as additional insureds. The minimum limit of coverage Tenant shall give Landlord written notice of the aforesaid policy expected commencement date of that construction to permit Landlord to post and record a notice of non-responsibility. Upon substantial completion of construction, Tenant shall cause a timely notice of completion to be recorded in the amount of not less than Three Million Dollars ($3,000,000.00) 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 office of the date Tenant desires to commence construction or installation recorder of such Alterations and Landlord has approved such date the county in writing, 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 notices to be posted and to remain posted until which the completion of workBuilding is located.

Alterations. (a) Tenant Subtenant shall not before or during the Term make or suffer to be made any alterations, additions or improvements (collectively, "Alterations") in or to the Sublease Premises (herein collectively called “Alterations”) or make changes to locks on doors or add, disturb or in any way change any plumbing or wiring 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 Building or the electrical, mechanical, heating, ventilation or air conditioning, life safety or plumbing systems of the 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 LandlordSublandlord and Master Landlord and in full compliance with the provisions of Section 6.01 of the Master Lease and all other applicable provisions of the Master Lease; provided, however, that Tenant in all instances concerning Sublandlord's approval of Subtenant's Alterations, the time period in which Sublandlord shall provide have to grant or withhold its consent to such Alterations shall equal One Hundred Fifty Percent (150%) of the corresponding time period under the Master Lease (i.e., If Master Landlord copies has ten (10) business days to approve an Alteration, Sublandlord shall have fifteen (15) business days in which to approve the same Alteration). Sublandlord hereby approves Subtenant's installation of all permitsa new door way where shown in Exhibit B attached hereto (such installation subject to Master Landlord's approval). All Alterations shall be made at Subtenant's sole cost and expense and by contractors or mechanics approved by Sublandlord and Master Landlord, plans shall be made at such times and other related documents in connection with such manner as Sublandlord may from time to time designate, and shall become the property of Sublandlord without its obligation to pay for such Alterations. (b) Any Alteration . All work with respect to any Alterations shall be performed in a good and workmanlike manner, shall be of a quality equal to or exceeding the then existing construction standards for the Building and shall be constructed in compliance with all plans approved by Sublandlord and Master Landlord. Alterations shall be diligently prosecuted to completion to the end that the Sublease 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, times a complete unit except during the requirements of any insurer providing coverage period necessarily required for the Premises or the Building or any part thereof, and such work. All Alterations shall be made strictly in accordance with plans all laws, regulations and specifications approved in writing by Landlordordinances relating thereto, including all building codes and shall be constructed regulations and installed by a contractor reasonably approved in writing by Landlordthe ADA. As a further condition to giving consent, with respect to Alterations that could affect the structural components of 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 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 constructionSubtenant, at its sole cost and expense, builders’ risk insurance for the amount shall obtain any and all permits and consents of the completed value of the Alterations on an all-risk non-reporting form covering all improvements under construction, including building materials, and other insurance in amounts and against such risks as Landlord shall reasonably require applicable governmental authorities (collectively "Permits") in connection with the all Alterations. In addition Subtenant shall be liable to Sublandlord and without limitation Master Landlord for the reasonable costs of any improvements to the Project and the Building (whether or not on the generality Sublease Premises) which may be required as a consequence of Subtenant's Alterations. Before commencing any alterations, additions or improvements costing in excess of Five Thousand Dollars ($5,000), Subtenant, at Subtenant's cost, shall obtain and deliver to Sublandlord a performance bond and a labor and materials payment bond for the foregoingbenefit of Sublandlord, Tenant shall ensure that its contractor(s) procure issued by a corporate surety licensed to do business in Texas 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 Landlordacceptable to Sublandlord, Tenant and Landlord’s lenders, if any, as additional insureds. The minimum limit of coverage of the aforesaid policy shall be each in the amount of not less than Three Million Dollars One Hundred Twenty-Five Percent ($3,000,000.00125%) for injury or death of one person the cost of the work in any one accident or occurrence and a form satisfactory to Sublandlord. No interior improvements installed in the amount Sublease Premises may be removed unless the same are promptly replaced with interior improvements of not less than Three Million Dollars the same or better quality. Sublandlord hereby reserves the right to require any contractor, subcontractor or materialman working in or providing materials to the Sublease Premises to provide lien waivers and liability insurance covering the Alterations to the Sublease Premises. Subtenant shall give Master Landlord and Sublandlord ten ($3,000,000.0010) for injury or death days written notice prior to the commencement of more than one person in any one accident or occurrence, Alterations and shall contain a severability of interest clause or a cross liability endorsement. Such insurance shall further insure allow Master Landlord and Tenant against liability for property damage of at least Three Million Dollars ($3,000,000.00). (c) Tenant agrees not Sublandlord to proceed to make any Alterations, notwithstanding consent from Landlord to do so, until Tenant notifies Landlord in writing of enter the date Tenant desires to commence construction or installation of such Alterations Sublease Premises and Landlord has approved such date in writing, in order that Landlord may post appropriate notices to avoid any liability to contractors or material suppliers for payment for Tenant’s improvementsany Alterations. Tenant will All Alterations shall remain in and be surrendered with the Sublease Premises as a part thereof at all times permit such notices the termination of this Sublease, without disturbance, molestation or injury, provided that each of Master Landlord and/or Sublandlord may require any Alterations to be posted removed upon termination of this Sublease in their sole and absolute discretion. Tn such event, all expenses to remove said Alterations and to remain posted until restore the completion of workSublease Premises to normal building standards shall be paid by Subtenant.

Alterations. (a) a. Tenant shall not before or during the Term make or suffer to be made any no alterations, additions or improvements in or to the Premises (herein collectively called “Alterations”) without first obtaining Landlord’s 's prior written approval thereof based on detailed consent, and then only by contractors or mechanics approved by Landlord. Tenant shall submit to Landlord plans and specifications submitted by Tenant. Landlord’s approval may be withheld in Landlord’s sole and absolute discretion if for any Alterations could in Landlord’s judgment affect the structure of the Building proposed alterations, additions or the electrical, mechanical, heating, ventilation or air conditioning, life safety or plumbing systems of the Building (collectively the “Building Systems”), be visible from outside improvements to the Premises, and may not make such alterations, additions or require additional code compliance or similar work not included in the Alterations; otherwise, Landlord’s consent shall not be unreasonably withheldimprovements until Landlord has approved of such plans and specifications. 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 construct such alterations, additions 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 copies of all permits, plans and other related documents in connection with such Alterations. (b) 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 insurer providing coverage for the Premises or the Building or any part thereof, and improvements in accordance with the plans and specifications approved in writing by Landlord, and shall not amend or modify such plans and specifications without Landlord's prior written consent. If the proposed change requires the consent or approval of any lessor of a superior lease, or the holder of a mortgage encumbering the Premises, such consent or approval must be constructed secured prior to the construction of such alteration, addition or improvement. All such work shall be done at such times and installed in such manner as Landlord may from time to time designate. Tenant covenants and agrees that all work done by a contractor reasonably approved Tenant shall be performed in writing 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 all governmental agencies, offices and boards having jurisdiction, and in full compliance with the rules, regulations and requirements of the Insurance Service Office, and any similar body. Before commencing any work, Tenant shall give Landlord at least ten (10) days written notice of the proposed commencement of such work and shall, if required by Landlord. As a further condition to giving consent, with respect to Alterations that could affect the structural components of 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, secure at Tenant’s sole 's own cost and expense, a payment completion and performance lien indemnity bond in form reasonably acceptable satisfactory 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 said work. Before Alterations may beginTenant further covenants and agrees that any mechanic's lien filed against the Premises or against the Building for work claimed to have been done for, valid building permits or other permits or licenses required must be materials claimed to have been furnished to LandlordTenant, andwill be discharged by Tenant, once by bond otherwise, within (10) days after 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 constructionfiling thereof, at its sole the cost and expenseexpense of Tenant. All alterations, builders’ risk insurance for additions or improvements upon the amount of the completed value of the Alterations on an all-risk non-reporting form covering all improvements under constructionPremises made by either party, including building materials, and other insurance in amounts and against such risks as Landlord shall reasonably require in connection with the Alterations. In addition to and (without limitation on limiting the generality of the foregoing) all wallcovering, 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, as a part thereof, at the end of the term hereof, except that Landlord may, by written notice to Tenant, require Tenant to remove all partitions, counters, railings 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 all costs arising from such removal. b. All articles of personal property and all business and trade fixtures, machinery and equipment, furniture and movable partitions owned by Tenant or installed by Tenant at its expense in the Premises shall be and remain the property of Tenant and may be removed by Tenant at any time during the lease term when Tenant is not in default hereunder. If Tenant shall fail to remove all of its effects from the Premises upon termination of this Lease for any cause whatsoever, Landlord may, at its option, remove the same in any manner that Landlord shall choose, and store said effects without liability to Tenant for loss thereof. In such event, Tenant shall ensure agrees to pay Landlord upon demand any and all expenses incurred in such removal, including court costs and attorneys' fees and storage charges on such effects, for any length of time 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 same shall be in Landlord's possession. Landlord may, at its option, without notice, sell said effects, or any of the amount same, at private sale and without legal process, for such price as Landlord may obtain and apply the proceeds of not less than Three Million Dollars ($3,000,000.00) for injury or death of one person in such sale upon 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 amounts due under this Lease from Tenant to Landlord and Tenant against liability for property damage upon the expense incident to the removal and sale of at least Three Million Dollars ($3,000,000.00)said effects. (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 Alterations and Landlord has approved such date in writing, 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 notices to be posted and to remain posted until the completion of work.

Alterations. (a) 13.1 Tenant shall not before commence any repairs, alterations or during improvements without complying with the Term make provisions of NRS Chapter 108, including, but not limited to, NRS 108.2403. 13.2 Tenant shall not make, or suffer allow to be made made, any alterationsalterations or physical additions in, additions or improvements in about 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 Building or the electrical, mechanical, heating, ventilation or air conditioning, life safety or plumbing systems of the Building (collectively the “Building Systems”), be visible from outside the Premises, or require additional code compliance or similar work not included including those set forth in the Alterations; otherwiseWork Letter, Landlord’s consent shall not be unreasonably withheld. Without limiting the foregoingif any, 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 obtaining the prior written consent of Landlord, which consent shall not be unreasonably withheld or delayed with respect to proposed alterations and additions which: (a) comply with all applicable laws, ordinances, rules and regulations; (b) are in Landlord’s opinion compatible with the Building or Project and its mechanical, plumbing, electrical, heating/ventilation/air conditioning systems; and (c) will not unreasonably interfere with the use and occupancy of any other portion of the Building or Project by any other tenant or its invitees. Specifically, but without limiting the generality of the foregoing, Landlord shall have the right of written consent for all plans and specifications for the proposed alterations or additions, construction means and methods, all appropriate permits and licenses, any contractor or subcontractor to be employed on the work of alteration or additions, and the time for performance of such work, including that work set forth in the Work Letter, if any. Tenant shall also supply to Landlord any documents and information reasonably requested by Landlord in connection with ▇▇▇▇▇▇▇▇’s consideration of a request for approval hereunder. Tenant shall reimburse Landlord for all costs which Landlord may incur in connection with granting approval to Tenant for any such alterations and additions, including any costs or expenses which Landlord may incur in electing to have outside architects and engineers review said plans and specifications. Tenant shall not commence any permitted work of improvement within the Premises, without having first given Landlord prior written notice at least ten (10) business days prior to the commencement of work to enable Landlord to record a Notice of Nonresponsibility pursuant to applicable mechanics liens laws in the form attached hereto as Exhibit “D”, incorporated herein by reference (“Notice of Nonresponsibility”). Such notification of the commencement of work shall not be deemed given until actually received by Landlord. Tenant acknowledges that Tenant is required to comply with the provisions of NRS Sections 108.2403 and 108.2407 prior to commencement of any work of improvement to be constructed, altered or repaired on the Premises. Tenant’s failure to comply with NRS Sections 108.2403 and 108.2407 shall be an Event of Default under this Lease. All such alterations, physical additions or improvements shall remain the property of Tenant until termination of this Lease, at which time they shall be and become the property of Landlord if Landlord so elects; provided, however, that Tenant shall provide Landlord copies of all permitsmay, plans and other related documents in connection with such Alterations. (b) Any Alteration to the Premises shall be at Landlord’s option, require that Tenant, at Tenant’s sole cost and expense, in compliance with remove any or all applicable Laws alterations, additions, improvements and all requirements requested partitions made by LandlordTenant and restore the Premises by the termination of this Lease, includingwhether by lapse of time, without limitationor otherwise, to their condition existing prior to the requirements construction of any insurer providing coverage for such alterations, additions, partitions or leasehold improvements. All such removals and restoration shall be accomplished in a good and workmanlike manner so as not to cause any damage to the Premises or the Premises, Building or Project whatsoever. If Tenant fails to so remove such alterations, additions, improvements and partitions or Tenant’s trade fixtures or furniture, Landlord may keep and use them or remove any part thereof, of them and cause them to be stored or sold in 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 components of the Building Systems or which in the aggregate exceed One Million Dollars ($1,000,000.00) in cost, Landlord may require Tenant to provide Landlordapplicable law, 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 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 Alterations on an all-risk non-reporting form covering all improvements under construction, including building materials, and other insurance in amounts and against such risks as Landlord shall reasonably require in connection with the 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 ($3,000,000.00) 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 Alterations and Landlord has approved such date in writing, 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 notices to be posted and to remain posted until the completion of work.

Alterations. (a) The Tenant shall not, without the prior written approval of the Landlord, which approval shall not before or during the Term be unreasonably withheld, make or suffer to be made any installations, alterations, additions additions, partitions, repairs 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 Building or the electrical, mechanical, heating, ventilation or air conditioning, life safety or plumbing systems of the Building (collectively the “Building Systems”), be visible from outside the Leased 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 copies of all permits, plans and other related documents in connection with such Alterations. (b) 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, doing anything which might affect the requirements structural portions of any insurer providing coverage for the Leased Premises or the Building electrical, lighting, heating, ventilating, air-conditioning, sprinkler, fire protection or any part thereofother systems therein. The Tenant's request for approval shall be in writing and accompanied by an adequate description of the contemplated work, and where appropriate, working drawings and specifications therefor; the Landlord's costs of having its architects, engineers or others examine such drawings and specifications shall be payable by the Tenant upon demand as Additional Rent; the Landlord may require that any or all such work be done by the Landlord's contractors or workmen or by contractors or workmen engaged by the Tenant but first approved by the Landlord. All such work shall be subject to inspection by and the reasonable supervision of the Landlord and shall be performed in accordance with plans all applicable laws and specifications approved in writing any reasonable conditions (including but not limited to a reasonable supervision fee of the Landlord to be paid by the Tenant) and regulations imposed by the Landlord, and shall be constructed completed in a good and installed workmanlike manner and with reasonable diligence in accordance with the approvals given by a contractor reasonably approved in writing by the Landlord. As a further condition Any connections of apparatus to giving consentthe base electrical, with respect plumbing, heating, ventilating or air-conditioning systems shall be deemed to Alterations that could affect be an alteration within the structural components meaning of the Building Systems or which in the aggregate exceed One Million Dollars ($1,000,000.00) in cost, Landlord may require this Section. The Tenant to provide Landlordshall, at Tenant’s sole its own cost and expensebefore commencement of any work, 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 obtain all necessary building permits or 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) keep same 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 Alterations on an all-risk non-reporting form covering all improvements under construction, including building materials, and other insurance in amounts and against such risks as Landlord shall reasonably require in connection with the 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 ($3,000,000.00) 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)force. (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 Alterations and Landlord has approved such date in writing, 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 notices to be posted and to remain posted until the completion of work.

Alterations. (a) Tenant shall not before or during the Term make or suffer to be made any alterationsnot, 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 Building or the electrical, mechanical, heating, ventilation or air conditioning, life safety or plumbing systems of the 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, howevermake any alterations, that Tenant shall provide Landlord copies of all permits, plans and other related documents in connection with such Alterations. (b) Any Alteration improvements or additions to the Premises shall be at Tenant’s sole cost and expensePremises. If Landlord consents to any alterations, in compliance improvements or additions, it may impose such conditions with all applicable Laws and all requirements requested by Landlordrespect thereto as Landlord deems appropriate, including, without limitation, the requirements Landlord's approval of any insurer providing coverage for the Premises or the Building or any part thereof, and in accordance with plans and specifications for the work (but Tenant shall not be entitled to rely upon such approval as evidencing that the plans and specifications are proper in any respect), use of Landlord's approved contractors to perform the work, insurance against liabilities which may arise out of such work, permits necessary for such work and as-built drawings upon completion of such work and its completion free of mechanics', materialmen's and similar liens or claims thereof. Tenant shall not be obligated to provide security for such alterations. All work done by Tenant or its contractors shall be done in writing a first-class workmanlike manner, using only good grades of materials and without disturbing other tenants and shall comply with all insurance requirements and all applicable laws or ordinances and rules and regulations of governmental departments or agencies. Any work performed by or for Tenant shall be performed by competent workmen whose labor union affiliations are compatible with those of the workmen who may be employed in the Building by Landlord, its contractors or subcontractors, and Landlord 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 have the structural components of 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 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 constructionright, at its sole cost and expenseoption, builders’ risk insurance to directly supervise the work, which supervision shall be for the amount protection of Landlord's interest only. (b) If Tenant requests that Landlord, through its contractors, perform the work associated with any alteration, improvement or addition to the Premises, and Landlord agrees, in its sole discretion, to perform such work, Landlord shall provide Tenant with a Tenant Work Order describing the work to be performed by Landlord and stating the total cost to Tenant for the performance of the completed value work. Upon Tenant's acceptance of the Alterations on an all-risk non-reporting form covering all improvements Tenant Work Order, the total cost for the work stated therein shall become a sum required to be paid under construction, including building materials, this Lease and other insurance in amounts and against such risks as subject to the provisions of Paragraph 21. All work performed by Landlord shall reasonably require in connection with the Alterations. In addition to and without limitation on the generality of the foregoing, Tenant shall ensure that its contractor(sunder this subparagraph 8(b) 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 subject to the amount provisions of not less than Three Million Dollars ($3,000,000.00) 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 ($3,000,000.00subparagraph 8(a). (c) All alterations, additions or improvements made by Tenant agrees not and all fixtures attached to proceed to make the Premises shall become the property of Landlord and remain at the Premises or, at Landlord's option, any Alterations, notwithstanding consent from Landlord to do so, until Tenant notifies Landlord in writing or all of the date foregoing shall be removed at the cost of Tenant desires before the expiration or sooner termination of this Lease and in such event Tenant shall repair all damage to commence construction the Premises caused by the installation or installation of such Alterations and Landlord has approved such date in writing, in order that Landlord may post appropriate notices to avoid any liability to contractors or material suppliers for payment for Tenant’s improvementsremoval thereof. Tenant will at all times shall not permit such or suffer any signs advertisements or notices to be posted displayed, inscribed upon or affixed on any part of the outside or inside of the Premises, or in the Building, except on the entrance doors of the Premises, and then only of such size, color and style as Landlord may approve. Landlord shall have the right to remain posted until the completion of workremove unauthorized signs at Tenant's expense.

Alterations. (a) Tenant shall not before or during have the Term right, at its sole cost, responsibility, and expense, to make or suffer at any time and from time to be made any alterationstime, additions or improvements in or alterations to the Premises Building (herein collectively called an “AlterationsAlteration”) without first obtaining Landlord’s written approval thereof based on detailed plans consent, so long as same are in compliance with all Legal Requirements (as defined below) 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 Building or the electrical, mechanical, heating, ventilation or air conditioning, life safety or plumbing systems of the Building Approvals (collectively the “Building Systems”as defined below), 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 obtain the prior written consent of Landlord and Landlord; provided’s lender for any of the following: (i) a structural Alteration, howeverand (ii) any Alteration whose hard construction cost in excess of $50,000 (which shall escalate at the greater of 2% or CPI on each anniversary of the Effective Date). Landlord shall, that at no cost, liability or expense to Landlord, cooperate with Tenant and shall execute all instruments necessary or appropriate to obtain all Approvals (as defined in Section 21.2) to make such alterations and improvements from the applicable governmental authorities to satisfy the Legal Requirements. Notwithstanding anything in this Lease or elsewhere to the contrary, any and all improvements, alterations, changes, modifications, repairs and restoration of the Building and the Premises shall comply with all federal, state and local laws, regulations, statutes, ordinances, and other governmental requirements, and all Permitted Encumbrances (collectively, hereinafter referred to as the “Legal Requirements”). Tenant shall provide be responsible for all actual, direct losses, costs or damages incurred by Landlord copies as a result of all permitsTenant’s failure to comply with the Legal Requirements from and after the Delivery Date that do not arise from, plans relate to or result from Landlord's Work and other related documents thereafter during the Term of this Lease. Notwithstanding anything herein to the contrary, but with exception for the exercise of Tenant's rights under Article IX in respect of a Taking or in connection with Tenant's covenant to repair Improvements damaged or destroyed as set forth in Article VIII, Tenant shall have no rights hereunder to construct additional improvements on the Land unless (i) no uncured Event of Default exists under this Lease, (ii) Tenant agrees to pay all cash for such Alterations. additional improvements and provides Landlord and Mortgagee with reasonable proof of funds, (biii) Any Alteration to the Premises shall be at Tenant’s sole cost Tenant fully indemnifies Landlord from and expense, in compliance with all applicable Laws against any and all requirements requested by Landlordloss, includingcost, damage, liability or expense that Landlord may incur (including without limitation, the requirements attorney’s fees) arising from or related to such construction, (v) Tenant provides proof of any insurer providing coverage for the Premises or the Building or any part thereofinsurance reasonably required by Landlord and Mortgagee which name Landlord and Mortgagee as additional insured parties, and in accordance with plans and specifications approved in writing by Landlord, and shall be constructed and installed (vi) such work is performed by a licensed general contractor reasonably approved in writing by Landlord. As a further condition to giving consent, with respect to Alterations that could affect the structural components of 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, who has provided a payment and performance bond in form reasonably acceptable and (vii) Mortgagee consents 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 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 expensewhich consent (x) will not be unreasonably withheld or delayed if such Alteration is non-structural in nature, builders’ risk insurance for will not adversely affect the amount of the completed value of the Alterations on an all-risk non-reporting form covering all improvements under construction, including building materials, and other insurance in amounts and against such risks as Landlord shall reasonably require in connection with the Alterations. In addition to and without limitation on the generality Premises or useful life of the foregoing, Tenant shall ensure that its contractor(s) procure and maintain in full force and effect during Improvements or will not alter 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 utility of the aforesaid policy shall Premises as an educational facility, or (y) may be granted or withheld in the amount of not less than Three Million Dollars ($3,000,000.00) for injury or death of one person in any one accident or occurrence Mortgagee’s sole 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 Alterations and Landlord has approved such date in writing, 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 notices to be posted and to remain posted until the completion of work.absolute discretion otherwise.‌

Alterations. (a) A. Tenant shall not before make, or during the Term make or suffer allow to be made made, any alterations, additions physical additions, improvements or improvements in partitions, including without limitation the attachment of any fixtures or equipment, in, about or to the Premises (herein collectively called “Alterations”"ALTERATIONS") without first obtaining the prior written consent of 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 Building or the electrical, mechanical, heating, ventilation or air conditioning, life safety or plumbing systems of the 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 which consent shall not be unreasonably withheld. Without limiting withheld with respect to proposed Alterations which: (a) comply with all applicable Regulations; (b) are, in Landlord's opinion, compatible with the foregoingBuilding or the Project and its mechanical, all Alterations shall also plumbing, electrical, heating/ventilation/air conditioning systems, and will not cause the Building or Project or such systems to be subject required to be modified to comply with any Regulations (including, without limitation, the provisions Americans With Disabilities Act); and (c) will not interfere with the use and occupancy of Section 11.2 below. Notwithstanding the foregoing, Tenant shall be permitted to make Alterations that do not affect the structure any other portion of the Building or Project by any other tenant or its invitees. Specifically, but without limiting the Building Systems generality of the foregoing, Landlord shall have the right of written consent for all plans and specifications for the proposed Alterations, construction means and methods, all appropriate permits and licenses, any contractor or subcontractor to be employed on the work of Alterations, and the time for performance of such work, and may impose rules and regulations for contractors and subcontractors performing such work. Tenant shall also supply to Landlord any documents and information reasonably requested by Landlord in connection with Landlord's consideration of a request for approval hereunder. Tenant shall cause all Alterations to be accomplished in a first-class, good and workmanlike manner, and to comply with all applicable Regulations and Paragraph 27 hereof. Tenant shall at Tenant's sole expense, perform any additional work required under applicable Regulations due to the Alterations hereunder. No review or consent by Landlord of or to any proposed Alteration or additional work shall constitute a waiver of Tenant's obligations under this Paragraph 12, nor constitute any warranty or representation that the same complies with all applicable Regulations, for which Tenant shall at all times be solely responsible. Tenant shall reimburse Landlord for all reasonable costs which Landlord may incur in connection with granting approval to Tenant for any such Alterations, including any costs or expenses which Landlord may incur in electing to have outside architects and engineers review said plans and specifications and Tenant shall pay Landlord an administration fee of fifteen percent (15%) of the aggregate do not exceed Two Hundred Fifty cost of the Alterations for those Alterations performed by Landlord on Tenant's account up to Twenty-five Thousand Dollars ($250,000.0025,000.00) without as Additional Rent hereunder. Landlord's administrative fee for Alterations performed by Landlord on Tenant's account above Twenty-five Thousand Dollars ($25,000.00) shall be determined at the prior written consent time of such Alterations. All such Alterations shall remain the property of Tenant until the expiration or earlier termination of this Lease, at which time they shall be and become the property of Landlord; provided, however, that Landlord may, at Landlord's option, require that Tenant, at Tenant's expense, remove any or all Alterations made by Tenant shall provide Landlord copies and restore the Premises by the expiration or earlier termination of all permitsthis Lease, plans and other related documents in connection with to their condition existing prior to the construction of any such Alterations. (b) Any Alteration . All such removals and restoration shall be accomplished in a first-class and good and workmanlike manner so as not to cause any damage to the Premises shall or Project whatsoever. If Tenant fails to remove such Alterations or Tenant's trade fixtures or furniture or other personal property, Landlord may keep and use them or remove any of them and cause them to 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 insurer providing coverage for the Premises stored or the Building or any part thereof, and sold in 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 components of the Building Systems or which in the aggregate exceed One Million Dollars ($1,000,000.00) in cost, Landlord may require Tenant to provide Landlordapplicable law, at Tenant’s '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 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 Alterations on an all-risk non-reporting form covering all improvements under construction, including building materials, and other insurance in amounts and against such risks as Landlord shall reasonably require in connection with the Alterations. In addition to and without limitation wholly apart from Tenant's obligation to pay Tenant's Proportionate Share of Operating Expenses, Tenant shall be responsible for and shall pay prior to delinquency any taxes or governmental service fees, possessory interest taxes, fees or charges in lieu of any such taxes, capital levies, or other charges imposed upon, levied with respect to or assessed against its fixtures or personal property, on the generality value of Alterations within the Premises, and on Tenant's interest pursuant to this Lease, or any increase in any of the foregoing based on such Alterations. To the extent that any such taxes are not separately assessed or billed to Tenant, Tenant shall pay the amount thereof as invoiced to Tenant by Landlord. Notwithstanding the foregoing, at Landlord's and Tenant's option (but without obligation), all or any portion of the Alterations shall be performed by Landlord for Tenant's account and upon mutual agreement between Landlord and Tenant, Tenant shall ensure that its contractor(spay Landlord's estimate of the cost thereof (including a reasonable charge for Landlord's overhead and profit) procure prior to commencement of the work. In addition, at Landlord's election and maintain in full force and effect during notwithstanding the course of construction a “broad form” commercial general liability and property damage policy of insurance naming Landlordforegoing, however, Tenant shall pay to Landlord the cost of removing any such Alterations and restoring the Premises to their original condition such cost to include a reasonable charge for Landlord’s lenders, if any, 's overhead and profit as additional insureds. The minimum limit of coverage of the aforesaid policy shall be in the amount of not less than Three Million Dollars ($3,000,000.00) 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 occurrenceprovided above, and shall contain a severability of interest clause such amount may be deducted from the Security Deposit or a cross liability endorsementany other sums or amounts held by Landlord under this Lease. Such insurance shall further insure Notwithstanding anything to the contrary contained in Paragraph 12.A, at the time Landlord and Tenant against liability gives its consent for property damage of at least Three Million Dollars ($3,000,000.00). (c) Tenant agrees not to proceed to make any Alterations, notwithstanding Tenant shall also be notified whether or not Landlord will require that such Alterations be removed upon the expiration or earlier termination of this Lease. Landlord shall provide consent from or rejection of the proposed Alterations within ten (10) business days of receipt of Tenant's request. If Landlord's consent is withheld, Landlord shall provide Tenant with written notice of the reason its consent to the Alterations was withheld. B. In compliance with Paragraph 27 hereof, at least ten (10) business days before beginning construction of any Alteration, Tenant shall give Landlord written notice of the expected commencement date of that construction to permit Landlord to do sopost and record a notice of non-responsibility. Upon substantial completion of construction, until if the law so provides, Tenant notifies Landlord shall cause a timely notice of completion to be recorded in writing the office of the date Tenant desires to commence construction or installation recorder of such Alterations and Landlord has approved such date the county in writing, 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 notices to be posted and to remain posted until which the completion of workBuilding is located.

Alterations. (a) Tenant shall will not before or during the Term make or suffer permit anyone to be made make any alterations, additions or improvements improvements, structural or otherwise (hereinafter referred to as “Alterations”), in or to the Demised Premises (herein collectively called “Alterations”) or the Building, without first obtaining the prior written consent of Landlord’s written approval thereof based on detailed plans and specifications submitted by Tenant. Landlord’s approval , which consent may be granted or withheld in Landlord’s sole and absolute discretion. Notwithstanding the foregoing, provided that no Event of Default by Tenant exists beyond any applicable notice and cure period, Landlord shall not unreasonably withhold its consent to any non-structural Alteration which Tenant may desire to make to the Demised Premises; provided, however, that Landlord shall retain sole and absolute discretion if to withhold its consent to any Alterations could Alteration, whether structural or non-structural, which will, in the reasonable opinion of Landlord’s judgment affect , exceed the structure of capacity of, hinder the Building effectiveness of, interfere with, or be connected to the electrical, mechanical, heating, ventilation or ventilating, air conditioning, life safety or plumbing systems of the Demised Premises or the Building (collectively the “Building Systems”), or be visible from outside the exterior of the Demised Premises, or require additional code compliance which would result in a violation of any governmental regulation or similar work not included in the Alterations; otherwise, Landlord’s consent shall not be unreasonably withheldUnderlying Lease. Without limiting the foregoing, all Alterations shall also be subject Notwithstanding anything to the provisions of Section 11.2 below. Notwithstanding the foregoingcontrary contained in this Lease, Tenant shall be permitted to make conduct any Alterations that do not affect the structure Tenant reasonably deems necessary in connection with surrendering a portion of the Building or the Building Systems that in the aggregate do not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) Demised Premises pursuant to Sections 5 and 11 of this Lease, without the prior written consent of Landlord. Any Alteration which Landlord permits Tenant to make shall be made: (a) in a good, workmanlike, first-class and prompt manner; provided(b) using new (or like-new), howeverbuilding standard materials only; (c) by a contractor and in accordance with plans and specifications reasonably approved in writing by Landlord; (d) in accordance with legal requirements (including, that Tenant shall provide Landlord copies without limitation, the obtaining of all permitsnecessary permits and licenses) and requirements of any insurance company insuring the Building; (e) after obtaining a workmen’s compensation insurance policy meeting the requirements of this Lease; (f) promptly after completion of such Alteration, plans delivering to Landlord written, unconditional waivers of mechanics’ and other related documents materialmen’s liens against the Demised Premises, Building and the land on which the Building is situated (the “Land”) from all proposed contractors, subcontractors, laborers and material suppliers for all work and materials in connection with such Alterations. Alteration; and (bg) Any Alteration in compliance with such other reasonable requirements as Landlord might impose. All Alterations made or permitted to the Premises be made by Tenant shall be at Tenant’s sole cost and expense. If any mechanic’s lien is filed against the Demised Premises, in compliance with all applicable Laws and all requirements requested the Building, and/or the Land, for work or materials done for, or furnished to, Tenant (other than for work or materials supplied by Landlord), including, without limitation, the requirements of any insurer providing coverage for the Premises or the Building or any part thereof, and in accordance with plans and specifications approved in writing by Landlord, and such mechanic’s lien shall be constructed and installed discharged 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 components of the Building Systems or which in the aggregate exceed One Million Dollars Tenant within twenty ($1,000,000.0020) in cost, Landlord may require Tenant to provide Landlorddays thereafter, at Tenant’s sole cost and expense, a by the payment thereof or by the filing of any bond required by law. If Tenant shall fail to discharge any such mechanic’s lien, Landlord may, at its option, discharge the same and performance bond treat the cost thereof as Additional Rent hereunder, payable with the installment of Monthly Base Rent next becoming due. Landlord’s consent to the making of an Alteration shall not be deemed to constitute Landlord’s consent to subject its interest in form reasonably acceptable the Demised Premises, Building or the Table of Contents Land to liens which may be filed in connection therewith. Tenant will indemnify and hold Landlord harmless from and against any and all actual expenses, liens, claims, or damages to person or property which may or might arise by reason of the making of any Alterations. If any Alteration is made without the prior written consent of 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 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 correct or remove same, and Tenant shall reimburse Landlord be liable for its reasonable all actual costs (including, without limitation, the costs of any construction manager retained and expenses so incurred 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 Alterations on an all-risk non-reporting form covering all improvements under construction, including building materials, and other insurance in amounts and against such risks as Landlord shall reasonably require in connection with the 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 ($3,000,000.00) 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 Alterations and Landlord has approved such date in writing, 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 notices to be posted and to remain posted until the completion of work.

Alterations. (a) The requirements of this Section 5.01 shall apply to Tenant’s Work as described in Section 1.07 and any other alteration of the Premises by Tenant or Tenant’s agents or employees. Tenant shall not before or during the Term not, without Landlord’s prior written consent, make or suffer cause to be made any alteration, addition or improvement to the Promises or to any exterior signs, shades or awnings. Consent shall be at Landlord’s sole discretion. Any alteration consented to by Landlord shall be made at Tenant’s sole expense. In conducting any work at the Premises, Tenant shall: provide trash containers for construction debris; use service entrances to the Premises if any; conduct no core drillings during business hours, and disrupt other tenants as little as possible. Tenant shall secure any and all governmental permits, approvals or authorizations required in connection with any such work and shall hold Landlord harmless from any and all liability, costs, damages, expenses (including attorney’s fees) and liens resulting therefrom. All alterations (expressly including all light fixtures and floor coverings, appliances and equipment (except trade fixtures) that do not become a part of the Premises), shall immediately become the property of Landlord. Tenant shall utilize only contractors or subcontractors approved by Landlord. Upon completion of any such work, Tenant shall provide Landlord with “as built” plans, copies of all construction contracts, and proof of payment, including lien releases, for all labor and materials. No penetration into or through the roof or floor of the Premises may be made without Landlord’s prior written approval of such penetration and the method by which it is to be done. If Landlord approves any such penetration, Landlord shall have the absolute right to select and/or supervise the contractor performing such penetration. Tenant shall be liable for any damage caused by any such penetration, whether or not approved by Landlord. Tenant shall reimburse Landlord for all costs incurred by Landlord (including architects and/or engineer’s fees) in reviewing or approving Tenant’s plans for improvements and for reasonable costs incurred by Landlord in supervising any work required to be approved by Landlord hereunder. Notwithstanding anything herein to the contrary, in connection with any and ail alterations, additions or improvements (including Tenant’s Work as described in or to the Premises (herein collectively called “Alterations”Section 1.07) without first obtaining Landlord’s written approval thereof based on detailed plans and specifications submitted made 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 , Tenant shall comply with all of the Building or the electrical, mechanical, heating, ventilation or air conditioning, life safety or plumbing systems of the 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 copies of all permits, plans and other related documents in connection with such Alterations. (b) Any Alteration to the Premises shall be at “Tenant’s sole cost Construction Criteria” set forth in Exhibit “B” attached hereto and expense, in compliance with incorporated herein for all applicable Laws and all requirements requested by Landlord, including, without limitation, the requirements of any insurer providing coverage for the Premises or the Building or any part thereof, and in 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 components of 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 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 Alterations on an all-risk non-reporting form covering all improvements under construction, including building materials, and other insurance in amounts and against such risks as Landlord shall reasonably require in connection with the 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 ($3,000,000.00) 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)purposes. (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 Alterations and Landlord has approved such date in writing, 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 notices to be posted and to remain posted until the completion of work.

Alterations. (a) Tenant shall not before or during the Term make or suffer to be made any alterations, additions or improvements in or to the Premises (herein collectively called collectively, the “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 Building or the electrical, mechanical, heating, ventilation or air conditioning, life safety or plumbing systems of the 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, howeverexcept for the installation of unattached, that movable trade fixtures which may be installed without drilling, cutting or otherwise defacing the Premises. Tenant shall provide Landlord copies of all permits, furnish complete plans and other related documents specifications to Landlord for its approval at the time it requests Landlord’s consent to any Alterations if the desired Alterations: (i) will affect the Building’s Systems or Building’s Structure; or (ii) will require the filing of plans and specifications with any governmental or quasi-governmental agency or authority; or (iii) will cost in excess of Five Thousand and No/100 Dollars ($5,000.00) in the aggregate. Subsequent to obtaining Landlord’s consent and prior to commencement of the Alterations, Tenant shall deliver to Landlord any building permit required by applicable Law and a copy of the executed construction contract(s). Tenant shall reimburse Landlord within ten (10) days after the rendition of a ▇▇▇▇ for all of Landlord’s actual out-of-pocket costs incurred in connection with such any Alterations. (b) Any Alteration , including all management, engineering, outside consulting, and construction fees incurred by or on behalf of Landlord for the review and approval of Tenant’s plans and specifications and for the monitoring of construction of the Alterations. If Landlord consents to the Premises making of any Alteration, such Alteration shall be made by Tenant 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 insurer providing coverage for the Premises or the Building or any part thereof, and in accordance with plans and specifications approved in writing by Landlord, and shall be constructed and installed expense by a contractor reasonably approved in writing by Landlord. As a further condition Tenant shall require its contractor to giving maintain insurance in such amounts and in such form as Landlord may require. Without Landlord’s prior written consent, with respect to Alterations that could affect the structural components Tenant shall not use any portion of the Building Systems Common Areas either within or which in without the aggregate exceed One Million Dollars ($1,000,000.00) in costProject or Complex, Landlord may require Tenant to provide Landlord, at Tenant’s sole cost and expense, a payment and performance bond in form reasonably acceptable to Landlordas applicable, in a principal amount not less than connection with the estimated making of any Alterations. If the Alterations which Tenant causes to be constructed result in Landlord being required to make any alterations and/or improvements to other portions of the Project or Complex, as applicable, in order to comply with any applicable Laws, then Tenant shall reimburse Landlord upon demand for all costs and expenses incurred by Landlord in making such alterations and/or improvements. Any Alterations made by Tenant shall become the property of Landlord upon installation and shall remain on and be surrendered with the Premises upon the expiration or sooner termination of this Lease, unless Landlord requires the removal of such Alterations. If Landlord requires the removal 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 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 forthwith and with all due diligence (but in any event not later than ten (10) days after the amount expiration or earlier termination of the completed value Lease) remove all or any portion of the any Alterations on an all-risk non-reporting form covering all improvements under constructionmade by Tenant which are designated by Landlord to be removed (including without limitation stairs, including building materialsbank vaults, and cabling, if applicable) and repair and restore the Premises in a good and workmanlike manner to their original condition, reasonable wear and tear excepted. All construction work done by Tenant within the Premises shall be performed in a good and workmanlike manner with new materials of first-class quality, lien-free and in compliance with all Laws, and in such manner as to cause a minimum of interference with other insurance construction in amounts progress and against such risks as Landlord shall reasonably require in connection with the Alterationstransaction of business in the Project or Complex, as applicable. In addition Tenant agrees to indemnify, defend and without limitation on hold Landlord harmless against any loss, liability or damage resulting from such work, and Tenant shall, if requested by Landlord, furnish a bond or other security satisfactory to Landlord against any such loss, liability or damage. The foregoing indemnity shall survive the generality expiration or earlier termination of this Lease. Landlord’s consent to or approval of any alterations, additions or improvements (or the foregoingplans therefor) shall not constitute a representation or warranty by Landlord, nor Landlord’s acceptance, that the same comply with sound architectural and/or engineering practices or with all applicable Laws, and 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 ($3,000,000.00) solely responsible 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)ensuring all such compliance. (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 Alterations and Landlord has approved such date in writing, 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 notices to be posted and to remain posted until the completion of work.

Alterations. (a) Tenant shall make no alterations, additions or improvements to the 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 before or during the Term make or suffer unreasonably withhold its consent to be made 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 (ii) affect or penetrate any of the structural portions of the Building, including but not limited to the roof, or (iii) require any change to the basic floor plan of the Premises, any change to any structural or mechanical systems of the Premises, or any governmental permit as a prerequisite to the construction thereof, or (iv) interfere in any manner with the proper functioning of or 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 Premises. 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 work be covered by a lien and completion bond satisfactory to Landlord and requirements as to the manner, time, and contractor for performance of the work. Tenant shall obtain all required permits for the work and shall perform the work in compliance with all applicable laws, regulations and ordinances, all covenants, conditions and restrictions affecting the Premises, and the Rules and Regulations (hereafter defined). 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 outside areas, and if Landlord consents to such improvements to the outside areas, then Tenant shall, at Tenant's sole expense, make such required improvements to the outside areas in such manner, utilizing such materials, and with such contractors (including, if required by Landlord, Landlord's contractors) 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 Premises. Any request for Landlord's consent shall be made in writing and shall contain architectural plans describing the work in detail reasonably satisfactory to Landlord. Unless Landlord otherwise agrees in writing, all alterations, additions or improvements affixed to the Premises (herein collectively called “Alterations”excluding moveable trade fixtures and furniture) without first obtaining Landlord’s written approval thereof based on detailed plans shall become the property of Landlord and specifications submitted by Tenant. Landlord’s approval may shall be withheld in Landlord’s sole and absolute discretion if any Alterations could in Landlord’s judgment affect surrendered with the structure Premises at the end of the Building Term, except that Landlord may, as provided in the next succeeding paragraph of this Section 7.3, require Tenant to remove by the Expiration Date, or sooner termination date of this Lease, all or any alterations, decorations, fixtures, additions, improvements and the electricallike installed either by Tenant or by Landlord at Tenant's request and to repair any damage to the Premises arising from that removal. Except as otherwise provided in this Lease or in any Exhibit to this Lease, mechanicalshould Landlord make any alteration or improvement to the Premises for Tenant, heating, ventilation or air conditioning, life safety or plumbing systems Landlord shall be entitled to prompt reimbursement from Tenant for all costs incurred. As of the Building (collectively Expiration Date or earlier termination of the “Building Systems”)Term, be visible from outside Landlord shall have the right to require Tenant to remove any alterations, additions or improvements made by Tenant to the Premises, whether or require additional code compliance or similar work not included in the Alterations; otherwise, Landlord’s 's consent shall not be unreasonably withheldwas required therefor. Without limiting Notwithstanding the foregoing, all Alterations if at the time of requesting Landlord's consent to any such alterations, improvements or additions to the Premises, Tenant shall also request in writing whether or not Landlord shall require the removal thereof as of the Expiration Date or earlier termination of this Lease, then Landlord's right to require Tenant to so remove such alterations, improvements or additions shall be exercised, if at all, at the time of Landlord's consent thereto. Any such removal by Tenant shall 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 15.3 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 copies of all permits, plans and other related documents in connection with such Alterationsthis Lease. (b) 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 insurer providing coverage for the Premises or the Building or any part thereof, and in 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 components of 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 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 Alterations on an all-risk non-reporting form covering all improvements under construction, including building materials, and other insurance in amounts and against such risks as Landlord shall reasonably require in connection with the 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 ($3,000,000.00) 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 Alterations and Landlord has approved such date in writing, 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 notices to be posted and to remain posted until the completion of work.

Alterations. (a) Tenant shall not before or during the Term make or suffer allow to be made any alterations, installations, 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 Building Premises, or the electricalplace safes, mechanical, heating, ventilation vaults or air conditioning, life safety other heavy furniture or plumbing systems of the Building (collectively the “Building Systems”), be visible from outside equipment within the Premises, without Landlord's prior written consent. All alterations, installations, additions or require additional code compliance or similar work not included in the Alterations; otherwiseimprovements, Landlord’s consent shall not be unreasonably withheld. Without limiting the foregoingother than movable furniture and movable trade fixtures, all Alterations shall also be subject made by Tenant to the provisions Premises shall remain upon and be surrendered with the Premises and become the property of Section 11.2 below. Notwithstanding Landlord at the foregoing, Tenant shall be permitted expiration or termination of this Lease or the termination of Tenant's right to make Alterations that do not affect the structure possession 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 LandlordPremises; provided, however, that Tenant Landlord may require Tenant, at Tenant's cost, to remove any or all of such items that are not Building Standard upon the expiration or termination of this Lease or the termination of Tenant's right to possession of the Premises. Tenant, at its sole cost and prior to the expiration or termination of this Lease, shall provide remove all of Tenant's property from the Premises and make, or reimburse Landlord copies of for the cost of, all permits, plans and other related documents in connection with such Alterations. (b) Any Alteration repairs to the Premises and/or Project for damage resulting from such removal. All work shall be at completed promptly and in a good and workmanlike manner and shall be performed in such a manner that no mechanic's, materialman's or other similar liens shall attach to 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 insurer providing coverage for the Premises or the Building or any part thereof's leasehold estate, and in accordance with plans no event shall Tenant permit, or be authorized to permit, any such liens or other claims to be asserted against Landlord or Landlord's rights, estate 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, interests with respect to Alterations that could affect the structural components Project or this Lease. For any improvements, additions, or alterations estimated to cost in excess of the Building Systems or which in the aggregate exceed One Million Dollars ($1,000,000.00) in cost10,000.00, Landlord may require Tenant to provide Landlordrequire, at Tenant’s 's sole cost and expense, a payment lien and performance completion bond in form reasonably acceptable an amount equal 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 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 cost of any construction manager retained by Landlord) in reviewing plans and documents and in monitoring construction. Tenant shall maintain during the course of constructionimprovements, at its sole cost and expense, builders’ risk insurance for the amount of the completed value of the Alterations on an all-risk non-reporting form covering all improvements under construction, including building materials, and other insurance in amounts and against such risks as Landlord shall reasonably require in connection with the 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 additions or alterations in the amount of not less than Three Million Dollars ($3,000,000.00) 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)Premises. (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 Alterations and Landlord has approved such date in writing, 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 notices to be posted and to remain posted until the completion of work.

Alterations. (a) Tenant shall not before make alterations, improvements or during additions to the Term Premises nor make any contract therefore without obtaining Landlord's prior written consent. As a condition to giving such consent, landlord may require that Tenant remove any such alterations, improvements or suffer additions at the expiration of the term of this lease and to be made any restore the Premises to the condition prior to making same provided that if Landlord does not so requires such removal then, to the extent not required, all such alterations, additions or improvements in or to shall, upon 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 expiration of the Building or term hereof, become the electrical, mechanical, heating, ventilation or air conditioning, life safety or plumbing systems sole property of the Building Landlord (collectively the “Building Systems”), be visible from outside the Premises, or require additional code compliance or similar work not included excepting that 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, any event 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 copies of all permits, plans and other related documents in connection with such Alterations. (b) 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 insurer providing coverage for the Premises or the Building or any part thereof, and in accordance with plans and specifications approved in writing by Landlord, and shall be constructed remove its signs 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 components of 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 worktrade fixtures). Before Alterations may begincommencing any work relating to alterations, valid building permits or other permits or licenses required must be furnished to Landlord, and, once additions and improvements affecting 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 Alterations on an all-risk non-reporting form covering all improvements under construction, including building materials, and other insurance in amounts and against such risks as Landlord shall reasonably require in connection with the Alterations. In addition to and without limitation on the generality of the foregoingPremises, 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 ($3,000,000.00) 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 notify Landlord in writing of the expected date Tenant desires of commencement thereof. Landlord shall then have the right at any time and from time to commence construction or installation of time to post and maintain on the Premises such Alterations notices as Landlord reasonably deems necessary to protect the Premises and Landlord has approved such date form mechanics' liens, material men's liens or any other liens. In any event, tenant shall pay when due, all claims for labor or materials furnished to or for Tenant at or for use in writing, in order that Landlord may post appropriate notices to avoid the Premises. Tenant shall not permit any liability to contractors mechanics' or material suppliers for payment for Tenant’s improvements. Tenant will at all times permit such notices men's liens to be posted and levied against the Premises for any labor or material furnished to remain posted until Tenant or claimed to have been furnished to Tenant or to Tenant's agents or contractors in connection with work of any character performed or claimed to have been performed on the completion Premises by or at the direction of workTenant.

Alterations. (a) Tenant shall not before make no alterations or during changes, structural or otherwise, to any part of the Term make Premises, either exterior or suffer interior, without Landlord’s written consent. In the event of any such approved changes, Tenant shall have all work done at its own expense. Request for such consent shall be accompanied by plans stating in detail precisely what is to be done. Tenant shall comply with the building codes, regulations and laws, now or hereafter, to be made any 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 Building or the electrical, mechanical, heating, ventilation or air conditioning, life safety or plumbing systems of the Building (collectively the “Building Systems”), be visible from outside the Premises, or require additional code compliance or similar work not included enforced in the Alterations; otherwisemunicipality, Landlord’s consent shall not be unreasonably withheldcounty and/or state, which pertain to such work. 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 install stacking frames for increasing vertical storage. Except to the structure extent expressly provided to the contrary in this Lease, any additions, improvements, alterations and/or installations made by Tenant to the Premises (except all racks, files, electronic products, tools, moveable office furniture, Tenant’s trade fixtures, shelves, equipment, and parts) shall become and remain a part of the Building Premises and shall become Landlord’s property upon the termination of Tenant’s occupancy of said Premises. Tenant’s trade fixtures and equipment shall not include any air conditioning, heating, lighting, electrical, or plumbing fixtures or equipment. Tenant shall, at the expiration or other termination of this Lease: (i) remove any wiring or cables installed in the Premises or the Building Systems that in the aggregate do not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) without the prior written consent by or on behalf of Landlord; provided, however, that Tenant shall provide Landlord copies of all permits, plans and other related documents in connection with such Alterations. (b) 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 any wiring or cables installed by Landlord as a part of any insurer providing coverage for Landlord’s work in the Premises or the Building or any part thereofunder this Lease, and in 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 components of the Building Systems or which in the aggregate exceed One Million Dollars ($1,000,000.00ii) in cost, Landlord may require Tenant to provide Landlordrestore said Premises, at Tenant’s sole cost and expense, a payment to the condition in which the Premises are required to be on the later of (x) the Rent Commencement Date, or (y) the date Tenant opens for business, or (z) the completion of all work of Landlord and performance bond Tenant contemplated to be performed in form reasonably acceptable the Premises pursuant to Landlordthe provisions of this Lease, Tenant shall save Landlord harmless from and against all expenses, liens, claims or damages to either property or person which may or might arise by reason of the making of any such additions, improvements, alterations and/or installations. Landlord reserves the right to change, increase or reduce, from time to time, the number, composition, dimensions or location of any parking areas, signs, the Building name, service areas, walkways, roadways or other common areas or make alterations or additions to the Building, in a principal amount not less than its sole discretion. Landlord’s approval of Tenant’s plans and specifications under this Article or any other provisions of this Lease is solely for the estimated costs purpose of such Alterations, to ensure Landlord against any liability for mechanics’ and materialmenascertaining whether Tenant’s liens proposed alterations will have an adverse impact on the structural components or Common Facilities of the Building and to ensure completion insure the aesthetic and architectural harmony of workthe Tenant’s proposed alterations with the remainder of the Building. Before Alterations may beginNo approval of plans by Landlord shall be deemed to be a representation or warranty by Landlord that such plans or the work provided for therein will comply with applicable codes, valid building permits laws or regulations or be in conformance with any insurance or other permits requirements which affect the Premises or licenses required must be furnished to Landlordthe Building, 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, have the costs sole responsibility 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 Alterations on an all-risk non-reporting form covering complying with all improvements under construction, including building materials, and other insurance in amounts and against such risks as Landlord shall reasonably require in connection with the 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 requirements notwithstanding Landlord’s lenders, if any, as additional insureds. The minimum limit approval of coverage of the aforesaid policy shall be in the amount of not less than Three Million Dollars ($3,000,000.00) 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)Tenant’s plans. (cb) Tenant agrees not to proceed to make any AlterationsNOTICE IS HEREBY GIVEN THAT LANDLORD SHALL NOT BE LIABLE FOR ANY LABOR OR MATERIALS FURNISHED OR TO BE FURNISHED TO TENANT UPON CREDIT, notwithstanding consent from Landlord to do soAND THAT NO MECHANICS’ OR OTHER LIEN FOR ANY SUCH LABOR OR MATERIALS SHALL ATTACH TO OR AFFECT THE ESTATE OR INTEREST OF LANDLORD IN AND TO THE PREMISES OR THE BUILDING. WHENEVER AND AS OFTEN AS ANY LIEN ARISING OUT OF OR IN CONNECTION WITH ANY WORK PERFORMED, until Tenant notifies Landlord in writing of the date Tenant desires to commence construction or installation of such Alterations and Landlord has approved such date in writingMATERIALS FURNISHED OR OBLIGATIONS INCURRED BY OR ON BEHALF OF TENANT SHALL HAVE BEEN FILED AGAINST THE PREMISES OR THE BUILDING, 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 notices to be posted and to remain posted until the completion of workOR IF ANY CONDITIONAL B▇▇▇ OF SALE SHALL HAVE BEEN FILED FOR OR AFFECTING ANY MATERIALS, MACHINERY OR FIXTURES USED IN THE CONSTRUCTION, REPAIR OR OPERATION THEREOF, OR ANNEXED THERETO BY TENANT, TENANT SHALL FORTHWITH TAKE SUCH ACTION BY BONDING, DEPOSIT OR PAYMENT AS WILL REMOVE OR SATISFY THE LIEN OR CONDITIONAL B▇▇▇ OF SALE WITHIN TEN (10) BUSINESS DAYS OF LANDLORD’S WRITTEN REQUEST THEREFOR.

Alterations. (a) Tenant shall not before make, cause or during the Term make or suffer permit to be made any alterations, additions or improvements alterations in or to the Leased Premises (herein collectively called “Alterations”) without first obtaining Landlord’s written approval thereof based on detailed unless and until the plans and specifications submitted the contractor have been approved by Tenant. Landlord’s approval may be withheld Landlord in Landlord’s sole and absolute discretion if any Alterations could in Landlord’s judgment affect the structure of the Building or the electrical, mechanical, heating, ventilation or air conditioning, life safety or plumbing systems of the 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 belowwriting. Notwithstanding the foregoing, above Tenant shall be permitted entitled to make Alterations that do not affect perform work within 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 copies of all permits, plans and other related documents in connection with such Alterations. (b) 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 insurer providing coverage for the Premises or the Building or any part thereof, and in 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 consentLeased Premises, with respect to Alterations that could notice to, but not the consent of, Landlord as long as such work does not adversely affect the structural components of the Building Systems or which in the aggregate exceed One Million Dollars ($1,000,000.00) in cost, Landlord may require Building; and Tenant to provide Landlord, at Tenant’s sole cost and expense, a payment and performance bond in form reasonably acceptable delivers to Landlord, in a principal amount not less than upon the estimated costs completion of such Alterationswork, complete, as-built plans and specifications for the work performed, 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 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 constructionextent available. Tenant shall maintain during not be required to remove Tenant's alterations and restore the course Leased Premises to its original condition upon termination of construction, at its sole cost and expense, builders’ risk insurance for the amount of the completed value of the Alterations on an all-risk non-reporting form covering all improvements under construction, including building materials, and other insurance in amounts and against such risks as Landlord shall reasonably require in connection with the Alterationsthis Lease. In addition to and without limitation on the generality of the foregoing, Tenant shall ensure that its contractor(s) procure all alterations shall be made in accordance with all applicable laws, regulations and maintain building codes, in full force a good and effect during workmanlike manner and of quality equal to or better than the course original construction of construction a “broad form” commercial general liability and property damage policy the Leased Premises. Upon completion of insurance naming Landlordthe work, Tenant shall provide lien waivers from the subcontractors or a final affidavit of lien waiver from the general contractor, and Landlord’s lenders, if any, as additional insureds. The minimum limit of coverage of the aforesaid policy 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 amount of not less than Three Million Dollars ($3,000,000.00) 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 occurrenceLeased Premises, and nothing in this Lease 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 be construed to proceed to make any Alterations, notwithstanding constitute the consent from by Landlord to do sothe 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, until Tenant notifies 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 writing of the date Tenant desires to commence connection with any construction or installation of such Alterations alteration and Landlord has approved such date in writing, 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 notices to be posted and to remain posted until the completion of workrelated lien.

Alterations. (a) Tenant shall will not before or during the Term make or suffer to be made any alterations, additions or improvements in excess of $1,000, excluding the initial Tenant Improvements, (collectively "Alterations") to or to upon the Premises (herein collectively called “Alterations”) Premises, Building, or any part thereof, or attach any fixtures or equipment thereto, without first obtaining Landlord’s '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 Building or the electricalapproval, mechanical, heating, ventilation or air conditioning, life safety or plumbing systems of the 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 which shall not be unreasonably withheldwithheld or delayed. Without limiting Any Alterations to or upon the foregoing, all Alterations Premises shall also be made by Tenant at Tenant's sole cost and expense and any contractor selected by Tenant to make the same shall be subject to Landlord's reasonable prior written approval. All such Alterations permanent in character, made in or upon the provisions Premises either by Tenant or Landlord, may at the option of Section 11.2 belowLandlord, become Landlord's property and, at the end of the term or any extension hereof, shall remain on the Premises without compensation to Tenant unless Landlord requests that Tenant remove any such Alterations. Notwithstanding the foregoingabove, 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 copies of all permits, plans Tenant's work stations and other related documents in connection with such Alterationsitems of personal property shall remain Tenant's property. (b) Any Alteration Alterations shall, when completed, be of such a character as not to lessen the value of the Premises or such improvements as may be then located thereon. Any Alterations shall be at Tenant’s sole cost made promptly and expense, in a good workmanlike manner and in compliance with all applicable Laws permits and authorizations and building and zoning laws and with all requirements requested by Landlordother laws, includingordinances, without limitationorders, the rules, regulations and requirements of any insurer providing coverage for the Premises or the Building or any part thereofall federal, state and in accordance with plans municipal governments, departments, commissions, boards and specifications approved in writing by Landlord, and shall be constructed and installed by a contractor reasonably approved in writing by Landlordoffices. As a further condition to giving consent, with respect to Alterations that could affect the structural components of 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 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 The costs of any construction manager retained such Alterations shall be paid by Landlord) in reviewing plans Tenant, so that the Premises be free of liens, for services performed, labor and documents and in monitoring constructionmaterial supplied or claimed to have been supplied. Tenant Before any Alterations 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 Alterations on an all-risk non-reporting form covering all improvements under construction, including building materials, and other insurance in amounts and against such risks as Landlord shall reasonably require in connection with the Alterations. In addition to and without limitation on the generality of the foregoingbe commenced, Tenant shall pay any increase in premiums on insurance policies (provided for herein) or ensure that its contractor(s) procure and maintain adequate coverage is in full force and effect during place for all risks related to 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 ($3,000,000.00) 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 Alterations and Landlord has approved such date in writing, 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 notices to be posted and to remain posted until the completion increased value of workthe Premises.

Alterations. (a) Tenant shall not before make (or during the Term make or suffer permit to be made made) any alterationschange, additions addition or improvements in or improvement to the Premises (herein collectively called “Alterations”including, without limitation, the attachment of any fixture or equipment) 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 unless such change, addition or improvement (a) equals or exceeds the Building or the electricalStandard and utilizes only new and first-grade materials, mechanical(b) is in conformity with all Legal Requirements, heatingand is made after obtaining any required permits and licenses, ventilation or air conditioning, life safety or plumbing systems of the 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 ($250,000.00c) without is made with the prior written consent of Landlord; providedLandlord not to be unreasonably withheld, howeverconditioned or delayed, that Tenant shall provide Landlord copies of all permits, (d) is made pursuant to plans and other related documents specifications approved in connection with writing in advance by Landlord, (e) is made after Tenant has provided to Landlord such Alterations. (b) Any Alteration to the Premises shall be at Tenant’s sole cost and expense, in compliance with all applicable Laws and all requirements reasonable indemnification and/or bonds requested by Landlord, 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 requirements completion of any insurer providing coverage for the Premises change, addition or the Building or any part thereofimprovement, and in accordance with plans and specifications (f) is carried out by persons approved in writing by Landlord who, if required by Landlord, and shall be constructed and installed by a contractor reasonably approved in writing by Landlord. As a further condition deliver to giving consentLandlord before commencement of their work proof of such insurance coverage as Landlord may require, with respect Landlord named as an additional insured, and (g) is done only at such time and in such manner as Landlord may reasonably specify. All such alterations, improvements and additions (including all articles attached to Alterations that could affect the structural components floor, wall or ceiling of the Building Systems Premises) shall become the property of Landlord and shall, at Landlord’s election, be (i) surrendered with the Premises as part thereof at the termination or which in expiration of the aggregate exceed One Million Dollars Term, without any payment, reimbursement or compensation therefor, or ($1,000,000.00ii) in cost, Landlord may require Tenant to provide Landlordremoved by Tenant, at Tenant’s sole cost and expense, a payment with all damage caused by such removal repaired by Tenant. Tenant may remove Tenant’s trade fixtures, office supplies, movable office furniture and performance bond in form reasonably acceptable equipment not attached to Landlordthe Building, in a principal amount not less than provided such removal is made prior to 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 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 expiration of the Alterations Term, no uncured Event of Default has occurred and Tenant shall reimburse Landlord for its reasonable costs (including, without limitation, the costs of any construction manager retained promptly repairs all damage caused by Landlord) in reviewing plans and documents and in monitoring constructionsuch removal. Tenant shall maintain during the course of constructionindemnify, at its sole cost defend and expensehold harmless Landlord from and against all liens, builders’ risk insurance for the amount of the completed value of the Alterations on an all-risk non-reporting form covering all improvements under constructionclaims, damages, losses, liabilities and expenses, including building materialsattorneys’ fees, and other insurance which may arise out of, or be connected in amounts and against any way with, any such risks as Landlord shall reasonably require in connection with change, addition or improvement. Within twenty (20) days following the Alterations. In imposition of any lien resulting from any such change, addition to and without limitation on the generality of the foregoingor improvement, 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 ($3,000,000.00) 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 cause such Alterations and Landlord has approved such date in writing, 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 notices lien to be posted and to remain posted until the completion released of workrecord by payment of money or posting of a proper bond.

Alterations. (aA) Tenant shall not before make any Alterations without Landlord's prior consent. Landlord shall not unreasonably withhold or during delay its consent to any proposed nonstructural Alterations, provided that such Alterations (i) are not visible from the Term make outside of the Building, (ii) do not affect any part of the Building other than the Premises or suffer to be made require any alterations, installations, improvements, additions or improvements other physical changes to be performed in or made 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 portion of the Building or the electrical, mechanical, heating, ventilation or air conditioning, life safety or plumbing systems of the Building (collectively the “Building Systems”), be visible from outside Real Property other than the Premises, (iii) do not affect any service required to be furnished by Landlord to Tenant or require additional code compliance to any other tenant or similar work not included in occupant of the Alterations; otherwiseBuilding, 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 (iv) do not affect the structure proper functioning of any Building System, (v) do not reduce the value or utility of the Building, and (vi) do not affect the certificate of occupancy for the Building or the Building Systems that Premises. Landlord shall not be deemed to be unreasonable with respect to withholding its consent to any proposed nonstructural Alteration which meets the criteria set forth in this Section 3.1(A) if the aggregate do not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) without Lessor or Mortgagee, as the prior written consent of Landlord; providedcase may be, however, that Tenant shall provide Landlord copies of all permits, plans and other related documents in connection with such Alterationswithhold its consent. (b1) Any Alteration Prior to the Premises shall be at Tenant’s sole cost and expense, in compliance with all applicable Laws and all requirements requested by Landlordmaking any Alterations, including, without limitation, the requirements of any insurer providing coverage for the Premises or the Building or any part thereofInitial Alterations, and in accordance with Tenant shall (i) submit to Landlord detailed plans and specifications approved (including layout, architectural, mechanical and structural drawings) for each proposed Alteration and shall not commence any such Alteration without first obtaining Landlord's approval of such plans and specifications, which, in writing the case of nonstructural Alterations which meet the criteria set forth in Section 3.1(A) above, shall not be unreasonably withheld or delayed, (ii) at Tenant's expense, obtain all permits, approvals and certificates required by any Governmental Authorities, it being agreed that all filings with Governmental Authorities to obtain such permits, approvals and certificates shall be made, at Tenant's expense, by a Person designated by Landlord, and (iii) furnish to Landlord duplicate original policies or certificates thereof of worker's compensation (covering all persons to be employed by Tenant, and Tenant's contractors and subcontractors in connection with such Alteration) and comprehensive public liability (including property damage coverage) insurance in such form, with such companies, for such periods and in such amounts as Landlord may reasonably approve, naming Landlord and its agents, any Lessor and any Mortgagee, as additional insureds. Upon completion of such Alteration, Tenant, at Tenant's expense, shall obtain certificates of final approval of such Alteration required by any Governmental Authority and shall furnish Landlord with copies thereof, together with the "as-built" plans and specifications for such Alterations, it being agreed that all filings with Governmental Authorities to obtain such permits, approvals and certificates shall be constructed and installed made, at Tenant's expense, by a contractor reasonably approved in writing Person designated by Landlord. As a further condition to giving consentAll Alterations shall be made and performed substantially in accordance with the plans and specifications therefor as approved by Landlord, with respect all Requirements, the Rules and Regulations, and all rules and regulations relating to Alterations that could affect the structural components of the Building Systems or which promulgated by Landlord in its reasonable judgment. All materials and equipment to be incorporated in the aggregate exceed One Million Dollars Premises as a result of any Alterations or a part thereof shall be first quality and no such materials or equipment ($1,000,000.00other than Tenant's Property) in costshall be subject to any lien, encumbrance, chattel mortgage or title retention or security agreement. In addition, no Alteration shall be undertaken prior to Tenant's delivering to Landlord may require Tenant to provide Landlord, at Tenant’s sole cost and expense, either (i) a payment and performance bond and labor and materials payment bond (issued by a surety company and in form reasonably acceptable satisfactory to Landlord), each in a principal an amount not less than equal to one hundred twenty percent (120%) of the estimated costs cost of such AlterationsAlteration (as reasonably estimated by Landlord's architect, engineer, or contractor), or (ii) such other security as shall be reasonably satisfactory to ensure Landlord against or required by any liability for mechanics’ and materialmen’s liens and to ensure completion Mortgagee or Lessor. If, as a result of work. Before any Alterations may beginperformed by Tenant, valid building permits or 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 Initial Alterations, any alterations, installations, improvements, additions or other physical changes are required to be performed or made to any portion of the Building or the Real Property other than the Premises in order to comply with any construction manager retained by Requirement(s), which alterations, installations, improvements, additions or other physical changes would not otherwise have had to be performed or made pursuant to applicable Requirement(s) at such time, Landlord) in reviewing plans and documents and in monitoring construction. Tenant shall maintain during the course of construction, at its Tenant's sole cost and expense, builders’ risk insurance for the amount of the completed value of the Alterations on an all-risk non-reporting form covering all improvements under constructionmay perform or make such alterations, including building materialsinstallations, improvements, additions or other physical changes and other insurance in amounts take such actions as Landlord shall deem reasonably necessary and against Tenant, within five (5) days after demand therefor by Landlord, shall provide Landlord with such risks security as Landlord shall reasonably require, in an amount equal to one hundred twenty percent (120%) of the cost of such alterations, installations, improvements, additions or other physical changes, as reasonably estimated by Landlord's architect, engineer or contractor. All Alteration(s) shall be performed only under the supervision of an independent licensed architect approved by Landlord, which approval shall not be unreasonably withheld. (2) Landlord reserves the right to disapprove any plans and specifications in part, to reserve approval of items shown thereon pending its review and approval of other plans and specifications, and to condition its approval upon Tenant making revisions to the plans and specifications or supplying additional information. Any review or approval by Landlord of any plans and/or specifications or any preparation or design of any plans by Landlord's architect or engineer (or any architect or engineer designated by Landlord) with respect to any Alteration is solely for Landlord's benefit, and without any representation or warranty whatsoever to Tenant or any other Person with respect to the compliance thereof with any Requirements, the adequacy, correctness or efficiency thereof or otherwise. (C) Tenant shall be permitted to perform Alterations during the hours of 8:00 A.M. to 6:00 P.M. on Business Days, provided that such work shall not interfere with or interrupt the operation and maintenance of the Building or unreasonably interfere with or interrupt the use and occupancy of the Building by other tenants in the Building. Otherwise, Alterations shall be performed at such times and in such manner as Landlord may from time to time reasonably designate. All Tenant's Property installed by Tenant and all Alterations in and to the Premises which may be made by Tenant at its own cost and expense prior to and during the Term, shall remain the property of Tenant. Upon the Expiration Date, Tenant shall remove Tenant's Property from the Premises and, at Tenant's option, Tenant also may remove, at Tenant's cost and expense, all Alterations made by Tenant to the Premises, provided, however, in any case, that Tenant shall repair and restore in a good and workerlike manner to good condition any damage to the Premises or the Building caused by such removal. Notwithstanding the foregoing, however, Landlord, upon notice given at least thirty (30) days prior to the Fixed Expiration Date or upon such shorter notice as is reasonable under the circumstances upon the earlier expiration of the Term, may require Tenant to remove any Alterations, and to repair and restore in a good and workerlike manner to good condition any damage to the Premises or the Building caused by such removal. (1) All Alterations shall be performed, at Tenant's sole cost and expense, by Landlord's contractor(s) or by contractors, subcontractors or mechanics approved by Landlord. Prior to making an Alteration, at Tenant's request, Landlord shall furnish Tenant with a list of contractors who may perform Alterations to the Premises on behalf of Tenant. If Tenant engages any contractor set forth on the list, Tenant shall not be required to obtain Landlord's consent for such contractor unless, prior to the earlier of (a) entering into a contract with such contractor, and (b) the commencement of work by such contractor, Landlord shall notify Tenant that such contractor has been removed from the list. (2) Notwithstanding the foregoing, with respect to any Alteration affecting any Building System, (i) Tenant shall select a contractor from a list of approved contractors furnished by Landlord to Tenant (containing at least three (3) contractors) and (ii) the Alteration shall, at Tenant's cost and expense, be designed by Landlord's engineer for the relevant Building System. (E) Any mechanic's lien filed against the Premises or the Real Property for work claimed to have been done for, or materials claimed to have been furnished to, Tenant shall be discharged by Tenant within thirty (30) days after Tenant shall have received notice thereof (or such shorter period if required by the terms of any Superior Lease or Mortgage), at Tenant's expense, by payment or filing the bond required by law. Tenant shall not, at any time prior to or during the Term, directly or indirectly employ, or permit the employment of, any contractor, mechanic or laborer in the Premises, whether in connection with any Alteration or otherwise, if such employment would interfere or cause any conflict with other contractors, mechanics or laborers engaged in the Alterations. In addition to and without limitation on the generality construction, maintenance or operation 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 Building by Landlord, Tenant or others, or of any adjacent property owned by Landlord. In the event of any such interference or conflict, Tenant, upon demand of Landlord, shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediately. (F) Tenant shall commence performance of the Initial Alterations by not later than thirty (30) days after the Commencement Date, shall thereafter diligently continuously prosecute the same to completion, and shall substantially complete the Initial Alterations by not later than ninety (90) days after the Commencement Date. Section 3.2. Tenant shall pay to Landlord or to Landlord’s lenders, if any's agent, as additional insureds. The minimum limit rent, all out-of coverage of the aforesaid policy shall be pocket costs and expenses incurred by Landlord or Landlord's agent in the amount of not less than Three Million Dollars ($3,000,000.00) 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 connection with any Alterations, notwithstanding consent from Landlord to do soincluding, until without limitation, the Initial Alterations (the "Alteration Fee"). The Alteration Fee shall be paid by Tenant notifies Landlord within ten (10) Business Days after demand therefor. Tenant also shall pay any fee charged by any Lessor or Mortgagee in writing reviewing the plans and specifications for such Alterations or inspecting the progress of completion of the date same. Section 3.3. Upon the request of Tenant, Landlord, at Tenant's cost and expense, shall join in any applications for any permits, approvals or certificates required to be obtained by Tenant desires to commence construction or installation in connection with any permitted Alteration (provided that the provisions of such Alterations and Landlord has approved such date in writing, in order the applicable Requirement shall require that Landlord may post appropriate notices join in such application) and shall otherwise cooperate with Tenant in connection therewith, provided that Landlord shall not be obligated to avoid incur any cost or expense, including, without limitation, attorneys' fees and disbursements, or suffer any liability to contractors or material suppliers for payment for Tenant’s improvements. Tenant will at all times permit such notices to be posted and to remain posted until the completion of workin connection therewith.

Alterations. (a) Tenant shall not before or during the Term may make or suffer to be made any alterations, additions or improvements in or to the Premises Premises, including any Tenant Work identified on attached Exhibit C (herein collectively called the “Alterations”), only with the prior written consent of Landlord, which, with respect to Alterations not affecting the structural components of the Premises or utility systems therein, shall not be unreasonably withheld, conditioned, or delayed. Landlord shall have thirty (30) without first obtaining Landlorddays in which to respond to Tenant’s written approval thereof based on request for any Alterations so long as such request includes the names of Tenant’s contractors and reasonably detailed plans and specifications submitted by therefor. The term “Alterations” shall not include the installation of shelves, movable partitions, Tenant. Landlord’s approval equipment, and trade fixtures that may be withheld in Landlord’s sole and absolute discretion if any Alterations could in Landlord’s judgment affect the structure of the Building performed without damaging existing improvements or the electrical, mechanical, heating, ventilation or air conditioning, life safety or plumbing systems structural integrity of the Building (collectively the “Building Systems”), be visible from outside the Premises, the Building, or require additional code compliance or similar work not included in the Alterations; otherwiseProperty, and Landlord’s consent shall not be unreasonably withheldrequired for Tenant’s installation or removal of those items. 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 copies of perform all permits, plans and other related documents in connection with such Alterations. (b) Any Alteration to the Premises shall be work at Tenant’s sole cost expense and expense, in compliance with all applicable Laws laws and shall complete all requirements requested by Landlord, including, without limitation, the requirements of any insurer providing coverage for the Premises or the Building or any part thereof, and Alterations in accordance with plans and specifications approved in writing by Landlord, using contractors approved 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 components of 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 manner so as to 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 unreasonably interfere with 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 constructiontenants. Tenant shall maintain during pay, when due, or furnish a bond for payment (as set forth in Section 19) all claims for labor or materials furnished to or for Tenant at or for use in the course of constructionPremises, which claims are or may be secured by any mechanics’ or materialmens’ liens against the Premises or the Property or any interest therein. Tenant shall remove all Alterations at its sole cost and expense, builders’ risk insurance for the amount end of the completed value of Lease term unless Landlord conditioned its consent upon Tenant leaving a specified Alteration at the Alterations on an all-risk non-reporting form covering all improvements under constructionPremises, including building materialsin which case Tenant shall not remove such Alteration, and other insurance in amounts and against such risks as Landlord it shall reasonably require in connection with the Alterationsbecome Landlord’s property. 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 immediately repair any damage to the course Premises caused by removal 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 ($3,000,000.00) 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)Alterations. (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 Alterations and Landlord has approved such date in writing, 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 notices to be posted and to remain posted until the completion of work.

Alterations. (a) Tenant shall will not before or during the Term make or suffer to be made any modifications, improvements, alterations, additions or improvements installations in or to the Premises that affect the Building's structure or its mechanical systems, or that will cost more than $50,000.00 in any calendar year, without Landlord's prior written consent, which consent will not be unreasonably withheld, conditioned or delayed. Tenant will notify Landlord prior to making any modifications, improvements, alterations, additions or installations 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 referred to in Landlord’s sole and absolute discretion if any Alterations could in Landlord’s judgment affect this section as the structure of the Building or the electrical, mechanical, heating, ventilation or air conditioning, life safety or plumbing systems of the Building (collectively the “Building Systems”"work"), be visible from outside the Premises, or require additional code compliance or similar work not included in the Alterations; otherwise, regardless of whether Landlord’s '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 copies of all permits, plans and other related documents is required in connection with such Alterations. (b) Any Alteration work. Along with any request for Landlord's consent and at least 15 days before commencement of any work or delivery of any materials to be used in any work to the Premises, Tenant will furnish Landlord with plans and specifications, estimated commencement and completion dates, the name and address of Tenant's general contractor, and the necessary permits and licenses. Landlord will have the right to post notices of non- responsibility or similar notices on the Premises shall in order to protect the Premises against any liens resulting from such work. Tenant agrees to indemnify, defend and hold Landlord harmless from any and all claims and liabilities of any kind and description which may arise out of or be at Tenant’s sole connected in any way with such work. Tenant will pay the cost of all such work, and expensealso the cost of painting, in compliance restoring or repairing the Premises occasioned by such work. Upon completion of the work, Tenant will furnish Landlord with contractor's affidavits that include full and final waivers of liens and receipts for all amounts due for labor and materials. In the case of any work that required Landlord's consent, Tenant will also provide Landlord with as-built plans and specifications of the Premises as altered by such work. All work will comply with all insurance requirements and all applicable Laws and all requirements requested by Landlord, including, without limitation, the requirements of any insurer providing coverage for the Premises or the Building or any part thereof, and in 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 components of 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 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 ADA) and will be constructed in a good and workmanlike manner, using materials of any construction manager retained by Landlord) in reviewing plans first-class quality and documents free and in monitoring constructionclear of all liens or claims therefor. 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 Alterations on an all-risk non-reporting form covering all improvements under construction, including building materials, and other insurance in amounts and against such risks as will permit Landlord shall reasonably require to inspect construction operations in connection with any such work in accordance with Section 7.2. Landlord's approval of any plans for any modifications, improvements, alterations, additions or installations proposed by Tenant will not constitute a representation that the Alterations. In addition same will comply with Laws or be fit for any particular purpose; such approval will merely constitute Landlord's consent to and without limitation on construct or install 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 same in the amount of not less than Three Million Dollars ($3,000,000.00) 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)Premises. (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 Alterations and Landlord has approved such date in writing, 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 notices to be posted and to remain posted until the completion of work.

Alterations. (a) Tenant shall not before or during the Term make or suffer to be made any alterations, additions additions, improvements or improvements in or changes to the Premises (herein collectively called “Alterations”) or structural changes to the Premises without in each instance first obtaining Landlord’s the prior written approval thereof based on detailed plans and specifications submitted by Tenant. Landlord’s approval may be withheld consent of Landlord in Landlord’s sole sole, subjective and absolute discretion if unfettered discretion, and the consent of any Alterations could in Landlord’s judgment affect design review board or other party required under the structure of the Building or the electrical, mechanical, heating, ventilation or air conditioning, life safety or plumbing systems of the 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 charter unless such consent shall not be unreasonably withheld. Without limiting the foregoing, all Alterations shall also be subject to the provisions of Section 11.2 belowis obtained. Notwithstanding the foregoing, Tenant shall be permitted to may make Alterations that do not affect the structure of the Building or the Building Systems that in a first-class manner such interior additions, improvements and changes in the aggregate do not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) without the prior written consent of Landlord; provided, however, that Premises as Tenant shall provide Landlord copies of all permits, plans and other related documents may deem necessary or desirable in connection with operation of its office in the Premises so long as such Alterations. alterations, additions, improvements and changes (bi) Any Alteration are nonstructural, (ii) do not interfere with or otherwise affect any heating, ventilating, air conditioning, plumbing, security, fire detection and protection or utility systems, and (iii) the plans for such alterations have been submitted to Landlord for its approval, which approval shall not be unreasonably withheld or delayed, All permitted alterations, additions, improvements and changes in the Premises shall be at Tenant’s sole cost expense and expense, in compliance comply with all requirements and specifications set forth on Exhibit E attached to this Lease, all insurance requirements, with applicable Laws governmental laws, statutes, ordinances, rules and regulations, and with all requirements requested by provisions of this Lease. Tenant shall be responsible for and shall pay to Landlord, including, without limitationas Additional Rent, the requirements entire amount of any insurer providing coverage for taxes attributable to any alterations, additions or improvements made by Tenant pursuant to this Section. All such alterations, additions, improvements and changes shall become, upon completion, the Premises or properly of the Building or any part thereofLandlord, and in accordance with plans and specifications approved unless otherwise agreed to in writing by the 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 components of 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 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 Alterations on an all-risk non-reporting form covering all improvements under construction, including building materials, and other insurance in amounts and against such risks as Landlord shall reasonably require in connection with the 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 ($3,000,000.00) 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 Alterations and Landlord has approved such date in writing, 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 notices to be posted and to remain posted until the completion of work.

Alterations. (a) Tenant shall not before or during the Term make or suffer to be made any alterationsno alternations, 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 Building or the electrical, mechanical, heating, ventilation or air conditioning, life safety or plumbing systems of the Building (collectively the “Building Systems”), be visible from outside the Premises, structural or require additional code compliance or similar work not included in the Alterations; otherwise, without Landlord’s 's written consent, which consent shall not be unreasonably withheld, conditioned, or delayed. Without limiting the foregoingIf Landlord consents, 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 copies of all permits, plans and other related documents in connection with such Alterations. (b) 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 Landlordmay impose any conditions it deems appropriate, including, without limitation, the prior approval by Landlord of plans and specifications, the prior approval by Landlord of the contractor or other persons who will perform the work, the obtaining of lien waivers from such contractors and other persons and the obtaining of specified completion and lien indemnity bonds and insurance. If any improvements are made without Landlord's prior written consent, Landlord shall have the right to remove such improvements and restore the Premises to their condition immediately prior thereto, and Tenant shall be liable for all expenses incurred by Landlord in connection therewith. All such work shall be done at such times and in such manner as Landlord may from time to time designate. Tenant covenants and agrees that all work done by Tenant shall be performed in full compliance with all laws, ordinances, regulations and requirements of all governmental and quasi- governmental authorities having jurisdiction. Tenant further covenants and agrees that any insurer providing coverage for mechanic's lien filed against the Premises or against the Building for work claimed to have been done for, or any part materials claimed to have been furnished to Tenant will be discharged by Tenant, by bond or otherwise, within ten (10) days after the filing thereof, and in 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 at the structural components of 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 expenseexpense of Tenant. All alterations, a payment and performance bond in form reasonably acceptable to Landlorddecorations, in a principal amount not less than additions or improvements upon the estimated costs of such AlterationsPremises, 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 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 made 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 Alterations on an all-risk non-reporting form covering all improvements under constructioneither party, including building materials, and other insurance in amounts and against such risks as Landlord shall reasonably require in connection with the Alterations. In addition to and (without limitation on limiting the generality of the foregoing) all wallcovering, 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, as a part thereof, at the end of the Lease Term. (b) All articles of personal property and all business and trade fixtures, machinery and equipment, furniture and movable partitions installed by Tenant in the Premises at its sole expense shall be and remain the property of Tenant and may be removed by Tenant at any time during the Lease Term. provided Tenant is not in default hereunder, and provided further that Tenant shall ensure that its contractor(s) procure and maintain in full force and effect during repair any damage caused by such removal. Tenant's obligation to repair any damage to 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 Premises caused by such removal shall survive the expiration or earlier termination of the aforesaid policy Lease Term. If Tenant shall fail to remove all of its effects from the Premises upon termination of this Lease for any cause whatsoever, Landlord may, at its option, remove the same in any manner that Landlord shall choose, and store said effects without liability to Tenant for loss thereof, and Tenant agrees to pay Landlord upon demand any and all expenses incurred in such removal, including court costs and attorneys' fees and storage charges on such effects for any length of time that the same shall be in Landlord's possession, or Landlord may, at its option, without notice, sell said effects, or any of the amount same, at private sale and without legal process, for such price as Landlord may obtain and apply the proceeds of not less than Three Million Dollars ($3,000,000.00) for injury or death of one person in such sale against 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 amounts due under this Lease from Tenant to Landlord and Tenant against liability for property damage the expenses incidental to the removal and sale of at least Three Million Dollars ($3,000,000.00)said effects . (c) Tenant agrees not The initial Leasehold improvements in and to proceed the Premises shall be installed by Landlord in accordance with the Work Agreement. It is understood that Landlord is under no obligation to make any Alterationsstructural or other alterations, notwithstanding consent from Landlord decorations, additions or improvements in or to do sothe Premises, until Tenant notifies Landlord except as provided in writing of the date Tenant desires to commence construction Work Agreement or installation of such Alterations and Landlord has approved such date as otherwise expressly provided in writing, 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 notices to be posted and to remain posted until the completion of workthis Lease .

Alterations. (a) Except as otherwise provided in this Section, Tenant shall not before or during the Term make or suffer to be made any no alterations, additions additions, fixtures, replacements or improvements in or to the Premises (herein collectively called “Alterations”) to the Premises or the Building without first obtaining the prior written consent of Landlord’s written approval thereof based on detailed plans and specifications submitted by Tenant. Landlord’s approval , which consent may be granted or withheld in Landlord’s sole and absolute discretion if any Alterations could in Landlord’s judgment affect the structure of the Building or the electrical, mechanical, heating, ventilation or air conditioning, life safety or plumbing systems of the 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 belowdiscretion. Notwithstanding the foregoing, Landlord shall not unreasonably withhold its consent to any Alterations which cost less than Fifty Thousand Dollars ($50,000.00) and do not (i) affect the exterior of the Building or outside areas (or be visible from adjoining sites), or (ii) affect or penetrate any of the structural portions of the Building, including but not limited to the roof, or (iii) require any change to the basic floor plan of the Premises or any change to any structural or mechanical systems of the Premises, or (iv) fail to comply with any applicable governmental requirements or require any governmental permit as a prerequisite to the construction thereof, or (v) result in the Premises requiring building services beyond the level normally provided to other tenants, or (vi) interfere in any manner with the proper functioning of, or Landlord’s access to, any mechanical, electrical, plumbing or HVAC systems, facilities or equipment located in or serving the Building, or (vii) diminish the value of the Premises including, without limitation, using lesser quality materials than those existing in the Premises, or (viii) alter or replace Standard Improvements. Landlord may impose any condition to its consent, including but not limited to a requirement that the installation and/or removal of all Alterations and Replacements be covered by a lien and completion bond satisfactory to Landlord in its reasonable discretion and requirements as to the manner and time of performance of such work. Landlord shall in all events, whether or not Landlord’s consent is required, have the right to approve the contractor performing the installation and removal of Alterations and Replacements and Tenant shall not permit any contractor not approved by Landlord to perform any work on the Premises or on the Building. Tenant shall obtain all required permits for the installation and removal of Alterations and Replacements and shall perform the installation and removal of Alterations and Replacements in compliance with all applicable laws, regulations and ordinances, including without limitation the Americans with Disabilities Act, all covenants, conditions and restrictions affecting the Project, and the Rules and Regulations as described in Article XVII. Under no circumstances shall Tenant make any Alterations or Replacements which incorporate any Hazardous Materials, including without limitation asbestos-containing construction materials into the Premises, the Building or the Common Area. If any governmental entity requires, as a condition to any proposed Alterations by Tenant, that improvements be made to the Common Areas, and if Landlord consents to such improvements to the Common Areas (which consent may be withheld in the sole and absolute discretion of Landlord), 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, architects and engineers as Landlord may require in its reasonable discretion. Any request for Landlord’s consent to any proposed Alterations shall be made in writing and shall contain architectural plans describing the work in detail reasonably satisfactory to Landlord. Unless Landlord otherwise agrees in writing, all Alterations made or affixed to the Premises, the Building or to the Common Area (excluding moveable trade fixtures, equipment, and furniture installed by Tenant and not paid for by Landlord pursuant to Exhibit X), including without limitation all Tenant Improvements constructed pursuant to the Work Letter (except as otherwise provided in the Work Letter), shall become the property of Landlord and shall be surrendered with the Premises at the end of the Term; except that Landlord may, by notice to Tenant given at the time of its consent to the Alteration, require Tenant to remove same by the Expiration Date or sooner termination date of this Lease, and to repair any damage to the Premises, the Building or the Common Area arising from that removal and restore the Premises to their condition prior to making such Alteration. It is understood that Tenant shall be permitted to make Alterations that do not affect install an exterior air compressor for the structure Building, subject to Landlord’s reasonable prior written approval 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 copies of all permitslocation, plans and other related documents in connection with such Alterations. (b) screening therefor. Any Alteration to the Premises consent and/or approval by Landlord under this Section 7.3 shall be at given by Landlord within ten (10) business days following receipt of 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 insurer providing coverage for the Premises or the Building or any part thereof, and in 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 components of 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 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 Alterations on an all-risk non-reporting form covering all improvements under construction, including building materials, and other insurance in amounts and against such risks as Landlord shall reasonably require in connection with the 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 ($3,000,000.00) 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)written request therefor. (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 Alterations and Landlord has approved such date in writing, 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 notices to be posted and to remain posted until the completion of work.

Alterations. (a) a. Tenant shall not before or during the Term make or suffer to be made any no alterations, additions or improvements in or to the Premises (herein collectively called “Alterations”) without first obtaining Landlord’s 's prior written approval thereof based on detailed plans consent,* and specifications submitted then only by Tenant. contractors or mechanics approved by Landlord’s approval may be withheld in Landlord’s sole ; such consents and absolute discretion if any Alterations could in Landlord’s judgment affect the structure of the Building or the electrical, mechanical, heating, ventilation or air conditioning, life safety or plumbing systems of the 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 approvals by Landlord shall not be unreasonably withheld. Without limiting the foregoingwithheld or delayed Tenant shall submit to Landlord plans and specifications for any proposed alterations, all Alterations shall also be subject additions or improvements to the provisions Premises, and may not make such alterations, additions or improvements until Landlord has approved of Section 11.2 belowsuch plans and specifications. Notwithstanding the foregoing, Tenant shall be permitted to make Alterations that do not affect the structure of the Building construct such alterations, additions 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 copies of all permits, plans and other related documents in connection with such Alterations. (b) 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 insurer providing coverage for the Premises or the Building or any part thereof, and improvements in accordance with the plans and specifications approved in writing by Landlord, and shall not amend or modify such plans and specifications without Landlord's prior written consent. If the proposed change requires the consent or approval of any lessor of a superior lease, or the holder of a mortgage encumbering the Premises, such consent or approval must be constructed secured prior to the construction of such alteration, addition or improvement and installed Landlord agrees to cooperate in obtaining any such consent or approval. Tenant agrees that there shall be no construction of partitions or 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 or facilities. All such work shall be done at such times and in such manner as Landlord may from time to time designate. Tenant covenants and agrees that all work done by a contractor reasonably approved Tenant shall be performed in writing 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 Insurance Service Office, and of any similar body. Before commencing any work, Tenant shall give Landlord at least ten (10) days written notice of the proposed commencement of such work and shall, if required by Landlord. As , ** secure at Tenant's own *unless such alterations, additions, or improvements are less than a further condition to giving consent, with respect to Alterations that could affect the structural components cost of the Building Systems or which in the aggregate exceed One Million Five Thousand and No/100 Dollars ($1,000,000.00) in cost5,000.00), 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 other 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 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 Alterations on an all-risk non-reporting form covering all improvements under construction, including building materials, and other insurance in amounts and against such risks as Landlord shall reasonably require in connection with the 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 work described in the amount Work Letter Agreement of not less than Three Million Dollars ($3,000,000.00) 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 even date Tenant desires to commence construction or installation of such Alterations and Landlord has approved such date in writing, 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 notices to be posted and to remain posted until the completion of work.herewith

Alterations. (a) Except for aesthetic or cosmetic changes that are not readily visible from the exterior of the Leased Premises and have no impact on the structural integrity of the Building, Tenant shall not before or during the Term make or suffer to be made any alterations, additions or improvements permit alterations in or to the Leased Premises unless and until Landlord has approved the plans therefore in writing. As a condition of such approval, Landlord may require Tenant (herein collectively called “Alterations”a) without first obtaining use contractors that are approved by Landlord’s written , which 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 Building or the electrical, mechanical, heating, ventilation or air conditioning, life safety or plumbing systems of the 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 will not be unreasonably withheld. Without limiting , conditioned or delayed; and/or (b) to remove the foregoingalterations and restore the Leased Premises upon termination of this Lease, which Landlord will expressly state in writing when approving said plans; otherwise, all Alterations such alterations shall also at Landlord's option become a part of the realty and the property of Landlord, and shall not be removed by Tenant. Tenant shall ensure that all alterations shall be made in accordance with all applicable laws, regulations and building codes, in a good and workmanlike manner and of quality equal to or better than the condition of the Building as of the Commencement Date. 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 the provisions of Section 11.2 belowLandlord’s written consent, including any contingencies included therein. Notwithstanding the foregoingPrior to commencing any alterations performed by any contractor, 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 contractor shall: ($250,000.00a) without the prior written consent of Landlord; provided, however, that Tenant shall provide Landlord copies of obtain all permits, plans licenses, and other related documents in connection with approvals required for Tenant to perform such Alterations. work; (b) Any Alteration deliver to the Premises shall be at Landlord: (i) copies of such permits, licenses, and approvals and (ii) evidence reasonably satisfactory to Landlord that Tenant and/or Tenant’s sole cost contractor has procured workers’ compensation, general liability, and expense, personal and property damage insurance as Landlord may reasonably require; (c) cause any such work to be performed (i) in accordance with the plans approved by Landlord and (ii) in a good and workmanlike manner and in compliance with all applicable Laws and laws; (d) ensure that all requirements requested by Landlordcontractors, includingsubcontractors, without limitation, the requirements of any insurer providing coverage for the Premises or the Building or any part thereoflaborers, and suppliers performing work or supplying materials are paid in accordance with plans full; 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 (e) during the structural components performance of 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 work, observe and expense, a payment and performance bond in form reasonably acceptable to Landlord, in a principal amount not less than the estimated costs perform all 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 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 Alterations on an all-risk non-reporting form covering all improvements obligations under construction, including building materials, and other insurance in amounts and against such risks as Landlord shall reasonably require in connection with the 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 ($3,000,000.00) 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)this Lease. (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 Alterations and Landlord has approved such date in writing, 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 notices to be posted and to remain posted until the completion of work.

Alterations. (a) Tenant shall not before or during the Term make or suffer to be made any alterations, additions or improvements no changes in or to the Demised Premises (herein collectively called “Alterations”) of any nature without first obtaining Landlord’s 's prior written approval thereof based on detailed plans consent provided, however, that Tenant may install its switching equipment and specifications submitted by Tenantmay make purely decorative changes such as painting and installation of partitions and carpeting without Landlord's consent, but upon notice to Landlord. 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 Building or the electrical, mechanical, heating, ventilation or air conditioning, life safety or plumbing systems of the 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 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, howevernot to be unreasonably withheld or delayed and to the provisions of this Article, that Tenant at Tenant's expense, may make non-structural alterations, installations, additions or improvements which do not affect utility services or plumbing and electrical lines, in or to the interior of the Demised Premises using licensed and reputable contractors or mechanics first approved by Landlord. With respect to any work involving the base building electrical service rooms, Tenant must utilize Landlord's designated base building electrician for any and all such work. In accordance with the provisions of this Article 3, Tenant shall provide Landlord copies of have the right subject to applicable legal requirements to install a gaseous fire retardant, either FM 200 or intergin. Tenant shall, at its expense, before making any alterations, additions, installations or improvements obtain all permits, plans approval and other related documents 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 Landlord. Tenant agrees to carry and will cause Tenant's contractors and sub-contractors to carry such work▇▇▇'▇ ▇▇▇pensation, general liability, personal and property damage insurance in connection with such Alterations. (b) Any Alteration to the Premises shall be at Tenant’s sole cost and expense, amounts specified in compliance with all applicable Laws and all requirements requested by Landlord, including, without limitation, Article 45 hereof. If any mechanic's lien is filed against the requirements of any insurer providing coverage for the Demised Premises or the Building for work claimed to have been done for, or materials furnished to, Tenant, whether or not done pursuant to this Article, the same shall be discharged by Tenant within thirty (30) days after Tenant receives written notice thereof at Tenant's expense, by filing the bond required by law or otherwise. All interior walls, doors, paneling, partitions, railings and like installations, installed in the Demised Premises at any part thereoftime, either by Tenant or by Landlord on Tenant's behalf, shall, upon installation, become the property of Landlord and shall remain upon and be surrendered with the Demised Premises unless Landlord, by notice to Tenant at the time Landlord approves Tenant's plans, elects to relinquish Landlord's right to such installations and to have them removed by Tenant, in which event the same shall be removed from the Demised Premises by Tenant prior to the expiration of the lease, at Tenant's expense. Notwithstanding the foregoing, Landlord hereby requires Tenant to remove all of its switching equipment, the backup generator and other appurtenant 3 equipment. Nothing in this Article shall be construed to give Landlord title to or to prevent Tenant's removal of its switching equipment, backup generator, trade fixtures and moveable office furniture and equipment, but upon removal of any such items from the Demised Premises or upon removal of other installations as may be permitted hereunder, Tenant shall immediately and at its expense, repair and restore the Demised Premises to the condition existing prior to installation, reasonable wear and tear excepted, and repair any damage to the Demised Premises or the Building due to such removal. All property permitted to be removed by Tenant at the end of the term remaining in accordance with plans the Demised Premises after Tenant's removal (in the case of its backup generator, more than one month following its removal) shall be deemed abandoned and specifications approved in writing by may, at the election of Landlord, and shall either be constructed and installed retained as Landlord's property or removed from the Demised Premises 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 components of 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 's expense. With respect to any request for Landlord's consent to any alterations for which Landlord's consent is required, a payment and performance bond in form reasonably acceptable Landlord agrees to Landlordreview Tenant's plans within ten (10) business days after receipt thereof, 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 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 failure 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 Alterations on an all-risk non-reporting form covering all improvements under construction, including building materials, and other insurance in amounts and against such risks as Landlord shall reasonably require in connection with the 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 ($3,000,000.00) 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 Alterations and Landlord has approved such date in writing, 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 notices to be posted and to remain posted until the completion of workrespond within said ten (10) business day period being deemed Landlord's approval thereof.

Alterations. (a) Tenant shall not before or during the Term make or suffer to be made any alterations, additions or improvements in or to the Premises (herein collectively called collectively, the “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 Building or the electrical, mechanical, heating, ventilation or air conditioning, life safety or plumbing systems of the 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, howeverexcept for the installation of unattached, that movable trade fixtures which may be installed without drilling, cutting or otherwise defacing the Premises. Tenant shall provide Landlord copies of all permits, furnish complete plans and other related documents specifications to Landlord for its approval at the time it requests Landlord’s consent to any Alterations if the desired Alterations: (i) will affect the Building’s Systems or Building’s Structure; or (ii) will require the filing of plans and specifications with any governmental or quasi-governmental agency or authority; or (iii) will cost in excess of Ten Thousand Dollars ($10,000.00). Subsequent to obtaining Landlord’s consent and prior to commencement of the Alterations, Tenant shall deliver to Landlord any building permit required by applicable Law and a copy of the executed construction contract(s). Tenant shall reimburse Landlord within ten (10) days after the rendition of a ▇▇▇▇ for all of Landlord’s actual out-of-pocket costs incurred in connection with such any Alterations. (b) Any Alteration , including all management, engineering, outside consulting, and construction fees incurred by or on behalf of Landlord for the review and approval of Tenant’s plans and specifications and for the monitoring of construction of the Alterations. If Landlord consents to the Premises making of any Alteration, such Alteration shall be made by Tenant 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 insurer providing coverage for the Premises or the Building or any part thereof, and in accordance with plans and specifications approved in writing by Landlord, and shall be constructed and installed expense by a contractor reasonably approved in writing by Landlord. As a further condition Tenant shall require its contractor to giving maintain insurance in such amounts and in such form as Landlord may require. Without Landlord’s prior written consent, with respect to Alterations that could affect the structural components Tenant shall not use any portion of the Building Systems or Common Areas in connection with the making of any Alterations. If the Alterations which Tenant causes to be constructed result in Landlord being required to make any alterations and/or improvements to other portions of the aggregate exceed One Million Dollars ($1,000,000.00) in costProject, Landlord may require Tenant to provide Landlord, at Tenant’s sole cost and expense, a payment and performance bond in form reasonably acceptable to Landlordas applicable, in a principal amount not less than order to comply with any applicable Laws, then Tenant shall reimburse Landlord upon demand for all costs and expenses incurred by Landlord in making such alterations and/or improvements. Any Alterations made by Tenant shall become the estimated costs property of Landlord upon installation and shall remain on and be surrendered with the Premises upon the expiration or sooner termination of this Lease, unless Landlord requires the removal of such Alterations. If Landlord requires the removal 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 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 forthwith and with all due diligence (but in any event not later than ten (10) days after the amount expiration or earlier termination of the completed value Lease) remove all or any portion of the any Alterations on an all-risk non-reporting form covering all improvements under constructionmade by Tenant which are designated by Landlord to be removed (including without limitation stairs, including building materialsbank vaults, and cabling, if applicable) and repair and restore the Premises in a good and workmanlike manner to their original condition, reasonable wear and tear excepted. All construction work done by Tenant within the Premises shall be performed in a good and workmanlike manner with new materials of first-class quality, lien-free and in compliance with all Laws, and in such manner as to cause a minimum of interference with other insurance construction in amounts progress and against such risks as Landlord shall reasonably require in connection with the Alterationstransaction of business in the Project. In addition Tenant agrees to indemnify, defend and without limitation on hold Landlord harmless against any loss, liability or damage resulting from such work, except to the generality extent such loss, liability or damage results from the negligence or willful misconduct of Landlord, its agents, employees, contractors and invitees, and Tenant shall, if requested by Landlord, furnish a bond or other security satisfactory to Landlord against any such loss, liability or damage. The foregoing indemnity shall survive the foregoingexpiration or earlier termination of this Lease. Landlord’s consent to or approval of any alterations, additions or improvements (or the plans therefor) shall not constitute a representation or warranty by Landlord, nor Landlord’s acceptance, that the same comply with sound architectural and/or engineering practices or with all applicable Laws, and 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 ($3,000,000.00) solely responsible 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)ensuring all such compliance. (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 Alterations and Landlord has approved such date in writing, 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 notices to be posted and to remain posted until the completion of work.

Alterations. (a) Tenant shall not before or during the Term make make, or suffer to be made made, any alterations, improvements or additions or improvements in in, on, about 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 or any Alterations could in Landlord’s judgment affect the structure of the Building or the electricalpart thereof, mechanical, heating, ventilation or air conditioning, life safety or plumbing systems of the 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 LandlordLandlord and without a valid building permit issued by the appropriate governmental authority; provided, however, that Tenant shall provide Landlord copies of all permits, plans and other related documents in connection with such Alterations. (b) Any Alteration may make non-structural alterations 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 interior of any insurer providing coverage for the Premises or costing less than Fifty Thousand Dollars ($50,000.00) without obtaining the Building or any part thereof, and in accordance with plans and specifications approved in writing by Landlord, and shall be constructed and installed by a contractor reasonably approved in writing by Landlordprior written consent of Landlord provided that such alterations do not change the use of the Premises. As a further condition to giving such consent, with respect to Alterations that could affect the structural components of the Building Systems or which in the aggregate exceed One Million Dollars ($1,000,000.00) in cost, Landlord may require that Tenant agree to provide Landlordremove any such alterations, improvements or additions at Tenant’s sole cost the termination of this Lease, and expenseto restore the Premises to their prior condition. Unless Landlord requires that Tenant remove any such alterations, a payment improvement or addition, any alteration, addition or improvement to the Premises, except movable furniture and performance bond in form reasonably acceptable trade fixtures not affixed to Landlordthe Premises, in a principal amount shall become the property of Landlord upon termination of the Lease and shall remain upon and be surrendered with the Premises at the termination of this Lease. Without limiting the generality of the foregoing, all heating, lighting, electrical (including all wiring, conduit, outlets, drops, buss ▇▇▇ts, main and subpanels), air conditioning, partitioning, drapery, and carpet installations made by Tenant regardless of how affixed to the Premises, together with all other additions, alterations and improvements that have become an integral part of the Building, shall be and become the property of the Landlord upon termination of the Lease, and shall not less be deemed trade fixtures, and shall remain upon and be surrendered with the Premises at the termination of this Lease. If, during the Lease Term, any non-structural alteration, addition or change of any sort to all or any portion of the Premises (other than the estimated costs fire sprinkler system) is required by law, regulation, ordinance or order 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 other permits or licenses required must be furnished to Landlord, and, once the Alterations beginpublic agency, Tenant will diligently and continuously pursue their completion. Landlord may monitor construction of shall promptly make 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, same at its sole cost and expense. If, builders’ risk insurance for during the amount Lease Term, any structural or fire sprinkler system alteration, addition or change of any sort to all or any portion of the completed value Premises (other than the fire sprinkler system) is required by law, regulation, ordinance or order of any public agency because of (i) Tenant's particular use or change of use of the Alterations on an all-risk non-reporting form covering all improvements under constructionPremises, including building materials(ii) Tenant's application for a new permit or governmental approval, and other insurance in amounts and against such risks as Landlord shall reasonably require in connection with the Alterations. In addition to and without limitation on the generality of the foregoing, Tenant shall ensure that its contractor(sor (iii) 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 ($3,000,000.00) 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 Tenant's construction or installation of leasehold improvements or trade fixtures, Tenant shall promptly make the same at its sole cost and expense. If, during the Lease Term, any structural or fire sprinkler system alteration, addition or change of any sort to all or any portion of the Premises is required by law, regulation, ordinance or order for any reason other than those described in the immediately preceding sentence, Landlord shall promptly make the same at its sole cost and expense. If, during the Lease Term, any alteration, addition or change to the Common Area is required by law, regulation, ordinance or order of any public agency, Landlord shall make the same and the cost of such Alterations alteration, addition or change shall be a Common Area Charge and Tenant shall pay its share of said cost to Landlord has approved such date as provided in writing, 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 notices to be posted and to remain posted until the completion of workParagraph 12 a▇▇▇▇.

Alterations. (a) Tenant shall not before or during the Term make or suffer to be made any 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 Building or the electrical, mechanical, heating, ventilation or air conditioning, life safety or plumbing systems of the 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 LandlordLender, Borrower shall not make, or permit to be made, any Capital Alterations or Material Alterations to the Facility, except to the extent expressly permitted under the Facility Lease without Borrower’s consent, in which case, and notwithstanding anything to the contrary herein, Lender’s prior consent shall not be required. If Lender consents to the making of any Capital Alterations or Material Alterations (provided Lender’s consent is required by this Agreement), Lender may impose commercially reasonable conditions thereon in connection with its approval thereof. Without Lender’s consent, Borrower may make, or may permit to be made, any other Alterations provided the same (i) do not decrease the value of the Facility; (ii) do not adversely affect the exterior appearance of the Facility; and (iii) are consistent in terms of style, quality and workmanship to the original Improvements, and provided further that the same are constructed and performed in accordance with the following: (i) Such construction shall not commence until Borrower or Facility Tenant, as applicable, shall have procured and paid for all municipal and other governmental permits and authorizations required therefor (as well as any permits or approvals required in connection with any Permitted Exceptions); (ii) During and following completion of such construction, the parking that is located on the Land shall remain adequate for the operation of the Facility for the Primary Intended Use and in no event shall such parking be less than what is required by any applicable Legal Requirements; (iii) All work done in connection with such construction shall be done promptly and in a good and workmanlike manner using materials of appropriate grade and quality consistent with the existing materials and in conformity with all Legal Requirements; (iv) If, by reason of the construction of any Alteration, a new or revised certificate of occupancy for any component of the Facility is required, Borrower or Facility Tenant, as applicable, shall obtain such certificate in compliance with all applicable Legal Requirements and furnish a copy of the same to Lender promptly upon receipt thereof; and (v) Upon completion of any Alteration of which Borrower has actual knowledge, Borrower shall promptly deliver (or cause to be delivered) to Lender final lien waivers from each and every general contractor and, with respect to Alterations costing in excess of $250,000.00, each and every subcontractor that provided goods or services costing in excess of $50,000.00 in connection with such Alterations indicating that such contractor or subcontractor has been paid in full for such goods or services, together with such other evidence as Lender may reasonably require to satisfy Lender that no liens have been created in connection with such Alteration; provided, however, that Tenant shall provide Landlord copies of all permits, plans and other related documents in connection with such Alterations. (b) 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 insurer providing coverage for the Premises or the Building or any part thereof, and in 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 any Alterations completed by Facility Tenant, Borrower shall only be obligated to deliver lien waivers to the extent that could affect the structural components of Facility Tenant is required to deliver the Building Systems or which in same to Borrower pursuant to 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 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 Alterations on an all-risk non-reporting form covering all improvements under construction, including building materials, and other insurance in amounts and against such risks as Landlord shall reasonably require in connection with the 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 ($3,000,000.00) 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)Lease. (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 Alterations and Landlord has approved such date in writing, 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 notices to be posted and to remain posted until the completion of work.

Alterations. (a) A. Tenant shall not before make, or during the Term make or suffer allow to be made made, any alterations, additions physical additions, improvements or improvements in partitions, including without limitation the attachment of any fixtures or equipment, in, about 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 Building or the electrical, mechanical, heating, ventilation or air conditioning, life safety or plumbing systems of the 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, which consent shall not be unreasonably withheld with respect to proposed Alterations which: (a) comply with all applicable Regulations; provided, however, that Tenant shall provide Landlord copies of all permits, plans and other related documents in connection with such Alterations. (b) Any Alteration to the Premises shall be at Tenant’s sole cost and expenseare, in compliance Landlord's opinion, compatible with all applicable Laws and all requirements requested by Landlord, including, without limitation, the requirements of any insurer providing coverage for the Premises or the Building or any part thereofthe Project and its mechanical, plumbing, electrical, heating/ventilation/air conditioning systems, and in 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 components of will not cause the Building Systems or which in the aggregate exceed One Million Dollars ($1,000,000.00) in cost, Landlord may require Tenant Project or such systems to provide Landlord, at Tenant’s sole cost and expense, a payment and performance bond in form reasonably acceptable be required to Landlord, in a principal amount not less than the estimated costs of such Alterations, be modified to ensure Landlord against comply with any liability for mechanics’ and materialmen’s liens and to ensure completion of work. Before Alterations may begin, valid building permits or 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 Regulations (including, without limitation, the costs Americans With Disabilities Act); and (c) will not interfere with the use and occupancy 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 other portion of the completed value of the Alterations on an all-risk non-reporting form covering all improvements under constructionBuilding or Project by any other tenant or its' invitees. Specifically, including building materials, and other insurance in amounts and against such risks as Landlord shall reasonably require in connection with the Alterations. In addition to and but without limitation on limiting the generality of the foregoing, Landlord shall have the right of written consent for all plans and specifications for the proposed Alterations, construction means and methods, all appropriate permits and licenses, any contractor or subcontractor to be employed on the work of Alterations, and the time for performance of such work, and may impose rules and regulations for contractors and subcontractors performing such work. Tenant shall ensure also supply to Landlord any documents and information reasonably requested by Landlord in connection with Landlord's consideration of a request for approval hereunder. Tenant shall cause all Alterations to be accomplished in a first-class, good and workmanlike manner, and to comply with all applicable Regulations end Paragraph 27 hereof. Tenant shall at Tenant's sole expense, perform any additional work required under applicable Regulations due to the Alterations hereunder. No review or consent by Landlord of or to any proposed Alteration or additional work shall constitute a waiver of Tenant's obligations under this Paragraph 12. Tenant shall reimburse Landlord for all costs which Landlord may incur in connection with granting approval to Tenant for any such Alterations, including any costs or expenses which Landlord may incur in electing to have outside architects and engineers review said plans and specifications; Landlord shall provide Tenant with a response and/or consent to Alterations within ten (10) business days from receipt of the request from Tenant provided that Tenant has delivered all documents and information reasonably requested by Landlord. All such Alterations shall remain the property of Tenant until the expiration or earlier termination of this Lease, at which time they shall be and become the property of Landlord. In addition to and wholly apart from Tenant's obligation to pay Tenant's Proportionate Share of Operating Expenses, Tenant shall be responsible for and shall pay prior to delinquency any taxes or governmental service fees, possessory interest taxes, fees or charges in lieu of any such taxes, capital levies, or other charges imposed upon, levied with respect to or assessed against its contractor(sfixtures or personal property, on the value of Alterations within the Premises, and on Tenant's interest pursuant to this Lease, or any increase in any of the foregoing based on such Alterations. To the extent that any such taxes are not separately assessed or billed to Tenant, Tenant shall pay the amount thereof as invoiced to Tenant by Landlord. B. In compliance with Paragraph 27 hereof, at least ten (10) procure business days before beginning construction of any Alteration, Tenant shall give Landlord written notice of the expected commencement date of that construction to permit Landlord to post and maintain in full force and effect during the course record a notice of non-responsibility. Upon substantial completion of construction a “broad form” commercial general liability and property damage policy of insurance naming Landlordif the law so provides, Tenant and Landlord’s lendersshall cause a timely notice of completion to be recorded, if any, as additional insureds. The minimum limit of coverage in the office of the aforesaid policy recorder of the county in which the Building is located. C. Notwithstanding anything to the contrary contained in Paragraph 12.A, at the time Landlord gives its consent for any Alterations Tenant shall also be notified whether or not Landlord will require that such Alterations be removed upon the expiration or earlier termination of this Lease. If Landlord fails to so notified Tenant it shall be assumed that Landlord will require their removal. All such removals and restoration shall be accomplished in the amount of not less than Three Million Dollars ($3,000,000.00) for injury or death of one person in any one accident or occurrence a first-class 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, good 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 workmanlike manner so as not to proceed cause any damage to make any Alterations, notwithstanding consent from Landlord the Premises or Protect whatsoever. If Tenant falls to do so, until Tenant notifies Landlord in writing of the date Tenant desires to commence construction or installation of remove such Alterations and Landlord has approved such date in writingor Tenant's trade fixtures or furniture or other Personal property, in order that Landlord may post appropriate notices to avoid keep and use them or remove any liability to contractors or material suppliers for payment for Tenant’s improvements. Tenant will at all times permit such notices of them and cause them to be posted and to remain posted until the completion of workstored or sold in accordance with applicable law, at Tenant's sole expense.