Common use of Alterations Clause in Contracts

Alterations. Subject to the requirements of Article IX below and any insurers providing insurance coverage thereto, Tenant may make, at its sole cost and expense, such alterations, improvements and additions of any kind to the Premises (collectively referred to herein as the “Alterations”) as Tenant deems desirable in the conduct of its business provided that such Alterations: (a) do not reduce, diminish or otherwise adversely affect the fair market value or utility of the Premises, or any part thereof; (b) do not reduce, diminish or otherwise adversely affect the useful life of the Premises, or any part thereof; and/or (c) do not change the general character or use of the Premises or any part thereof. All alterations, improvements, expansions and additions to the Premises, or any part thereof, shall be made in a good and workmanlike manner and in compliance with applicable laws, ordinances, rules, regulations, codes and requirements and any recorded covenants, conditions or restrictions relating to the Premises, or any part thereof. All alterations, improvements, expansions and additions which are not movable trade fixtures shall be the property of Landlord and shall remain upon and be surrendered with the Premises. To the extent such Alterations involve changes to the structure or systems of the Premises, as reasonably determined by Tenant’s architect or engineer, Tenant shall furnish to Landlord, prior to the commencement of construction, the proposed plans and specifications for Landlord’s approval, which approval shall not be unreasonably withheld, conditioned or delayed, and upon completion of construction, “as-built” plans and specifications for such Alterations. Landlord shall provide Tenant with its objections, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant. Tenant shall submit revised plans and specifications until such time as Landlord has approved Tenant’s proposed plans and specifications for such Alterations. If Landlord fails to object, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant, Landlord shall be deemed to have approved such proposed plans and specifications.

Alterations. Subject 10.1. The Sublessee shall have the right to make or construct any cosmetic changes to the requirements Building or undertake changes or alterations of Article IX below and any insurers providing insurance coverage theretothe non- structural portions of the Building or Premises, Tenant may make, at its sole cost and expense, costing less than $50,000 without obtaining Sublessor's approval provided that the Sublessee shall notify the Sublessor of such alterations, improvements and additions of any kind to . Any non-cosmetic changes or alterations which shall either exceed the Premises (collectively referred to herein as the “Alterations”) as Tenant deems desirable in the conduct of its business provided that such Alterations: (a) do not reduce, diminish $50,000 cost or otherwise adversely affect the fair market value or utility of the Premisesinclude structural changes, or any part thereof; (b) do not reducechanges which shall involve changes to the mechanical or HVAC systems, diminish or otherwise adversely affect shall require the useful life consent of the PremisesSublessor, which shall not be unreasonably delayed or any part thereof; and/or (c) do not change withheld following written notice by the general character Sublessee. Any request for Sublessor's consent shall be accompanied by preliminary engineering or use architectural plans or, if consented to by the Sublessor, working drawings. The consent of the Premises or any part Sublessor will be deemed granted if not withheld within 15 days after request thereof. All alterationsIf such consents are granted or deemed granted, improvementsall such work shall be done at Sublessee's sole cost, expansions and additions subject to the Premises, or any part thereof, following covenants. (1) All work and alterations shall be made done in compliance with all applicable governmental regulations, codes, standards or other requirements, including fire, safety and building codes and Land Use Regulations promulgated by PDA and with the provisions of Article 22 of this Sublease. This obligation shall include compliance with all applicable provisions of the FFA (as defined in Article 22), including obligations imposed upon Sublessor in respect to construction and construction related work. (2) All alterations shall be of such a character as not to materially reduce the value and usefulness of any of the Building or other improvements below their value and usefulness immediately before such alteration (unless Sublessee undertakes to remove such alterations and restore the Premises upon termination of the Lease). All work performed hereunder shall be performed in a good and workmanlike manner and in compliance with applicable lawsmanner, ordinances, rules, regulations, codes and requirements and any recorded covenants, conditions or restrictions relating shall conform to the Premises, or any part thereof. All alterations, improvements, expansions and additions which are not movable trade fixtures shall be the property of Landlord and shall remain upon and be surrendered with the Premises. To the extent such Alterations involve changes to the structure or systems of the Premises, as reasonably determined by Tenant’s architect or engineer, Tenant shall furnish to Landlord, prior to the commencement of construction, the proposed plans drawings and specifications for Landlord’s approval, which approval approved by Sublessor and shall not be disruptive of the overall operation of the Airport. All contractors engaged by Sublessee to perform such work shall employ labor that can work in harmony with all elements of labor at the Airport. (3) During the period of construction of any alteration, Sublessee or any contractor, subcontractor or sublessee of Sublessee shall maintain or cause to be maintained the following insurance: (i) The comprehensive general liability and automobile insurance provided for in Article 7 and shall be maintained for the limits specified thereunder and shall provide coverage for the mutual benefit of Sublessor, PDA, the United States of America and Sublessee as named or additional insured (as is appropriate) in connection with any alteration permitted pursuant to this Article 10. (ii) Fire and any other applicable insurance provided for in Article 7 which if not then covered under the provisions of existing policies shall be covered by special endorsement thereto in respect to any alteration, including all materials and equipment therefor incorporated in, on, or about the Subleased Premises ( including excavations, foundations, and footings) under broad form all risk builder's risk completed value form or equivalent thereof; and (iii) Worker's compensation insurance covering all persons employed in connections with the work and with respect to whom death or bodily injury claims could be asserted against PDA, Sublessor, Sublessee or the Subleased Premises, with statutory limits as then required under the laws of the State of New Hampshire. (4) Sublessee shall provide Sublessor and PDA with MYLAR as-built drawings when any alteration other than cosmetic changes authorized hereunder is completed. 10.2. Sublessee may erect and maintain suitable monument and on Building back lit signs at the Subleased Premises upon receiving the prior written approval of Sublessor and PDA, the approval of Sublessor not to be unreasonably withheld, conditioned withheld or delayed. Sublessee shall submit drawings of proposed signs and information on the number, size, type, and location, all of which Sublessor and PDA may review for harmony and conformity with the overall structure and architectural and aesthetic setting of the Building and the Airport as well as with PDA's own land use control regulations and may approve or disapprove accordingly. 10.3. Notwithstanding any other provision of this Sublease, the right of Sublessee to place or construct alterations in, to, or upon completion of construction, “as-built” plans and specifications for such Alterations. Landlord shall provide Tenant with its objections, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant. Tenant shall submit revised plans and specifications until such time as Landlord has approved Tenant’s proposed plans and specifications for such Alterations. If Landlord fails to object, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant, Landlord the Subleased Premises shall be deemed subject to have approved such proposed plans Condition 17 of the Master Lease. 10.4. In addition to the requirements to provide notice to Sublessor and specificationsPDA under this Article 10 in respect to any alteration, Sublessee shall also provide notice to Air Force, EPA and NHDES in the same manner and to the extent required of PDA under Condition 10.16 of the Master Lease. In undertaking any alteration Sublessee shall comply with Condition 10.17 of the Master Lease to the same extent required of Sublessor and PDA.

Alterations. Subject Upon approval by RX Technology in writing, Six Flags shall have the right, but not the obligation, to the requirements of Article IX below and any insurers providing insurance coverage theretomake alterations, Tenant may makemodifications, additions, improvements or updates, at its RX Technology sole cost and expense, such alterations, improvements and additions of any kind to the Premises Facility and/or the Equipment (collectively referred as hereinafter defined), as hereinafter defined (collectively, the "Alterations"); provided, however, that RX Technology shall have been deemed to herein as approve Alterations if: (i) the “Alterations”) as Tenant deems desirable in the conduct of its business provided that such AlterationsAlterations are reasonably required by Six Flags: (a) do not reducefor safety, diminish quality or otherwise adversely affect the fair market value or utility of the Premisesfinancial control reasons, or any part thereof; (b) do not reduce, diminish or otherwise adversely affect if new technology and improvements are made to the useful life same type of Facility and/or Equipment in the Premises, or any part thereof; industry and/or (cii) do not change the general character required by any applicable laws, rules or use of the Premises or any part thereofregulations. All alterations, improvements, expansions and additions to the Premises, or any part thereof, such Alterations shall be made in a good and workmanlike manner manner. RX Technology agrees to pay Six Flags for the reasonable cost of such Alterations within thirty (30) days of receipt of an invoice therefor. (i) RX Technology agrees to make alterations, modifications, additions, improvements or updates, at its sole cost and expense (including any necessary design and engineering expenses), to the Facility and/or the Equipment, as shall be mutually agreeed to by the parties and in compliance accordance with applicable lawsthe Design Policy. (ii) RX Technology covenants that it will not make, ordinancesor suffer or permit to be made, rulesany Alterations in, regulationson, codes and requirements and any recorded covenants, conditions or restrictions relating to the PremisesFacility and/or the Equipment without first: (a) notifying Six Flags in writing sufficiently in advance of the commencement thereof to enable Six Flags to post or record or both, or any part thereof. All alterationsappropriate and effective notices of non-responsibility, improvements(b) obtaining the written consent of Six Flags thereto, expansions which consent Six Flags shall not unreasonably withhold provided that the proposed Alterations are of high quality and additions which are not movable trade fixtures shall be the property of Landlord and shall remain upon and be surrendered in harmony with the Premises. To overall design and appearance of the extent such Alterations involve changes Park, and necessary to operate the Concession in a safe and efficient manner, (c) obtaining the written approval of Six Flags as to all contractors, subcontractors, and materialmen who will perform work or Goods or supply materials in connection therewith and (d) obtaining the written consent of Six Flags with respect to the structure or systems proposed commencement and completion date of the Premises, as reasonably determined by Tenant’s architect or engineer, Tenant shall furnish to Landlord, prior to the commencement of construction, the proposed plans and specifications for Landlord’s approval, which approval shall not be unreasonably withheld, conditioned or delayed, and upon completion of construction, “as-built” plans and specifications for such Alterations. Landlord shall provide Tenant with its objections, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant. Tenant shall submit revised plans and specifications until such time as Landlord has approved Tenant’s proposed plans and specifications for such Alterations. If Landlord fails to object, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant, Landlord shall be deemed to have approved such proposed plans and specifications.

Alterations. Subject to the requirements of Article IX below and 8.1 Tenant shall not make any insurers providing insurance coverage thereto, Tenant may make, at its sole cost and expense, such alterations, additions, modifications or improvements and additions of any kind in or to the Premises (collectively referred to herein as the “Alterations”) as Tenant deems desirable in the conduct of its business provided that such Alterations: (a) do not reduce, diminish or otherwise adversely affect the fair market value or utility of the Premises, or any part thereof; (b) do not reduce, diminish or otherwise adversely affect the useful life of the Premises, or any part thereof; and/or (c) do not change the general character or use of the Premises or any part thereofthereof (including, without limitation, any initial improvements that may be constructed by Tenant in the Premises prior to first commencing business operations in the Premises), or attach any fixtures or equipment thereto (collectively, “Alterations”), without Landlord’s prior written consent, such consent not to be unreasonably withheld. All alterationsThe distribution of electrical outlets throughout the open space in the Premises (“Tenant’s Initial Alterations”) as shown on Exhibit B attached hereto are hereby approved. Notwithstanding the preceding sentence, improvementsTenant may make such Alterations without Landlord’s consent only if the total cost is Twenty-Five Thousand Dollars ($25,000.00) or less and it will not affect in any way the structural, expansions and additions to exterior, entry or roof elements of the Project or the Premises, or the mechanical, electrical, plumbing, utility or life safety systems of the Project, but Tenant shall give prior written notice of any part thereof, such Alterations to Landlord. All Alterations in or to the Premises to which Landlord consents shall be made by Tenant at Tenant’s sole cost and expense as follows: (a) Tenant shall submit to Landlord, for Landlord’s prior written approval, complete plans and specifications for all work to be done by ▇▇▇▇▇▇. Such plans and specifications shall be prepared by responsible licensed architect(s) and engineer(s) approved in a good and workmanlike manner and in compliance writing by Landlord, shall comply with all applicable codes, laws, ordinances, rules, rules and regulations, codes and requirements and any recorded covenants, conditions or restrictions relating to shall not adversely affect the Premises, basic Building shell or any part thereof. All alterationssystems, improvementscomponents or elements of the Building, expansions and additions which are not movable trade fixtures shall be in a form sufficient to secure the property approval of Landlord all government authorities with jurisdiction over the approval thereof, and shall remain upon and be surrendered with the Premisesotherwise satisfactory to Landlord in Landlord’s reasonable discretion. To the extent such Alterations involve changes Landlord shall respond to the structure or systems of the Premises, as reasonably determined by Tenant▇▇▇▇▇▇’s architect or engineer, Tenant shall furnish to Landlord, prior to the commencement of construction, the proposed plans and specifications for (and to any resubmittal of plans) within ten (10) business days of Landlord’s approval, which approval shall not be unreasonably withheld, conditioned or delayed, and upon completion of construction, “asreceipt thereof; provided that ▇▇▇▇▇▇▇▇’s non-built” plans and specifications for such Alterations. Landlord shall provide Tenant with its objections, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant. Tenant shall submit revised plans and specifications until such time as Landlord has approved Tenant’s proposed plans and specifications for such Alterations. If Landlord fails to object, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant, Landlord response shall be deemed to have approved such proposed disapproval of the plans and specifications. Landlord may also require, as a condition to its consent to any Alterations, that any architect retained by Tenant in connection with such Alterations be certified as a Certified Access Specialist (CASp), and that following the completion of such Alterations, such architect shall certify the Premises as meeting all applicable construction-related accessibility standards pursuant to California Civil Code section 55.

Alterations. Subject to the requirements of Article IX below and (a) Tenant shall not make any insurers providing insurance coverage thereto, Tenant may make, at its sole cost and expense, such alterations, repairs, additions or improvements and additions of or install any kind to the Premises cable (collectively referred to herein as the collectively, “Alterations”) as Tenant deems desirable without first obtaining the prior written consent of Landlord in each instance, which consent shall not be unreasonably withheld or delayed. Notwithstanding the conduct generality of the foregoing, Landlord shall be entitled to withhold its business provided that such Alterationsconsent to proposed Alterations if, in Landlord’s good faith judgment, any one or more of the following situations exist: (ai) do not reduce, diminish or otherwise the proposed Alterations will adversely affect the fair market value or utility exterior appearance of the PremisesBuilding; (ii) the proposed Alterations may impair the structural strength of the Building, adversely affect any Building Systems, or adversely affect the value of the Building; (iii) the proposed Alterations would trigger the necessity under Applicable Requirements or otherwise for work to be performed outside the Premises; or (iv) the proposed Alterations are not consistent with, or would detract from, the character or image of the Building. At least thirty (30) days before the commencement of Alterations, Tenant shall submit to Landlord plans, specifications, and product samples of the proposed Alterations for Landlord’s review. Landlord’s sole interest in reviewing and approving such documents is to protect Landlord’s interests, and no such review or approval by Landlord shall be deemed to create any liability of any kind on the part thereof; of Landlord, or constitute a representation on the part of Landlord or any person consulted by Landlord in connection with such review and approval that such plans or other documents are correct or accurate, or are in compliance with any Applicable Requirements. Tenant shall pay the reasonable out-of-pocket costs incurred by Landlord in reviewing Tenant’s plans, specifications and product samples, if any, within ten (10) days after receipt of an invoice therefore and reasonable supporting documentation. (b) do Landlord or its affiliate shall have the right to perform Alterations on behalf of Tenant. If Landlord does not reduceelect to perform the Alterations, diminish the contractor and all subcontractors and suppliers used by Tenant must be approved in writing by Landlord, which approval shall not be unreasonably withheld; provided, however, that Landlord reserves the right to require any work to be performed on the Building Systems (whether such Building Systems are located within or otherwise adversely affect the useful life of outside the Premises) to be performed by subcontractors specified by Landlord. Tenant shall not either directly or indirectly, or use any part thereof; and/or non-union labor. (c) do not change the general character or use of the Premises or any part thereof. All alterations, improvements, expansions and additions to the Premises, or any part thereof, Alterations by Tenant’s contractor shall be made diligently completed in a good and workmanlike manner and in compliance with applicable laws, ordinances, rules, regulations, codes and requirements all Applicable Requirements and any recorded covenantsBuilding construction rules and regulations then in effect. Tenant and Tenant’s contractor, conditions subcontractors and suppliers shall maintain such insurance as may be reasonably required by Landlord, and Tenant shall provide Landlord with evidence of such insurance prior to any such party’s entry into the Building. If Tenant or restrictions relating any person who is in or about the Building with the consent of Tenant shall cause any damage to the PremisesBuilding or the Common Areas, or any part thereofTenant shall reimburse Landlord for the cost of repairs. All alterationsPromptly after completion of the Alterations, improvementsTenant shall deliver to Landlord “as built” drawings in CAD format showing the Alterations. On the first day of the month following substantial completion of the Alterations, expansions Tenant shall pay Landlord a fee of ten percent (10%) of the cost of the Alterations to compensate Landlord for its review and additions which are coordination of the Alterations, unless Landlord provides the Alterations under written contract with Tenant. (d) Unless otherwise provided by written agreement, all Alterations (including, but not movable trade fixtures limited to, sink units, wall-to-wall carpets, and signs) shall be become the property of Landlord at the end of the Term, and shall remain upon and be surrendered with the Premises. To , excepting however, that at Landlord’s election, Tenant shall, at Tenant’s expense, remove any or all Alterations and restore the extent Premises to the condition prior to such Alteration (reasonable wear and tear excepted) before the last day of the Term, provided that Landlord shall have included with its approval of such Alterations involve changes the statement that Landlord is reserving its right to require that any or all of such Alterations be so removed and the structure Premises so restored. If Tenant fails to so remove the Alterations or systems of restore the Premises, as reasonably determined by Tenant’s architect or engineerPremises within the time limits provided above, Tenant shall furnish pay Rent to LandlordLandlord as provided by Section 19.2 hereof as if Tenant had held possession of the Premises after the Term, prior to until Tenant so removes the commencement of construction, Alterations and restores the proposed plans and specifications for Landlord’s approval, which approval shall not be unreasonably withheld, conditioned or delayed, and upon completion of construction, “as-built” plans and specifications for such Alterations. Landlord shall provide Tenant with its objections, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant. Tenant shall submit revised plans and specifications until such time as Landlord has approved Tenant’s proposed plans and specifications for such Alterations. If Landlord fails to object, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant, Landlord shall be deemed to have approved such proposed plans and specificationsPremises.

Alterations. Subject Tenant may not make any improvements, alterations, additions or changes to the requirements of Article IX below and Premises or any insurers providing insurance coverage theretomechanical, Tenant may make, at its sole cost and expense, such alterations, improvements and additions of any kind plumbing or HVAC facilities or systems pertaining to the Premises (collectively referred to herein as collectively, the “Alterations”) as Tenant deems desirable in without first procuring the conduct prior written consent of its business provided that Landlord to such Alterations: (a) do not reduce, diminish or otherwise adversely affect the fair market value or utility of the Premises, or any part thereof; (b) do not reduce, diminish or otherwise adversely affect the useful life of the Premises, or any part thereof; and/or (c) do not change the general character or use of the Premises or any part thereof. All alterations, improvements, expansions and additions to the Premises, or any part thereof, which consent shall be made in a good and workmanlike manner and in compliance with applicable laws, ordinances, rules, regulations, codes and requirements and any recorded covenants, conditions or restrictions relating to the Premises, or any part thereof. All alterations, improvements, expansions and additions which are requested by Tenant not movable trade fixtures shall be the property of Landlord and shall remain upon and be surrendered with the Premises. To the extent such Alterations involve changes to the structure or systems of the Premises, as reasonably determined by Tenant’s architect or engineer, Tenant shall furnish to Landlord, less than ten (10) business days prior to the commencement of constructionthereof, the proposed plans and specifications for Landlord’s approval, which approval consent shall not be unreasonably withheldwithheld by Landlord, conditioned or delayed, and upon completion of construction, “as-built” plans and specifications for such Alterations. Landlord shall provide Tenant with its objections, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant. Tenant shall submit revised plans and specifications until such time as Landlord has approved Tenant’s proposed plans and specifications for such Alterations. If Landlord fails to object, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant, Landlord provided it shall be deemed reasonable for Landlord to withhold its consent to any Alteration which may violate the CAP Process described in Section 5.3 above, or may adversely affect the structural portions or the systems or equipment of the Building, or has a material effect on the exterior appearance of the Building when the Building is viewed in its entirety from the street of from a neighboring building. Notwithstanding the foregoing, Tenant shall be permitted to make Alterations without Landlord’s prior consent and without prior notice to Landlord (subject to the terms of Article 9, below), to the extent that such Alterations cost less than $10,000.00 for a particular job or work and are strictly cosmetic (such as painting or carpeting). Notwithstanding the foregoing, Tenant shall be permitted to make Alterations following three (3) business days’ prior written notice to Landlord, but without Landlord’s prior consent, to the extent that such Alterations (i) do not adversely affect the Building Structure, Building Systems or equipment, (ii) does not have approved a material effect on the exterior appearance of the Building when the Building is viewed in its entirety from the street of from a neighboring building, (iii) cost more than $10,000.00 but less than $100,000.00 for a particular job of work, and (iv) would not require Tenant to obtain Landlord’s consent pursuant to the terms and conditions of Section 5.3 of this Lease. The construction of the initial improvements to the Premises shall be governed by the terms of the Tenant Work Letter and not the terms of this Article 8. Tenant’s trade fixtures, furniture, equipment and other personal property installed in the Premises (“Tenant’s Property”) shall at all times be and remain Tenant’s property. For the avoidance of doubt, the items listed on Exhibit N shall be considered Tenant’s Property. Except for Alterations which cannot be removed without structural injury to the Premises or the Building, at any time Tenant may remove Tenant’s Property from the Premises, provided that Tenant repairs all damage caused by such proposed plans removal and specificationsreturns the affected portion of the Premises to the condition that existed prior to the installation of Tenant’s Property.

Alterations. Subject 6.1 Except for those, if any, specifically provided for in Exhibit B to the requirements of Article IX below and any insurers providing insurance coverage theretothis Lease, Tenant may make, at its sole cost and expense, such shall not make or suffer to be made any alterations, improvements and additions additions, or improvements, including, but not limited to, the attachment of any kind to the Premises (collectively referred to herein as the “Alterations”) as Tenant deems desirable in the conduct of its business provided that such Alterations: (a) do not reducefixtures or equipment in, diminish or otherwise adversely affect the fair market value or utility of the Premiseson, or any part thereof; (b) do not reduce, diminish or otherwise adversely affect the useful life of the Premises, or any part thereof; and/or (c) do not change the general character or use of to the Premises or any part thereofthereof or the making of any improvements as required by Article 7, without the prior written consent of Landlord. All alterations, improvements, expansions and additions to the Premises, or any part thereof, shall be made in a good and workmanlike manner and in compliance with applicable laws, ordinances, rules, regulations, codes and requirements and any recorded covenants, conditions or restrictions relating to the Premises, or any part thereof. All alterations, improvements, expansions and additions which are not movable trade fixtures shall be the property of Landlord and shall remain upon and be surrendered with the Premises. To the extent When applying for such Alterations involve changes to the structure or systems of the Premises, as reasonably determined by Tenant’s architect or engineerconsent, Tenant shall furnish to shall, if requested by Landlord, prior to the commencement of construction, the proposed plans and specifications for Landlord’s approval, which approval shall not be unreasonably withheld, conditioned or delayed, and upon completion of construction, “as-built” furnish complete plans and specifications for such Alterationsalterations, additions and improvements. Landlord’s consent shall not be unreasonably withheld with respect to alterations which (i) are not structural in nature, (ii) are not visible from the exterior of the Building, (iii) do not affect or require modification of the Building’s electrical, mechanical, plumbing, HVAC or other systems, and (iv) in aggregate do not cost more than $5.00 per rentable square foot of that portion of the Premises affected by the alterations in question. 6.2 In the event Landlord consents to the making of any such alteration, addition or improvement by Tenant, the same shall provide Tenant with its objectionsbe made by using either Landlord’s contractor or a contractor reasonably approved by Landlord, in writing, to either event at Tenant’s sole cost and expense. If Tenant shall employ any contractor other than Landlord’s contractor and such other contractor or any subcontractor of such other contractor shall employ any non-union labor or supplier, Tenant shall be responsible for and hold Landlord harmless from any and all delays, damages and extra costs suffered by Landlord as a result of any dispute with any labor unions concerning the wage, hours, terms or conditions of the employment of any such labor. In any event Landlord may charge Tenant a construction management fee not to exceed five percent (5%) of the cost of such work to cover its overhead as it relates to such proposed plans work, plus third-party costs actually incurred by Landlord in connection with the proposed work and specifications within fifteen the design thereof, with all such amounts being due five (155) days after receipt Landlord’s demand. 6.3 All alterations, additions or improvements proposed by Tenant shall be constructed in accordance with all government laws, ordinances, rules and regulations, using Building standard materials where applicable, and Tenant shall, prior to construction, provide the additional insurance required under Article 11 in such case, and also all such assurances to Landlord as Landlord shall reasonably require to assure payment of the costs thereof, including but not limited to, notices of non-responsibility, waivers of lien, surety company performance bonds and funded construction escrows and to protect Landlord and the Building and appurtenant land against any loss from Tenantany mechanic’s, materialmen’s or other liens. Tenant shall submit revised plans pay in addition to any sums due pursuant to Article 4, any increase in real estate taxes attributable to any such alteration, addition or improvement for so long, during the Term, as such increase is ascertainable; at Landlord’s election said sums shall be paid in the same way as sums due under Article 4. Landlord may, as a condition to its consent to any particular alterations or improvements, require Tenant to deposit with Landlord the amount reasonably estimated by Landlord as sufficient to cover the cost of removing such alterations or improvements and specifications until such time as Landlord has approved Tenant’s proposed plans and specifications for such Alterations. If Landlord fails to object, in writingrestoring the Premises, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant, Landlord shall be deemed to have approved such proposed plans and specificationsthe extent required under Section 26.2.

Alterations. Subject to the requirements of Article IX below and Tenant shall not make any insurers providing insurance coverage thereto, Tenant may make, at its sole cost and expense, such alterations, improvements and additions of any kind to the Premises (collectively referred to herein as the “Alterations”) as Tenant deems desirable in the conduct of its business provided that such Alterations: (a) do not reduce, diminish or otherwise adversely affect the fair market value or utility of the Premises, or any part thereof; (b) do not reduce, diminish or otherwise adversely affect the useful life of the Premises, or any part thereof; and/or (c) do not change the general character or use of the Premises or any part thereof. All alterations, improvements, expansions and additions alterations to the Premises, or any part thereof, shall be made in a good and workmanlike manner and in compliance with applicable laws, ordinances, rules, regulations, codes and requirements and any recorded covenants, conditions or restrictions relating to the PremisesProject, or including any part thereofchanges to the existing landscaping, without Landlord's prior written consent. All If Landlord gives its consent to alterations, improvements, expansions and additions Landlord may post notices in accordance with the laws of the state in which the premises are not movable trade fixtures shall be the property of Landlord and located. Any alterations made shall remain upon on and be surrendered with the Premises upon expiration or termination of this Lease, except that Landlord may, within 30 days before or 30 days after expiration of the term, elect to require Tenant to remove any alterations which Tenant may have made to the Premises. To If Landlord so elects, at its own cost Tenant shall restore the extent such Alterations involve changes Premises to the structure condition designated by Landlord in its election, before the last day of the term or systems within 30 days after notice of its election is given, whichever is later. Should Landlord consent in writing to Tenant's alteration of the Premises, as reasonably determined by Tenant’s architect or engineer, Tenant shall furnish to Landlordcontract with a contractor approved by Landlord for the construction of such alterations, prior to the commencement of constructionshall secure all appropriate governmental approvals and permits, the proposed and shall complete such alterations with due diligence in compliance with plans and specifications for approved by Landlord’s approval, . All such construction shall be performed in a manner which approval will not interfere with the quiet enjoyment of other tenants of the Project. Tenant shall not be unreasonably withheld, conditioned or delayed, and upon completion of construction, “as-built” plans and specifications pay all costs for such Alterations. Landlord construction and shall provide Tenant with its objections, in writing, to Tenant’s proposed plans keep the Premises and specifications within fifteen (15) days after receipt the Project free and clear of all mechanics' liens which may result from construction by Tenant. Tenant shall submit revised plans and specifications until such time as Landlord has approved Tenant’s proposed plans and specifications for such Alterations. If Landlord fails to object, not use any portion of the common areas in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant, Landlord shall be deemed to have approved such proposed plans and specificationsconnection with an alteration without the prior written consent of Landlord.

Alterations. Subject to the requirements of Article IX below and any insurers providing insurance coverage thereto, Tenant may make, at its sole cost and expense, such alterations, improvements and additions of any kind to the Premises (collectively referred to herein as the “Alterations”) as Tenant deems desirable in the conduct of its business provided that such Alterations: (a) Except for non-structural Alterations that (i) do not reduceexceed One Hundred Thousand and 00/100 Dollars ($100,000.00), diminish or otherwise adversely affect (ii) are not visible from the fair market value or utility exterior of the Premises, or any part thereof; (biii) do not reduceaffect any Building System, diminish the roof, or otherwise adversely affect the useful life structural strength of the Premises, or any part thereof; and/or Building (civ) do not change require penetrations into the general character floor, ceiling or use of walls, and (v) do not require work within the Premises walls, below the floor or any part thereof. All alterations, improvements, expansions and additions to above the Premises, or any part thereof, shall be made in a good and workmanlike manner and in compliance with applicable laws, ordinances, rules, regulations, codes and requirements and any recorded covenants, conditions or restrictions relating to the Premises, or any part thereof. All alterations, improvements, expansions and additions which are not movable trade fixtures shall be the property of Landlord and shall remain upon and be surrendered with the Premises. To the extent such Alterations involve changes to the structure or systems of the Premises, as reasonably determined by Tenant’s architect or engineerceiling, Tenant shall furnish not make or permit any Alterations in or to the Premises without first obtaining Landlord’s consent, and unless such alterations affect the structural elements of the Building, the Common Areas or Building Systems, or would otherwise require a building permit. With respect to any Alterations made by or on behalf of Tenant (whether or not the Alteration requires Landlord’s consent): (i) not less than ten (10) days prior to the commencement of constructioncommencing any Alteration, the proposed plans and specifications Tenant shall deliver to Landlord for Landlord’s approvalreview and approval the plans, specifications and necessary permits for the Alterations (the “Alteration Plans”), together with certificates evidencing that Tenant’s contractors and subcontractors have adequate insurance coverage naming the Landlord Additional Insureds, as their interests may appear, as additional insureds; (ii) Tenant shall obtain Landlord’s prior written approval of any contractor or subcontractor, which such approval shall not be unreasonably withheld, conditioned or delayed; (iii) the Alteration shall be constructed with new materials, in a good and workmanlike manner, and upon completion of construction, “as-built” in compliance with all Laws and the plans and specifications for delivered to, and, if required above, approved by Landlord; (iv) the Alteration shall be performed in accordance with Landlord’s reasonable requirements relating to sustainability and energy efficiency; and (v) upon Landlord’s request Tenant shall, prior to commencing any Alteration, provide Landlord reasonable security against liens arising out of such construction. “Alteration(s)” means any addition, alteration or improvement to the Premises or Property including Tenant’s Improvements and FFE (as defined below). Any Alteration by Tenant shall be the property of Tenant until the expiration or termination of this Lease; at that time without payment by Landlord the Alteration shall remain on the Property and become the property of Landlord unless Landlord gives notice to Tenant at the time Landlord approves such Alteration or if Landlord’s approval is not required at least four (4) months prior to the Expiration Date, provided that if this Lease is terminated earlier then no advance notice is required, to remove any of such Alterations. Landlord shall provide Tenant with its objections, in writingwhich event Tenant will remove them, will repair any resulting damage and will restore the Premises to the condition existing prior to Tenant’s proposed plans and specifications within fifteen (15installation of such Alteration(s), all in accordance with the terms of Section 21(a) days after receipt from Tenant. Tenant shall submit revised plans and specifications until such time as Landlord has approved Tenant’s proposed plans and specifications for such Alterations. If Landlord fails to object, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant, Landlord shall be deemed to have approved such proposed plans and specificationsbelow.

Alterations. Subject 15.1 Tenant agrees that it shall not make or allow to the requirements of Article IX below and be made any insurers providing insurance coverage thereto, Tenant may make, at its sole cost and expense, such alterations, physical additions, or improvements and additions of any kind in or to the Premises (collectively referred without first obtaining the written consent of Landlord in each instance. As used herein, the term “Minor Alteration” refers to herein as the “Alterations”) as Tenant deems desirable in the conduct of its business provided an alteration that such Alterations: (a) do does not reduceaffect the outside appearance of the Building and is not visible from the Common Areas, diminish (b) is non-structural and does not impair the strength or otherwise structural integrity of the Building, and (c) does not materially or adversely affect the fair market value mechanical, electrical, HVAC or utility other systems of the PremisesBuilding. Landlord agrees not to unreasonably withhold condition or delay its consent to any Alteration. Notwithstanding the foregoing, Landlord consents to any repainting, recarpeting, or any part thereof; (b) do not reduce, diminish other purely cosmetic changes or otherwise adversely affect the useful life of the Premises, or any part thereof; and/or (c) do not change the general character or use of the Premises or any part thereof. All alterations, improvements, expansions and additions upgrades to the Premises, so long as (i) the aggregate cost of such work is less than $50,000.00 per project (provided that Tenant has not artificially segregated an alteration which by its nature is a single unit or any part thereofevent into smaller increments for purposes of avoiding the necessity of obtaining Landlord’s consent), shall be made (ii) such work constitutes a Minor Alteration (iii) no building permit is required in a good connection therewith, and workmanlike manner and in compliance with applicable laws, ordinances, rules, regulations, codes and requirements and any recorded covenants, conditions or restrictions relating (iv) such work conforms to the Premises, or any part thereofthen existing Building standards. All alterations, improvements, expansions and additions which are not movable trade fixtures shall be At the property time of Landlord and shall remain upon and be surrendered with the Premises. To the extent such Alterations involve changes to the structure or systems of the Premises, as reasonably determined by Tenant’s architect or engineersaid request, Tenant shall furnish submit to Landlord plans and specifications of the proposed alterations, additions, or improvements; and Landlord shall have a period of thirty (30) days therefrom in which to review and approve or disapprove said plans; provided that if Landlord determines in good faith that Landlord requires a third party to assist in reviewing such plans and specifications, Landlord shall instead have a period of forty-five (45) days in which to review and approve or disapprove said plans. Tenant shall pay to Landlord upon demand the actual third-party cost and expense of Landlord in (A) reviewing said plans and specifications, and (B) inspecting the alterations, additions, or improvements to determine whether the same are being performed in accordance Table of Contents with the approved plans and specifications and all laws and requirements of public authorities, including, without limitation, the fees of any architect or engineer employed by Landlord for such purpose. In any instance where Landlord grants such consent, and permits Tenant to use its own contractors, laborers, materialmen, and others furnishing labor or materials for Tenant’s construction (collectively, “Tenant’s Contractors”), Landlord’s consent shall be deemed conditioned upon each of Tenant’s Contractors (1) working in harmony and not interfering with any laborer utilized by Landlord, Landlord’s contractors, laborers, or materialmen; and (2) furnishing Landlord with evidence of acceptable liability insurance, worker’s compensation coverage and if required by Landlord for projects costing over $100,000, completion bonding, and if at any time such entry by one or more persons furnishing labor or materials for Tenant’s work shall cause such disharmony or interference, Tenant shall suspend such work until such harmony is restored or such interference abates. If Tenant is using Tenant’s Contractors for Tenant’s construction, the contract with such Tenant’s Contractor(s) shall be fully executed and delivered by Tenant and Tenant’s Contractor(s) prior to the commencement of construction. Tenant, at its expense, shall obtain all necessary governmental permits and certificates for the proposed plans commencement and specifications prosecution of alterations, additions, or improvements and for final approval thereof upon completion, and shall cause any alterations, additions, or improvements to be performed in compliance therewith and with all Applicable Laws (including without limitation, California Energy Code, Title 24) and all requirements of public authorities and with all applicable requirements of insurance bodies. All alterations, additions, or improvements shall be diligently performed in a good and workmanlike manner, using new materials and equipment at least equal in quality and class to be better than (a) the original installations of the Building, or (b) the then standards for the Comparable Building. Upon the completion of work and upon request by Landlord, Tenant shall provide Landlord copies of all waivers or releases of lien from each of Tenant’s approvalContractors. No alterations, which modifications, or additions to the Project or the Premises shall be removed by Tenant either during the Term or upon the Expiration Date or the Termination Date without the express written approval of Landlord. Tenant shall not be unreasonably withheld, conditioned entitled to any reimbursement or delayed, and upon completion compensation resulting from its payment of construction, “as-built” plans and specifications for such Alterations. the cost of constructing all or any portion of said improvements or modifications thereto unless otherwise expressly agreed by Landlord shall provide Tenant with its objections, in writing, . Notwithstanding anything to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant. Tenant shall submit revised plans and specifications until such time as Landlord has approved Tenant’s proposed plans and specifications for such Alterations. If Landlord fails to object, the contrary in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenantthis Lease, Landlord shall be deemed to have approved acted reasonably in disapproving plans or designs if Landlord determines in good faith that the matter disapproved constitutes or would create a Design Problem (as defined below). As used herein, a “Design Problem” shall mean (i) adverse effect on the structural integrity of the Building; (ii) reasonably likely damage to the Building’s systems; (iii) non-compliance with applicable codes; (iv) adverse effect on the exterior appearance of the Building; (v) reasonably likely creation of unusual expenses to be incurred upon the removal of the alteration or improvement and the restoration of the Premises upon termination of this Lease, unless Tenant agrees to pay for the incremental removal costs caused by the non-typical alterations; (vi) reasonably likely creation of unusual expenses to be incurred in connection with the maintenance by Landlord of the alteration or improvement, unless Tenant agrees to pay for the incremental maintenance costs caused by the non-typical alterations, (vii) a material adverse effect any other tenant or occupant of the Building, (viii) creation of an obligation to make other alterations, additions or improvements to the Premises or Common Areas in order to comply with applicable laws (including, without limitation, the Americans with Disabilities Act) unless Tenant agrees to pay for such proposed plans and specificationschanges, (ix) adverse effect on the LEED rating of the Building, or (x) reasonably likely increase in the premiums for property or liability insurance carried by Landlord, unless Tenant agrees to pay for the incremental increase in cost.

Alterations. Subject to the requirements of Article IX below and (a) Tenant shall not make any insurers providing insurance coverage thereto, Tenant may make, at its sole cost and expense, such alterations, repairs, additions or improvements and additions of or install any kind to the Premises cable (collectively referred to herein as the collectively, “Alterations”) as Tenant deems desirable without first obtaining the prior written consent of Landlord in each instance, which consent shall not be unreasonably withheld or delayed. Notwithstanding the conduct generality of the foregoing, Landlord shall be entitled to withhold its business provided that such Alterationsconsent to proposed Alterations if, in Landlord’s good faith judgment, any one or more of the following situations exist: (ai) do not reduce, diminish or otherwise the proposed Alterations will adversely affect the fair market value or utility exterior appearance of the PremisesBuilding; (ii) the proposed Alterations may impair the structural strength of the Building, adversely affect any Building Systems, or adversely affect the value of the Building; (iii) the proposed Alterations would trigger the necessity under Applicable Requirements or otherwise for work to be performed outside the Premises; or (iv) the proposed Alterations are not consistent with, or would detract from, the character or image of the Building. At least thirty (30) days before the commencement of Alterations, Tenant shall submit to Landlord plans, specifications, and product samples of the proposed Alterations for Landlord’s review. Landlord’s sole interest in reviewing and approving such documents is to protect Landlord’s interests, and no such review or approval by Landlord shall be deemed to create any liability of any kind on the part thereof; of Landlord, or constitute a representation on the part of Landlord or any person consulted by Landlord in connection with such review and approval that such plans or other documents are correct or accurate, or are in compliance with any Applicable Requirements. Tenant shall pay the reasonable out-of-pocket costs incurred by Landlord in reviewing Tenant’s plans, specifications and product samples, if any, within ten (10) business days after receipt of an invoice therefore and reasonable supporting documentation. (b) do Landlord or its affiliate shall have the right to perform Alterations on behalf of Tenant. If Landlord does not reduceelect to perform the Alterations, diminish the contractor and all subcontractors and suppliers used by Tenant must be approved in writing by Landlord, which approval shall not be unreasonably withheld, conditioned, or otherwise adversely affect delayed; provided, however, that Landlord reserves the useful life of right to require any work to be performed on the Building Systems (whether such Building Systems are located within or outside the Premises) to be performed by subcontractors specified by Landlord. Tenant shall not, either directly or indirectly, use any part thereof; and/or non-union labor. (c) do not change the general character or use of the Premises or any part thereof. All alterations, improvements, expansions and additions to the Premises, or any part thereof, Alterations by Tenant’s contractor shall be made diligently completed in a good and workmanlike manner and in compliance with applicable laws, ordinances, rules, regulations, codes and requirements all Applicable Requirements and any recorded covenantsBuilding construction rules and regulations then in effect. Tenant and Tenant’s (i) contractor, conditions (ii) subcontractors and (iii) suppliers who provide labor or restrictions relating deliveries on behalf of Tenant within the Building, shall maintain such insurance as may be reasonably required by Landlord, and Tenant shall provide Landlord with evidence of such insurance prior to any such party’s entry into the Building. If Tenant or any person who is in or about the Building with the consent of Tenant shall cause any damage to the PremisesBuilding or the Common Areas, or Tenant shall reimburse Landlord for the cost of repairs. Promptly after completion of the Alterations, Tenant shall deliver to Landlord “as built” drawings in CAD format showing the Alterations. On the first day of the month following substantial completion of any part thereof. All alterationsAlterations, improvementsTenant shall pay Landlord a fee of five percent (5%) of all hard and soft costs of the Alterations to compensate Landlord for its review and coordination of the Alterations. (d) Unless otherwise provided by written agreement, expansions all Alterations (including, but not limited to, sink units, wall-to-wall carpets, and additions which are not movable trade fixtures signs) shall be become the property of Landlord at the end of the Term, and shall remain upon and be surrendered with the Premises. To , excepting however, that at Landlord’s election, Tenant shall, at Tenant’s expense, remove any or all Alterations and restore the extent Premises to the condition prior to such Alteration (reasonable wear and tear excepted) before the last day of the Term, provided that Landlord shall have included with its approval of such Alterations involve changes the written statement that Landlord is reserving its right to require that any or all of such Alterations be so removed and the structure Premises so restored. If Tenant fails to so remove the Alterations or systems of restore the Premises, as reasonably determined by Tenant’s architect or engineerPremises within the time limits provided above, Tenant shall furnish pay Rent to LandlordLandlord as provided by Section 19.2 hereof as if Tenant had held possession of the Premises after the Term, prior to until Tenant so removes the commencement of construction, Alterations and restores the proposed plans and specifications for Landlord’s approval, which approval shall not be unreasonably withheld, conditioned or delayed, and upon completion of construction, “as-built” plans and specifications for such Alterations. Landlord shall provide Tenant with its objections, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant. Tenant shall submit revised plans and specifications until such time as Landlord has approved Tenant’s proposed plans and specifications for such Alterations. If Landlord fails to object, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant, Landlord shall be deemed to have approved such proposed plans and specificationsPremises.

Alterations. Subject to the requirements of Article IX below and any insurers providing insurance coverage thereto, Tenant may makenot make any improvement, at its sole cost and expensealteration, such alterations, improvements and additions of any kind addition or change to the Premises or to any mechanical, plumbing or HVAC facilities or other systems serving the Premises (collectively referred to herein as the an “AlterationsAlteration”) as Tenant deems desirable in the conduct of its business provided that such Alterations: (a) do not reducewithout Landlord’s prior consent, diminish or otherwise adversely affect the fair market value or utility of the Premises, or any part thereof; (b) do not reduce, diminish or otherwise adversely affect the useful life of the Premises, or any part thereof; and/or (c) do not change the general character or use of the Premises or any part thereof. All alterations, improvements, expansions and additions to the Premises, or any part thereof, which consent shall be made in a good and workmanlike manner and in compliance with applicable laws, ordinances, rules, regulations, codes and requirements and any recorded covenants, conditions or restrictions relating to the Premises, or any part thereof. All alterations, improvements, expansions and additions which are requested by Tenant not movable trade fixtures shall be the property of Landlord and shall remain upon and be surrendered with the Premises. To the extent such Alterations involve changes to the structure or systems of the Premises, as reasonably determined by Tenant’s architect or engineer, Tenant shall furnish to Landlord, prior to the less than 30 days before commencement of construction, the proposed plans work and specifications for Landlord’s approval, which approval shall not be unreasonably withheld, conditioned or delayeddelayed by Landlord. Notwithstanding the foregoing, Landlord’s prior consent shall not be required for any Alteration that is decorative only (e.g., carpet installation or painting) provided that Landlord receives 10 business days’ prior notice. For any Alteration, (a) Tenant, before commencing work, shall deliver to Landlord, and upon completion of constructionobtain Landlord’s approval of, “as-built” plans and specifications for such (provided, however, that with respect to decorative Alterations. Landlord , Tenant shall provide Tenant with its objectionsbe permitted to satisfy this requirement by delivering a general description of the proposed work, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant. Tenant shall submit revised plans and specifications until such time as Landlord has approved Tenant’s proposed plans and specifications for such Alterations. If Landlord fails to object, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant, Landlord shall be deemed to have approved such proposed lieu of plans and specifications); (b) except in connection with an Alteration reasonably estimated to cost less than $50,000.00, Landlord, in its discretion, may require Tenant to obtain security for performance satisfactory to Landlord; (c) Tenant shall deliver to Landlord “as built” drawings (in CAD format, if requested by Landlord; provided, however, that such as-built drawings shall not be required for decorative Alterations), completion affidavits, full and final lien waivers, and all governmental approvals; and (d) Tenant shall pay Landlord within 15 days after Tenant receives a demand (i) Landlord’s reasonable out-of-pocket expenses incurred in reviewing the work, and (ii) a coordination fee equal to 5% of the cost of the work; provided, however, that this clause (d) shall not apply to any Tenant Improvements nor to any decorative Alteration.

Alterations. Subject to (a) Tenant shall not, without the requirements prior consent of Article IX below and Landlord, which shall not be unreasonably withheld or delayed, make any insurers providing insurance coverage thereto, Tenant may make, at its sole cost and expense, such alterations, improvements and or additions of any kind to either the Premises (collectively referred to herein as the “Alterations”) as Tenant deems desirable in the conduct of its business provided that such Alterations: (a) do not reduce, diminish interior or otherwise adversely affect the fair market value or utility exterior of the Premises, or any part thereof; (b) do not reduce, diminish or otherwise adversely affect to the useful life of operating systems serving the Premises, or to fixtures installed in the Premises not in accordance with approved fixture plans, or make, paint, drill or in any part thereof; and/or (c) do not change the general character or use way deface any portion of the Premises or any part thereof(“Alterations”). All alterations, improvements, expansions and additions to Any work by Tenant in the Premises, or any part thereof, Premises shall be made in a good conformity with plans and workmanlike manner and in compliance with applicable lawsspecifications approved by Landlord, ordinancespursuant to this Section 11.1, rules, regulations, codes and requirements and any recorded covenants, conditions or restrictions relating prior to the Premises, or any part thereof. All alterations, improvements, expansions and additions which are not movable trade fixtures shall be the property of Landlord and shall remain upon and be surrendered with the Premises. To the extent such Alterations involve changes to the structure or systems of the Premises, as reasonably determined by Tenant’s architect or engineer, commencement of any such work. Tenant shall furnish to Landlordhave in force, prior to the commencement of constructionsuch work, comprehensive general liability, workers’ compensation, builder’s all-risk, and course of construction insurance in such amounts as Landlord reasonably determines or in such amounts as Landlord’s lender requests. Any such work shall be done in a good and workmanlike manner, and if requested, under the supervision of a licensed architect or engineer, and by licensed contractors approved in writing by Landlord (work done by ▇▇▇▇▇▇▇▇’s employees or contractors engaged through Landlord shall be acceptable). In any event, Landlord may require Tenant to use a contractor specified by Landlord for any work involving the roof, the proposed plans fire and specifications for Landlord’s approvallife safety systems, the HVAC systems, the plumbing and sewage systems, the electrical systems or the structure of the building of which approval shall not be unreasonably withheld, conditioned or delayed, and upon completion of construction, the Premises are a part (the “as-built” plans and specifications for such Alterations. Landlord shall provide Tenant with its objections, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from TenantBuilding”). Tenant shall submit revised plans cause to be used only new materials suitable for the purposes intended. Any such work shall be performed in a manner so as not to disturb the quiet enjoyment of other occupants of the Center and specifications until such time as Landlord has approved Tenant’s proposed plans and specifications for such improvements, Alterations. If Landlord fails , additions, or changes, ▇▇▇▇▇▇ agrees to objectcause a Notice of Completion to be recorded in the office of the Recorder of the County in which the Premises is located, in writingaccordance with the California Civil Code or any successor statute. In addition, Landlord, in its sole discretion, may require Tenant either to Tenant’s proposed plans and specifications within fifteen (15i) days after receipt from Tenant, deposit with Landlord shall be deemed to have approved the estimated cost of such proposed plans and specifications.construction or

Alterations. Subject 8.1 Save as set out below the Tenant shall not, other than in relation to the requirements Tenant’s Works: 8.1.1 alter or interfere with any part of Article IX below and the Building and/or the Retained Property; 8.1.2 make any insurers providing insurance coverage thereto, Tenant may make, at its sole cost and expense, such alterations, improvements and additions of any kind addition or alteration to the Premises (collectively referred to herein as unless permitted by this Clause; 8.1.3 alter or interfere with the “Alterations”) as Tenant deems desirable operation of any Conduits and/or Facilities which serve any part of the Retained Property without the prior written consent of the Landlord in the conduct of its business provided that such Alterations: (a) do Landlord’s absolute discretion. 8.2 The Tenant shall not reduce, diminish other than in relation to the Tenant’s Works: 8.2.1 erect any new building or otherwise adversely affect the fair market value or utility of structure on the Premises, ; and/or 8.2.2 make structural alterations or any part thereof; (b) do not reduce, diminish or otherwise adversely affect the useful life of the Premises, or any part thereof; and/or (c) do not change the general character or use of the Premises or any part thereof. All alterations, improvements, expansions and additions to the PremisesBuilding; 8.2.3 make an Internal Alteration which is not permitted without the Landlord’s consent pursuant to Clause 8.3 without in each such case the Landlord’s prior written consent in the Landlord’s absolute discretion. 8.3 The Tenant may without the consent of the Landlord make an Internal Alteration without requiring the Landlord’s consent provided that: 8.3.1 the Tenant shall provide full details in writing to the Landlord of such internal non-structural alterations and/or non-structural demountable partitioning prior to commencing such work or internal demountable partitioning; and 8.3.2 it does not interfere with the operation of any Conduits and/or Facilities (if any) which serve any part of the Retained Property, and for the avoidance of doubt any partitioning installed by the Tenant shall be and remain a tenant’s fixture for all purposes of the Lease. 8.4 The Landlord may before giving any consent under this Clause require: 8.4.1 the submission to the Landlord of drawings and specifications showing the proposed alteration; and 8.4.2 the execution of such licence to carry out the proposed alteration as the Landlord may reasonably require. 8.5 For the avoidance of doubt the Tenant is not permitted to place any satellite dishes on any part of the Building, other than a maximum of seven satellite dishes each with a maximum diameter of 90 cm, provided always that any such satellite dishes must be located on the fifth floor of the Building to be built as part of the Tenant’s Works, and must not be visible from ground level, and provided always that the Landlord may if reasonable in connection with the Retained Property (whether related to development or any part thereof, shall be made in a good and workmanlike manner and in compliance with applicable laws, ordinances, rules, regulations, codes and requirements other matter) on giving the Tenant not less than 3 months’ notice require the removal of all and any recorded covenants, conditions or restrictions relating to of such satellite dishes from the Premises, or any part thereof. All alterations, improvements, expansions Building and additions which are not movable trade fixtures shall be the property of Landlord and shall remain upon and be surrendered with the Premises. To the extent such Alterations involve changes to the structure or systems relocation of the Premises, as reasonably determined by Tenant’s architect or engineer, Tenant shall furnish same to Landlord, prior to the commencement of construction, the proposed plans and specifications for Landlord’s approval, which approval shall not be unreasonably withheld, conditioned or delayed, and upon completion of construction, “as-built” plans and specifications for such Alterations. Landlord shall provide Tenant with its objections, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant. Tenant shall submit revised plans and specifications until such time as Landlord has approved Tenant’s proposed plans and specifications for such Alterations. If Landlord fails to object, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant, Landlord shall be deemed to have approved such proposed plans and specifications.Block B.

Alterations. Subject to the requirements of Article IX below and any insurers providing insurance coverage thereto, Tenant may make, at its sole cost and expense, such shall make no alterations, additions or improvements and additions of any kind to the Premises (collectively referred to without Landlord’s prior written consent as provided herein as and without a valid bulldlng permit issued by the “Alterations”) as Tenant deems desirable in the conduct of its business provided that such Alterations: (a) do not reduce, diminish or otherwise adversely affect the fair market value or utility of the Premises, or any part thereof; (b) do not reduce, diminish or otherwise adversely affect the useful life of the Premises, or any part thereof; and/or (c) do not change the general character or use of the Premises or any part thereof. All alterations, improvements, expansions and additions to the Premises, or any part thereof, shall be made in a good and workmanlike manner and in compliance with applicable laws, ordinances, rules, regulations, codes and requirements and any recorded covenants, conditions or restrictions relating to the Premises, or any part thereof. All alterations, improvements, expansions and additions which are not movable trade fixtures shall be the property of Landlord and shall remain upon and be surrendered with the Premisesappropriate governmental agency. To the extent such Alterations involve changes that any alterations, additions or improvements to the structure Premises constitute “Major Alterations” (as defined below), Landlord may withhold its consent In Landlord’s sole and absolute discretion; otherwise, Landlord’s consent to any alterations, additions or systems of the Premises, as reasonably determined by Tenant’s architect or engineer, Tenant shall furnish to Landlord, prior Improvements to the commencement of construction, the proposed plans and specifications for Landlord’s approval, which approval Premises other than Major Alterations shall not be unreasonably withheld, conditioned or delayed. Notwithstanding the foregoing, Landlord shall not unreasonably withhold, condition or delay its consent to the initial alterations, additions and upon completion of constructionimprovements included in the Tenant Improvements contemplated under paragraph 2.3. As used herein, “as-builtMajor Alterations” plans shall mean any alterations, additions or improvements (i) which are visible from outside the Building (including design and specifications for aesthetic changes), (ii) which are structural In nature and/or (iii) to the exterior of the Building or the roof of the Building. In furtherance of the foregoing, Landlord may only withhold its consent in ▇▇▇▇▇▇▇▇’s sole and absolute discretion to ▇▇▇▇▇▇’s proposed alterations to the heating, ventilation and/or air conditioning systems serving the Premises, the fire sprinkler, plumbing, electrical, mechanical and/or any other systems serving the Premises (collectively, the “Building Systems”) only to the extent such Alterations. Landlord shall provide Tenant with its objectionsproposed alteration (1) are visible from outside the Building, and/or (2) adversely affects (in the reasonable discretion of Landlord) the exterior of the Building or the roof, foundation or structural elements of the Building; otherwise, in writingall other cases, ▇▇▇▇▇▇▇▇’s consent to Tenant’s any proposed plans and specifications within alteration to the Building Systems shall not be unreasonably withheld, conditioned or delayed. Tenant shall notify Landlord in writing at least fifteen (15) business days after receipt from Tenantprior to commencement of any such work to enable Landlord to post any notice deemed proper before the commencement of such work. Any and ail such alterations, additions or improvements shall comply with all Applicable Laws including, without ilmitatlon, obtaining any required permits or other governmental approvals. Tenant shall submit revised plans cause its contractors and specifications until subcontractors to maintain insurance reasonably acceptable to Landlord. Upon termination of this Lease, any alterations, additions and Improvements (including without limitation all electrical, lighting, plumbing, heating and air-conditioning equipment, doors, windows, partitions, drapery, carpeting, shelving, counters, and physically attached fixtures) made by Tenant, including the Tenant Improvements, shall at once become part of the really and belong to Landlord unless the terms of the applicable consent provide otherwise, or Landlord subsequently requests in writing to Tenant that part or all of such Tenant additions, alterations or improvements be removed; provided, however, that, such subsequent written request shall be delivered to Tenant (a) in the event Tenant does not timely deliver any Option Notice (as defined below) to renew the Lease, no later than seventeen (17) months prior to the expiration of the then Lease Term (time as being of the essence), or (b) in the event Tenant has exhausted all options to renew this Lease pursuant to Paragraph 25.1, no later than the date that is seventeen (17) months prior to the expiration of the then Lease Term (time being of the essence). In the event Tenant is required to remove part of all of such Tenant additions, alterations or improvements pursuant to the foregoing sentence, Tenant, at its sole cost and expense, shall promptly remove the specified additions, alterations or improvements and shall fully repair and restore the relevant portion(s) of the Premises to the condition in which Tenant is otherwise required to surrender the Premises under Paragraph 18.1. 6.5.1. Tenant shall have the right to make Cosmetic Alterations improvements not exceeding One Hundred Thousand Dollars ($100,000.00) in the aggregate without the consent of Landlord. As used herein, a “Cosmetic Alteration” means a cosmetic, decorative nonstructural alteration that (i) is limited to the interior of the Premises, (ii) does not affect the exterior (including the appearance) of the Building, and (iii) is not structural. Tenant shall give Landlord has approved Tenant’s proposed plans and specifications for such Alterations. If Landlord fails to object, in writing, to Tenant’s proposed plans and specifications within written notice (including a detailed description) of any Cosmetic Alterations at least fifteen (15) days after receipt from Tenant, business days’ prior to the commencement of construction thereof to allow Landlord shall to elect under this Paragraph 6.5 whether such Cosmetic Alterations will be deemed required to have approved such proposed plans and specificationsbe removed upon the expiration or earlier termination of this Lease.

Alterations. Subject 4.1 The full free right and liberty on giving 7 days prior written notice to the requirements of Article IX below and any insurers providing insurance coverage thereto, Tenant may make, at its sole cost and expense, such alterations, improvements and additions of any kind to enter upon the Premises to build on or into any dividing boundary or party walls or fences upon the Premises subject to all damage thereby occasioned being made good with all convenient speed by the person or persons exercising such right. 4.2 The full, free right and liberty to execute work and repairs and to make erections upon or to erect, rebuild or alter the Estate, the Building (collectively referred to herein as the “Alterations”) as Tenant deems desirable in the conduct of its business provided that such Alterations: (a) do not reduce, diminish or otherwise adversely affect the fair market value or utility exclusive of the Premises, or any part thereof; (b) do not reduce, diminish or otherwise adversely affect and adjoining buildings and the useful life erection of scaffolding notwithstanding that the execution of the Premisessaid works and repairs may temporarily interfere with the occupation, use, amenity or enjoyment of the Premises and subject to any part thereof; and/or (c) do damage thereby occasioned made good at all convenient speed. 4.3 The full, free right and liberty to the Landlord at all reasonable times to enter upon the Premises to view the state and condition of and to repair and maintain the Building and nearby premises if the works required to be done upon same cannot change otherwise be carried out in a reasonably practicable manner, acknowledging that the general character or use access of light and air enjoyed by the Premises or any part thereof. All alterations, improvements, expansions thereof may thereby be interfered with; and additions subject to any damage thereby occasioned to the PremisesPremises being made good at all convenient speed by the person exercising such rights. 4.4 To the Landlord and the Vendor the full, free right and liberty to build upon or under, alter or develop or use in any manner (including the erection of scaffolding upon the Building) the Estate excluding the Premises and to authorise any present or future owner or occupier of the Estate to demolish., build or rebuild, alter or develop the buildings thereon or use the same in any manner provided same does not materially affect the Tenant’s use and enjoyment of the Premises and business carried on therein. 4.5 The full, free right and liberty after due notice (if the Tenant shall fail to comply with any of the covenants on the Tenant’s part thereof, shall be made in a good and workmanlike manner and in compliance with applicable laws, ordinances, rules, regulations, codes and requirements and any recorded covenants, conditions or restrictions relating to the Premisesrepair, maintenance, upkeep, or any part thereof. All alterations, improvements, expansions and additions which are not movable trade fixtures shall be the property of Landlord and shall remain upon and be surrendered with the Premises. To the extent such Alterations involve changes to the structure or systems layout of the Premises, ) to enter the Premises for the purpose of carrying out such works as reasonably determined by Tenant’s architect or engineer, Tenant shall furnish are necessary to Landlord, prior to the commencement of construction, the proposed plans and specifications for Landlord’s approval, which approval shall not be unreasonably withheld, conditioned or delayed, and upon completion of construction, “as-built” plans and specifications for ensure that such Alterations. Landlord shall provide Tenant covenants are complied with its objections, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant. Tenant shall submit revised plans and specifications until such time as Landlord has approved Tenant’s proposed plans and specifications for such Alterations. If Landlord fails to object, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant, Landlord shall be deemed to have approved such proposed plans and specificationsfull.

Alterations. Subject 6.1 Except for those, if any, specifically provided for in Exhibit B to the requirements of Article IX below and any insurers providing insurance coverage theretothis Lease, Tenant may make, at its sole cost and expense, such shall not make or suffer to be made any alterations, improvements and additions additions, or improvements, including, but not limited to, the attachment of any kind to the Premises (collectively referred to herein as the “Alterations”) as Tenant deems desirable in the conduct of its business provided that such Alterations: (a) do not reducefixtures or equipment in, diminish or otherwise adversely affect the fair market value or utility of the Premiseson, or any part thereof; (b) do not reduce, diminish or otherwise adversely affect the useful life of the Premises, or any part thereof; and/or (c) do not change the general character or use of to the Premises or any part thereofthereof or the making of any improvements as required by Article 7, without the prior written consent of Landlord. All alterations, improvements, expansions and additions to the Premises, or any part thereof, shall be made in a good and workmanlike manner and in compliance with applicable laws, ordinances, rules, regulations, codes and requirements and any recorded covenants, conditions or restrictions relating to the Premises, or any part thereof. All alterations, improvements, expansions and additions which are not movable trade fixtures shall be the property of Landlord and shall remain upon and be surrendered with the Premises. To the extent When applying for such Alterations involve changes to the structure or systems of the Premises, as reasonably determined by Tenant’s architect or engineerconsent, Tenant shall furnish to shall, if requested by Landlord, prior to the commencement of construction, the proposed plans and specifications for Landlord’s approval, which approval shall not be unreasonably withheld, conditioned or delayed, and upon completion of construction, “as-built” furnish complete plans and specifications for such Alterationsalterations, additions and improvements. Landlord's consent shall not be unreasonably withheld with respect to alterations which (i) are not structural in nature, (ii) are not visible from the exterior of the Building, (iii) do not affect or require modification of the Building's electrical, mechanical, plumbing, HVAC or other systems, and (iv) in aggregate do not cost more than $5.00 per rentable square foot of that portion of the Premises affected by the alterations in question. 6.2 In the event Landlord consents to the making of any such alteration, addition or improvement by Tenant, the same shall provide Tenant with its objectionsbe made by using either Landlord's contractor or a contractor reasonably approved by Landlord, in writingeither event at Tenant's sole cost and expense. If Tenant shall employ any contractor other than Landlord's contractor and such other contractor or any subcontractor of such other contractor shall employ any non-union labor or supplier, Tenant shall be responsible for and hold Landlord harmless from any and all delays, damages and extra costs suffered by Landlord as a result of any dispute with any labor unions concerning the wage, hours, terms or conditions of the employment of any such labor. In any event Landlord may charge Tenant a construction management fee not to Tenant’s exceed five percent (5%) of the cost of such work to cover its overhead as it relates to such proposed plans work, plus third-party costs actually incurred by Landlord in connection with the proposed work and specifications within fifteen the design thereof, with all such amounts being due five (155) days after receipt Landlord's demand. 6.3 All alterations, additions or improvements proposed by Tenant shall be constructed in accordance with all government laws, ordinances, rules and regulations, using Building standard materials where applicable, and Tenant shall, prior to construction, provide the additional insurance required under Article 11 in such case, and also all such assurances to Landlord as Landlord shall reasonably require to assure payment of the costs thereof, including but not limited to, notices of non-responsibility, waivers of lien, surety company performance bonds and funded construction escrows and to protect Landlord and the Building and appurtenant land against any loss from Tenantany mechanic's, materialmen's or other liens. Tenant shall submit revised plans pay in addition to any sums due pursuant to Article 4, any increase in real estate taxes attributable to any such alteration, addition or improvement for so long, during the Term, as such increase is ascertainable; at Landlord's election said sums shall be paid in the same way as sums due under Article 4. Landlord may, as a condition to its consent to any particular alterations or improvements, require Tenant to deposit with Landlord the amount reasonably estimated by Landlord as sufficient to cover the cost of removing such alterations or improvements and specifications until such time as Landlord has approved Tenant’s proposed plans and specifications for such Alterations. If Landlord fails to object, in writingrestoring the Premises, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant, Landlord shall be deemed to have approved such proposed plans and specifications.the extent required under Section 26.2

Alterations. Subject 15.1 Tenant agrees that, except as provided below, it shall not make or allow to the requirements of Article IX below and be made any insurers providing insurance coverage thereto, Tenant may make, at its sole cost and expense, such alterations, physical additions, or improvements and additions of any kind in or to the Premises (collectively referred without first obtaining the written consent of Landlord in each instance. As used herein, the term “Minor Alteration” refers to herein as the “Alterations”) as Tenant deems desirable in the conduct of its business provided an alteration that such Alterations: (a) do does not reduce, diminish or otherwise adversely affect the fair market value or utility outside appearance of the PremisesBuilding and is not visible from the Common Areas, or any part thereof; (b) do is non-structural and does not reduce, diminish impair the strength or otherwise adversely affect the useful life structural integrity of the PremisesBuilding, or any part thereof; and/or and (c) do does not change affect the general character mechanical, electrical, HVAC or use other systems of the Premises Building. Landlord agrees not to unreasonably withhold its consent to any Minor Alteration. Landlord’s consent to any other alteration may be conditioned, given, or withheld in Landlord’s sole discretion. Notwithstanding the foregoing, Landlord consents to any part thereof. All alterationsrepainting, improvementsrecarpeting, expansions and additions or other purely cosmetic changes or upgrades to the Premises, or so long as (i) the aggregate cost of such work is less than $5,000.00 in any part thereoftwelve-month period, shall be made (ii) such work constitutes a Minor Alteration (iii) no building permit is required in a good connection therewith, and workmanlike manner and in compliance with applicable laws, ordinances, rules, regulations, codes and requirements and any recorded covenants, conditions or restrictions relating (iv) such work conforms to the Premises, or any part thereofthen existing Building standards. All alterations, improvements, expansions and additions which are not movable trade fixtures shall be At the property time of Landlord and shall remain upon and be surrendered with the Premises. To the extent such Alterations involve changes to the structure or systems of the Premises, as reasonably determined by Tenant’s architect or engineersaid request, Tenant shall furnish submit to Landlord, prior to the commencement of construction, the proposed Landlord plans and specifications for Landlord’s approvalof the proposed alterations, additions, or improvements; and Landlord shall have a period of not less than thirty (30) days therefrom in which approval shall not be unreasonably withheld, conditioned to review and approve or delayed, and upon completion of construction, “as-built” disapprove said plans; provided that if Landlord determines in good faith that Landlord requires a third party to assist in reviewing such plans and specifications for such Alterations. Landlord shall provide Tenant with its objections, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant. Tenant shall submit revised plans and specifications until such time as Landlord has approved Tenant’s proposed plans and specifications for such Alterations. If Landlord fails to object, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenantspecifications, Landlord shall be deemed to have approved such proposed plans and specifications.instead have

Alterations. Subject 9.1. Tenant shall not make any alterations, additions or improvements in or to the requirements of Article IX below and Premises or engage in any insurers providing insurance coverage theretoconstruction, Tenant may makedemolition, at its sole cost and expensereconstruction, such alterations, improvements and additions renovation or other work (whether major or minor) of any kind to in, at or serving the Premises (collectively referred "Alterations"), without obtaining Landlord's prior written consent, not to herein as be unreasonably withheld, conditioned or delayed taking into consideration Tenant’s Permitted Use, except Tenant may make without Landlord’s prior written consent, but upon at least ten (10) days’ prior notice to Landlord, except Tenant shall be entitled to make non-structural Alterations to the “Alterations”) as Tenant deems desirable in the conduct of its business provided that such Alterations: (a) do not reduce, diminish or otherwise adversely affect the fair market value or utility of the Premises, or any part thereof; (b) do not reduce, diminish or otherwise adversely affect the useful life of the Premises, or any part thereof; and/or (c) do not change the general character or use interior of the Premises (excluding the roof) without such consent, but upon at least ten (10) days’ prior notice to Landlord, provided that the cost thereof does not exceed an aggregate amount of Two Hundred Fifty Thousand Dollars ($250,000.00) in any twelve (12) month period (collectively, “Cosmetic Alterations”). Notwithstanding the foregoing, Tenant will not do anything that could have a material adverse effect on the Building or any life safety systems, without obtaining Landlord's prior written consent. Any such improvements, excepting movable furniture, trade fixtures and equipment, shall become part thereofof the realty and belong to Landlord. All alterations, improvements, expansions alterations and additions to the Premises, or any part thereof, improvements shall be made properly permitted and installed at Tenant's sole cost, by a licensed contractor, in a good and workmanlike manner manner, and in compliance conformity with all Applicable Laws. Any alterations that Tenant shall desire to make and which require the consent of Landlord shall be presented to Landlord in written form with detailed plans. Tenant shall: (a) acquire all applicable lawsgovernmental permits; (b) furnish Landlord with copies of both the permits and the plans and specifications at least thirty (30) days before the commencement of the work, ordinancesand (c) comply with all conditions of said permits in a prompt and expeditious manner. Any alterations shall be performed in a workmanlike manner with good and sufficient materials. Upon completion of any Alterations, rulesTenant shall promptly upon completion furnish Landlord with a reproducible copy of as-built drawings and specifications for any Alterations. Notwithstanding the foregoing, regulations, codes and requirements and this Section 9 shall not apply to Construction Work to be completed by the Prior Owner in accordance with the Purchase Agreement. 9.2. At least twenty (20) days prior to commencing any recorded covenants, conditions or restrictions work relating to any Alterations requiring the approval of Landlord that have been so approved, Tenant shall notify Landlord in writing of the expected date of commencement. Tenant shall pay, when due, all claims for labor or materials furnished to or for Tenant for use in improving the Premises. Tenant shall not permit any mechanics' or materialmen's liens to be levied against the Premises arising out of work performed, materials furnished, or obligations to have been performed on the Premises by or at the request of Tenant. Tenant shall indemnify, save, defend (at Landlord's option and with counsel reasonably acceptable to Landlord) and hold Landlord Indemnitees from and against any and all Claims of any kind or nature that arise before, during or after the Term on account of claims of lien of laborers or materialmen or others for work performed or materials or supplies furnished for Tenant or its contractors, agents or employees. If Tenant fails to discharge or undertake to defend against such liability, upon receipt of written notice from Landlord of such failure, Tenant shall have fifteen (15) days (the "Defense Cure Period") to cure such failure by prosecuting such a defense. If Tenant fails to do so within the Defense Cure Period, then Landlord may settle the same and Tenant's liability to Landlord shall be conclusively established by such settlement provided that such settlement is entered into on commercially reasonable terms and conditions, the amount of such liability to include both the settlement consideration and the costs and expenses (including attorneys' fees) incurred by Landlord in effecting such settlement. In the event any contractor, agent or employee notifies Tenant of its intent to file a mechanics' or materialmen's lien against the Premises, Tenant shall promptly notify Landlord of such intention to file a lien or a lawsuit with respect to such lien. 9.3. Tenant shall repair any part thereofdamage to the Premises caused by Tenant's removal of any property from the Premises. All alterationsDuring any such restoration period, improvementsTenant shall pay Rent to Landlord as provided herein as if such space were otherwise occupied by Tenant. The provisions of this Section shall survive the expiration or earlier termination of this Lease. 9.4. The Premises plus any Alterations, expansions attached equipment, decorations, fixtures and trade fixtures; movable casework and related appliances; and other additions which are not movable trade fixtures and improvements attached to or built into the Premises made by either of the parties (including all floor and wall coverings; paneling; sinks and related plumbing fixtures; attached benches; production equipment; walk-in refrigerators; ductwork; conduits; electrical panels and circuits; attached machinery and equipment; and built-in furniture and cabinets, in each case, together with all additions and accessories thereto), shall be (unless, prior to such construction or installation, Landlord elects otherwise in writing) at all times remain the property of Landlord Landlord, shall remain in the Premises and shall remain upon and be surrendered with the Premises. To the extent such Alterations involve changes to the structure or systems of the Premises, as reasonably determined by Tenant’s architect or engineer, Tenant shall furnish to Landlord(unless, prior to construction or installation thereof, Landlord elects otherwise in writing) be surrendered to Landlord upon the commencement expiration or earlier termination of constructionthis Lease. For the avoidance of doubt, the proposed plans items listed on Exhibit B attached hereto (which Exhibit B may be updated by Tenant from and specifications after the Commencement Date, subject to Landlord's written consent) constitute Tenant's property and shall be removed by Tenant upon the expiration or earlier termination of the Lease. In addition, Cosmetic Alterations shall in no event be required to be removed from the Premises upon the expiration or earlier termination of the Term. 9.5. If Tenant shall fail to remove any of its property from the Premises prior to the expiration of the Term, then Landlord may, at its option, remove the same in any manner that Landlord shall choose and store such effects without liability to Tenant for loss thereof or damage thereto, and Tenant shall pay Landlord, within thirty (30) days following written demand, any costs and expenses incurred due to such removal and storage or Landlord may, at its sole option and without notice to Tenant, sell such property or any portion thereof at private sale and without legal process for such price as Landlord may obtain and apply the proceeds of such sale against any (a) amounts due by Tenant to Landlord under this Lease and (b) any expenses incident to the removal, storage and sale of such personal property. 9.6. Landlord shall not be entitled to any overhead or supervisory fees for any Alterations. Tenant shall reimburse Landlord for all third party costs actually incurred by Landlord in connection with any Alterations. 9.7. Tenant shall require its contractors and subcontractors performing work on the Premises to name Landlord and its affiliates and any lender as additional insureds on their respective insurance policies. 9.8. Tenant shall be permitted to install signage including Tenant’s name and/or logo upon the exterior of the Building, and/or at Tenant’s election, on a signage monument, subject to Applicable Laws and the CC&Rs (below defined), and receipt of Landlord’s approvalprior written consent thereto, which approval shall such consent not to be unreasonably withheld, conditioned or delayed. Tenant’s right to exterior signage at the Project shall be exclusive throughout the Term. Tenant shall maintain such signage in good condition and repair for the duration of the Term, and upon completion the expiration or earlier termination of constructionthis Lease, “as-built” plans and specifications for Tenant shall remove such Alterations. Landlord shall provide Tenant signage (or, with its objectionsrespect to any signage monument, in writing, to Tenant’s proposed plans name and specifications within fifteen (15) days after receipt from Tenant. Tenant shall submit revised plans and specifications until logo on such time as Landlord has approved monument), at Tenant’s proposed plans expense, and specifications for cause the area where such Alterations. If Landlord fails signage was located to object, in writing, be restored to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant, Landlord shall be deemed the condition existing immediately prior to have approved the installation of such proposed plans and specificationssignage.

Alterations. Subject 9.1 The initial improvement of the Premises under this Lease (i.e., “Landlord’s Work,” as defined in Exhibit B) shall be accomplished by Landlord or its designated contractor(s) in accordance with Exhibit B. Landlord shall deliver the Premises and Tenant shall accept the Premises in its “as is” condition as of the Lease Commencement Date, provided that Landlord shall deliver the Premises (i) vacant, in broom clean condition, and free of prior tenants and furniture, fixtures, equipment and personal belongings of a prior tenant, and (ii) with Landlord’s Work substantially complete and (collectively, the “Delivery Condition”). It is understood and agreed that the preceding sentence is not intended to waive or limit Landlord’s obligation to deliver the Premises in compliance with all applicable Laws (including the ADA). Landlord is under no obligation to make any Alterations in or to the requirements Premises or the Building except as may be otherwise expressly provided in this Lease, including Exhibit B to this Lease. Upon Tenant’s written request, Landlord shall use commercially reasonable to enforce any warranties or guaranties obtained in connection with Landlord’s Work. 9.2 Tenant shall not make or permit anyone to make any Alterations in or to the Premises or the Building without the prior written consent of Article IX below Landlord, which consent may be withheld or granted in Landlord’s sole and absolute discretion with respect to Structural and System Alterations and any insurers providing insurance coverage theretoAlterations which are visible from the exterior of the Premises, and which consent shall not be unreasonably withheld, conditioned or delayed with respect to all other Alterations. Notwithstanding the foregoing, Tenant may makeshall have the right to make Cosmetic Changes within the Premises without first obtaining the consent of Landlord. All Alterations made by Tenant shall be made: (a) in a good, workerlike, first class and prompt manner; (b) using new or comparable materials only; (c) by a contractor reasonably approved in writing by Landlord; (d) on days and at times reasonably approved in writing by Landlord; (e) if architectural and/or engineering plans are required for such Alterations, under the supervision of an architect reasonably approved in writing by Landlord; (f) in accordance with plans and specifications reasonably acceptable to Landlord, approved in writing at Landlord’s standard charge; (g) in accordance with all Laws, this Lease, and Landlord’s then-current construction rules and regulations; (h) after Tenant and its contractors have complied with the insurance requirements set forth in this Lease, and any additional insurance to be obtained by Tenant’s contractors and subcontractors as reasonably required by Landlord; and (i) upon request, after Tenant has delivered to Landlord documentation reasonably satisfactory to Landlord evidencing Tenant’s financial ability to complete the Alterations in accordance with the provisions of this Lease (including, at its Landlord’s reasonable request, a payment or performance bond). If any lien (or a petition to establish such lien) is filed in connection with any Alteration made by or on behalf of Tenant, such lien (or petition) shall be discharged by Tenant within ten (10) days thereafter, at Tenant’s sole cost and expense, such alterations, improvements and additions by the payment thereof or by the filing of a bond reasonably acceptable to Landlord. If Landlord gives its consent to the making of any kind Alteration, such consent shall not be deemed to be an agreement or consent by Landlord to subject its interest in the Premises or the Building to any liens which may be filed in connection therewith. Tenant acknowledges that any Alterations are accomplished for Tenant’s account and at Tenant’s sole cost and expense, Landlord having no obligation or responsibility in respect thereof. Landlord’s approval of any plans and drawings (collectively referred to herein as the “Alterations”and changes thereto) as Tenant deems desirable in the conduct of its business provided regarding any Alterations or any contractor or subcontractor performing such Alterations shall not constitute Landlord’s representation that such Alterations: (a) do not reduceapproved plans, diminish drawings, changes or otherwise adversely affect Alterations comply with Laws. Any deficiency in design or construction, although same had prior approval of Landlord, shall be solely the fair market value responsibility of Tenant. All Alterations involving structural, electrical, mechanical or utility of plumbing work, the Premisesheating, or any part thereof; (b) do not reduce, diminish or otherwise adversely affect the useful life of the Premises, or any part thereof; and/or (c) do not change the general character or use ventilation and air conditioning system of the Premises or any part thereof. All alterationsthe Building, improvementsfire and life safety systems, expansions and additions to the Premisesroof of the Building, or any part thereofareas outside of the Premises shall, at Landlord’s election, be performed by Landlord’s designated contractor or subcontractor at Tenant’s expense (provided the cost therefor is competitive). In connection with any Alteration, Landlord shall be made paid a construction supervision fee in an amount equal to three percent (3%) of the total cost of such Alteration. Promptly after the completion of an Alteration for which architectural and/or engineering plans were required, or which includes Cabling, Tenant at its expense shall deliver to Landlord three (3) sets of accurate as built (or record) drawings and CAD drawings showing such Alteration in place. In addition, on Landlord’s request, Tenant shall certify the names of all contractors and subcontractors who did work on the Alterations and shall provide final lien waives from all such contractors and subcontractors and any other documentation customarily provided in the State in which the Building is located to extinguish liens. All contractors and subcontractors shall be required to procure and maintain insurance against such risks, in such amounts, and with such companies as Landlord may reasonably require. Certificates of such insurance, with evidence of the payment of premiums therefor, must be received by Landlord before any work is commenced. All contracts between Tenant and a contractor must explicitly require the contractor to (a) name Landlord and the Landlord Insured Parties as additional insureds and (b) indemnify and hold harmless Landlord and the Landlord Insured Parties. Notwithstanding anything contained in this Lease to the contrary, the performance of any Alterations pursuant to the provisions of this Article IX or of any other provisions of this Lease or the Exhibits hereto shall not be done in a good manner which would violate any union contracts affecting the Building, or by which Landlord is bound, or create any work stoppage, picketing, labor disruption, disharmony or dispute or any interference with the business of Landlord or any tenant or occupant of the Building. Tenant shall immediately stop the performance of any Alterations or other activity if Landlord notifies Tenant that continuing such Alteration or activity would violate any union contracts affecting the Building, or by which Landlord is bound, or create any work stoppage, picketing, labor disruption, disharmony or dispute or any interference with the business of Landlord or any tenant or occupant of the Building. 9.3 If any Alterations that require Landlord’s consent are made without the prior written consent of Landlord, then Landlord shall have the right, at Tenant’s expense, to remove such Alterations and workmanlike manner restore the Premises and in compliance with applicable laws, ordinances, rules, regulations, codes and requirements and any recorded covenants, conditions or restrictions relating the Building to their condition prior to the Premises, or any part thereofcommencement of the unauthorized Alterations. All alterations, improvements, expansions and additions which are not movable trade fixtures Alterations to the Premises or the Building made by either party shall be immediately become the property of Landlord and shall remain upon and be surrendered with the Premises as a part thereof at the expiration or earlier termination of the Lease Term; provided, however, that (a) subject to any applicable Landlord’s lien thereon, Tenant shall remove from the Premises. To the extent such Alterations involve changes , prior to the structure expiration or systems earlier termination of the Lease Term, (i) all personal property of Tenant, including without limitation movable furniture, furnishings and equipment installed in the Premises solely at the expense of Tenant (“Personal Property”), and (ii) all Cabling installed by or for Tenant anywhere in the Building, and (b) Tenant shall remove at its expense all Alterations and other items in the Premises or the Building which Landlord designates in writing for removal. Landlord shall make such designation promptly after receipt of a written request for such determination by Tenant given with Tenant’s request for Landlord’s approval of such Alteration. Notwithstanding the foregoing, Tenant shall not be required to remove: (x) Alterations (other than Cabling) consisting of standard buildout items that are typically installed by similar tenants in multi tenanted, multi-story, first class office buildings (such as partitions, but not interior staircases, for example), unless so indicated by Landlord at the time required above; and (y) any initial Alteration made by Landlord in initially finishing and completing the Premises in accordance with Exhibit B (i.e., Landlord’s Work). If such removal causes damage or injury to the Premises or the Building, then Landlord shall have the right, at Tenant’s expense, to repair all damage and injury to the Premises or the Building caused by such removal as aforesaid. Tenant expressly agrees that if any of Tenant’s Personal Property is not removed by Tenant prior to the earlier of (i) the expiration (or earlier termination) of the Lease Term or (ii) the termination of Tenant’s right of possession of the Premises, the same shall, at Landlord’s option, be deemed abandoned or become the property of Landlord surrendered with the Premises as reasonably determined by a part thereof; provided, however, that Landlord shall have the right at Tenant’s architect expense to remove from the Premises any or engineerall such items or to require Tenant to do the same, except as otherwise provided in this Section. If Tenant fails to return the Premises to Landlord as required by this Section, then Tenant shall furnish pay to Landlord, prior to the commencement of construction, the proposed plans and specifications for Landlord’s approval, which approval shall not be unreasonably withheld, conditioned or delayed, and upon completion of construction, “as-built” plans and specifications for all costs (including a construction management fee) incurred by Landlord in effectuating such Alterations. Landlord shall provide Tenant with its objections, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant. Tenant shall submit revised plans and specifications until such time as Landlord has approved Tenant’s proposed plans and specifications for such Alterations. If Landlord fails to object, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant, Landlord shall be deemed to have approved such proposed plans and specificationsreturn.

Alterations. Subject 16.1. Tenant shall make no alterations, additions or improvements in or to the requirements Premises that cost in excess of Article IX below $100,000 without Landlord’s prior written approval, which approval Landlord shall not unreasonably withhold; provided, however, that in the event any proposed alteration, addition or improvement affects (a) any structural portions of the Building, including exterior walls, roof, foundation or core of the Building, (b) the exterior of the Building or (c) any Building systems, including elevator, plumbing, air conditioning, heating, electrical, security, life safety and any insurers providing insurance coverage theretopower, then Landlord may withhold its approval with respect thereto in its sole and absolute discretion. In seeking Landlord’s approval, Tenant may makeshall provide Landlord, at its sole least fourteen (14) days in advance of any proposed construction, with plans, specifications, bid proposals, work contracts, requests for laydown areas and such other information concerning the nature and cost of the alterations as Landlord may reasonably request. 16.2. Tenant shall not construct or permit to be constructed partitions or other obstructions that might interfere with free access to mechanical installation or service facilities of the Building, or interfere with the moving of Landlord’s equipment to or from the enclosures containing such installations or facilities. 16.3. Tenant shall accomplish any work performed on the Premises in such a manner as to permit any fire sprinkler system and fire water supply lines to remain fully operable at all times. 16.4. Tenant covenants and agrees that all work done by Tenant or Tenant’s contractors shall be performed in full compliance with Applicable Laws. Tenant shall provide Landlord with complete “as-built” drawing print sets and electronic CADD files on disc showing any changes in the Premises for which Landlord’s approval is required pursuant to Section 16.1. 16.5. Before commencing any work for which Landlord’s approval is required pursuant to Section 16.1, Tenant shall give Landlord at least fourteen (14) days’ prior written notice of the proposed commencement of such work and shall, if required by Landlord, secure, at Tenant’s own cost and expense, such alterations, improvements a completion and additions of any kind lien indemnity bond satisfactory to the Premises (collectively referred to herein as the “Alterations”) as Tenant deems desirable in the conduct of its business provided that such Alterations: (a) do not reduce, diminish or otherwise adversely affect the fair market value or utility of the Premises, or any part thereof; (b) do not reduce, diminish or otherwise adversely affect the useful life of the Premises, or any part thereof; and/or (c) do not change the general character or use of the Premises or any part thereofLandlord for said work. 16.6. All alterations, attached equipment, fixtures, additions and improvements, expansions and additions subject to Section 17.6, attached to or built into the Premises, made by either of the Parties, including, without limitation, all flooring and wall coverings, built-in cabinet work and paneling, sinks and related plumbing fixtures, exterior venting fume hoods and walk-in freezers and refrigerators, ductwork, conduits, electrical panels and circuits, shall, unless, prior to such construction or any part thereofinstallation, shall be made in a good and workmanlike manner and in compliance with applicable lawsLandlord elects otherwise, ordinances, rules, regulations, codes and requirements and any recorded covenants, conditions or restrictions relating to the Premises, or any part thereof. All alterations, improvements, expansions and additions which are not movable trade fixtures shall be become the property of Landlord upon the expiration or earlier termination of the Term, and shall remain upon and be surrendered with the PremisesPremises as a part thereof. 16.7. To the extent such Alterations involve changes Tenant shall repair any damage to the structure or systems of the Premises, as reasonably determined Premises caused by Tenant’s architect or engineerremoval of any property from the Premises. During any such restoration period, Tenant shall furnish pay Rent to LandlordLandlord as provided herein as if said space were otherwise occupied by Tenant. 16.8. Except as to those items listed on Exhibit C attached hereto, prior to all fixtures (except for Tenant’s trade fixtures), built-in furniture and cabinets installed in and upon the commencement Premises shall be and remain the property of construction, the proposed plans Landlord and specifications for Landlord’s approval, which approval shall not be unreasonably withheldmoved by Tenant at any time during the Term. If Tenant shall fail to remove any of its effects from the Premises prior to termination of this Lease, conditioned then 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 or delayeddamage thereto, and Tenant shall pay Landlord, upon completion of constructiondemand, “as-built” plans any costs and specifications expenses incurred due to such removal and storage or Landlord may, at its sole option and without notice to Tenant, sell such property or any portion thereof at private sale and without legal process for such Alterationsprice as Landlord may obtain and apply the proceeds of such sale against any (a) amounts due by Tenant to Landlord under this Lease and (b) any expenses incident to the removal, storage and sale of said personal property. 16.9. Landlord shall provide Tenant with its objectionsNotwithstanding any other provision of this Section 16 to the contrary, in writingno event shall Tenant remove any improvement from the Premises as to which Landlord contributed payment without Landlord’s prior written consent, to Tenant’s proposed plans which consent Landlord may withhold in its sole and specifications within fifteen (15) days after receipt from Tenantabsolute discretion. 16.10. Tenant shall reimburse Landlord for any extra expenses incurred by Landlord by reason of faulty work done by Tenant or its contractors, or by reason of delays caused by such work, or by reason of inadequate clean-up. 16.11. After final completion of the Tenant Improvements (or any other alterations, improvement or additions performed by Tenant with respect to the Premises) for which Landlord approval is required pursuant to Section 16.1, Tenant shall submit revised plans and specifications until to Landlord documentation showing the amounts expended by Tenant with respect to such time as Landlord has approved Tenant’s proposed plans and specifications for such Alterations. If Landlord fails Tenant Improvements (or any other alterations, improvement or additions performed by Tenant with respect to object, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant, Landlord shall be deemed to have approved such proposed plans and specificationsthe Premises).

Alterations. Subject to the requirements of Article IX below and Tenant shall not make any insurers providing insurance coverage thereto, Tenant may make, at its sole cost and expense, such alterations, improvements and additions improvements, or changes (collectively the “Changes”) of any kind to the Premises Premises, other than (collectively referred to herein so long as (x) such Changes do not require the issuance of permits, do not impact the structure of the Building (the “AlterationsBuilding’s Structure”) or the heating, air conditioning and ventilating, mechanical, electrical and plumbing systems, controlled access system (if any), sprinkler system and fire/life safety system systems of the Building (the “Building’s Systems”) and (y) Tenant provides Landlord with reasonable advance notice of such Changes) (A) adding or changing furniture, equipment and other Tenant personal property within the Premises, (B) installing decorations within the Premises, and (C) cosmetic changes to the interior of the Premises such as Tenant deems desirable repainting and recarpeting), without securing the prior written consent of Landlord, in the conduct reasonable exercise of its business provided discretion and in accordance with the procedure outlined below; however, Landlord may withhold its consent to any Changes that such Alterations: would (a) do not reduce, diminish or otherwise adversely affect (in the fair market value sole discretion of Landlord) the Building’s Structure or utility of the PremisesBuilding’s Systems (including restrooms or mechanical rooms), or any part thereof; (b) do not reduce, diminish or otherwise adversely affect (in the useful life reasonable discretion of Landlord) (1) the provision of services to other occupants of the PremisesProperty, (2) the exterior appearance of the Building, or any part thereof; and/or (c3) do the appearance of the Property’s common areas or elevator lobby areas. All Changes, as well as the work described in the preceding sentence, shall be completed in a prompt and workmanlike manner, shall not change materially alter or impair the general character or use of the Premises Building or any part thereof. All alterations, improvements, expansions and additions to the Premises, or any part thereofand, only in the event that other tenants lease space in the Building from landlord, shall be made conducted by parties exercising commercially reasonably efforts to minimize disturbance to any other tenants in a good the Building during Normal Business Hours. In making any permitted Changes as well as in its use of the Premises, Tenant shall, at its sole expense, fully comply with the declarations and workmanlike manner restrictions that apply to the Property, all applicable federal, state, and in compliance with applicable local laws, ordinances, rulesand regulations (including the acquisition of permits and the payment of fees), regulationsas well as any requirements imposed by Landlord’s insurer of which Tenant has notice and Tenant shall save Landlord harmless for and on account of all charges and damages incurred by Landlord as a result of any such Changes made by or on behalf of Tenant. Tenant shall, codes and requirements and at its sole expense, promptly comply with any recorded covenantsnotice from any federal, conditions state, or restrictions local authorities, relating to the PremisesPremises or the Building, which is served upon it or any part thereof. All alterationsupon Landlord, improvements, expansions and additions which are not movable trade fixtures shall be the property of Landlord and shall remain upon and be surrendered with the Premises. To the extent such Alterations involve changes to the structure or systems of the Premises, as reasonably determined where caused either by Tenant’s architect use of the Premises or engineer, Tenant shall furnish to Landlord, prior to the commencement of construction, the proposed plans and specifications for Landlord’s approval, which approval shall not be unreasonably withheld, conditioned or delayed, and upon completion of construction, “as-built” plans and specifications for such Alterations. Landlord shall provide Tenant with its objections, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from by any Changes made by Tenant. Tenant shall submit revised plans and specifications until such time as Landlord has approved discharge or bond off any liens arising from any Changes made or other work done within the Premises by Tenant or under a contract to which Tenant is a party within thirty (30) days of Tenant’s proposed plans and specifications for such Alterations. If Landlord fails to object, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant, Landlord shall be deemed to have approved such proposed plans and specificationsnotice of the filing thereof.

Alterations. Subject The following provisions regarding alterations shall supplement and be in addition to the requirements provisions of Article IX below and the Prime Lease regarding alterations: (i) SUBLESSEE'S ALTERATIONS. Sublessee shall not make any insurers providing insurance coverage thereto, Tenant may make, at its sole cost and expense, such alterations, improvements additions or other physical changes in or about the Subleased Premises, or other alterations to prepare the Subleased Premises for its use (collectively, "ALTERATIONS"), other than decorative Alterations such as painting, wall coverings and additions of any kind floor coverings (collectively, "DECORATIVE ALTERATIONS"), without Sublessor's (and if required by the Prime Lease, Landlord's) prior consent, which may be withheld in Sublessor's and/or Landlord's sole discretion. Sublessor will not unreasonably withhold its consent to Alterations so long as such Alterations (i) are non-structural and do not affect the Premises building systems, (collectively referred ii) are performed by contractors approved by Sublessor and/or Landlord to herein as the “Alterations”) as Tenant deems desirable in the conduct of its business provided that perform such Alterations: , (aiii) affect only the Subleased Premises and are not visible from outside of the Subleased Premises or the Building, (iv) do not reduce, diminish or otherwise adversely affect the fair market value certificate of occupancy issued for the Building or utility the Subleased Premises, (v) are consistent with the design, construction and equipment of the PremisesBuilding, or any part thereof; (bvi) do not reduce, diminish or otherwise adversely affect any service furnished by Landlord or Sublessor in connection with the useful life operation of the PremisesBuilding, or any part thereof; and/or (cvii) do not change the general character or use of the Premises or any part thereof. All alterations, improvements, expansions and additions to the Premises, or any part thereof, shall be made in a good and workmanlike manner and are in compliance with applicable lawsall the terms of the Prime Lease and (viii) are consented to by Landlord pursuant to the terms of the Prime Lease. Notwithstanding anything to the contrary herein, ordinances, rules, regulations, codes all alterations by Sublessee shall be architecturally similar to the existing improvements in the building in Sublessor's reasonable judgment and requirements all construction materials and laboratory furnishings shall be of equal or greater quality than those currently existing in the Building and any recorded covenants, conditions or restrictions relating to the Premises, or any part thereof. All alterations, improvements, expansions fume hoods and additions which are not movable trade fixtures biosafety cabinets installed by Sublessee shall be from the property of Landlord and shall remain upon and be surrendered with the Premises. To the extent such Alterations involve changes to the structure or systems of the Premises, as reasonably determined by Tenant’s architect or engineer, Tenant shall furnish to Landlord, prior to the commencement of construction, the proposed plans and specifications for Landlord’s approval, which approval shall not be unreasonably withheld, conditioned or delayed, and upon completion of construction, “as-built” plans and specifications for such Alterations. Landlord shall provide Tenant with its objections, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant. Tenant shall submit revised plans and specifications until such time as Landlord has approved Tenant’s proposed plans and specifications for such Alterations. If Landlord fails to object, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant, Landlord shall be deemed to have approved such proposed plans and specificationssame manufacturer.

Alterations. Subject 9.1. Tenant shall not make any alterations, additions or improvements in or to the requirements of Article IX below and Premises or engage in any insurers providing insurance coverage theretoconstruction, Tenant may makedemolition, at its sole cost and expensereconstruction, such alterations, improvements and additions renovation or other work (whether major or minor) of any kind to in, at or serving the Premises (collectively referred "Alterations"), without obtaining Landlord's prior written consent (not to herein as the “Alterations”) as Tenant deems desirable in the conduct of its business provided that such Alterations: (a) do not reduce, diminish or otherwise adversely affect the fair market value or utility of the Premises, or any part thereof; (b) do not reduce, diminish or otherwise adversely affect the useful life of the Premises, or any part thereof; and/or (c) do not change the general character or use of the Premises or any part thereof. All alterations, improvements, expansions and additions to the Premises, or any part thereof, shall be made in a good and workmanlike manner and in compliance with applicable laws, ordinances, rules, regulations, codes and requirements and any recorded covenants, conditions or restrictions relating to the Premises, or any part thereof. All alterations, improvements, expansions and additions which are not movable trade fixtures shall be the property of Landlord and shall remain upon and be surrendered with the Premises. To the extent such Alterations involve changes to the structure or systems of the Premises, as reasonably determined by Tenant’s architect or engineer, Tenant shall furnish to Landlord, prior to the commencement of construction, the proposed plans and specifications for Landlord’s approval, which approval shall not be unreasonably withheld, conditioned or delayed), except Tenant may make non-structural Alterations to the interior of the Premises (excluding the roof) without such consent but upon at least ten (10) days' prior notice to Landlord, provided that the cost thereof does not exceed One Hundred Fifty Thousand Dollars ($150,000.00) per occurrence or an aggregate amount of Five Hundred Thousand Dollars ($500,000.00) annually. Notwithstanding the foregoing, Tenant will not do anything that could have a material adverse effect on the Building or life safety systems, without obtaining Landlord's prior written consent. Any such improvements, excepting movable furniture, trade fixtures and equipment, shall become part of the realty and belong to Landlord. All alterations and improvements shall be properly permitted and installed at Tenant's sole cost, by a licensed contractor, in a good and workmanlike manner, and upon completion in conformity with all Applicable Laws. Any alterations that Tenant shall desire to make and which require the consent of construction, “as-built” Landlord shall be presented to Landlord in written form with detailed plans. Tenant shall: (i) acquire all applicable governmental permits; (ii) furnish Landlord with copies of both the permits and the plans and specifications for such at least thirty (30) days before the commencement of the work, and (iii) comply with all conditions of said permits in a prompt and expeditious manner. Any alterations shall be performed in a workmanlike manner with good and sufficient materials. Upon completion of any Alterations. , Tenant shall promptly upon completion furnish Landlord shall provide Tenant with its objections, in writing, to Tenant’s proposed plans a reproducible copy of as-built drawings and specifications within for any Alterations. 9.2. At least twenty (20) days prior to commencing any work relating to any Alterations requiring the approval of Landlord that have been so approved, Tenant shall notify Landlord in writing of the expected date of commencement. Tenant shall pay, when due, all claims for labor or materials furnished to or for Tenant for use in improving the Premises. Tenant shall not permit any mechanics' or materialmen's liens to be levied against the Premises arising out of work or services claimed to have been performed, materials claimed to have been furnished, or obligations claimed to have been performed on the Premises by or at the request of Tenant. Tenant shall indemnify, save, defend (at Landlord's option and with counsel reasonably acceptable to Landlord) and hold Landlord Indemnitees from and against any and all Claims of any kind or nature that arise before, during or after the Term on account of claims of lien of laborers or materialmen or others for work or services performed or materials or supplies furnished for Tenant or its contractors, agents or employees, including any administrative, court or other legal proceedings related to such liens. If Tenant fails to discharge, bond against or undertake to defend against such liability, upon receipt of written notice from Landlord of such failure, Tenant shall have fifteen (15) days after receipt from (the "Defense Cure Period") to cure such failure by prosecuting such a defense. If Tenant fails to do so within the Defense Cure Period, then Landlord may settle the same and Tenant's liability to Landlord shall be conclusively established by such settlement provided that such settlement is entered into on commercially reasonable terms and conditions, the amount of such liability to include both the settlement consideration and the costs and expenses (including attorneys' fees) incurred by Landlord in effecting such settlement. In the event any contractor, agent or employee notifies Tenant of its intent to file a mechanics' or materialmen's lien against the Premises, Tenant shall immediately notify Landlord of such intention to file a lien or a lawsuit with respect to such lien. In the event that Tenant leases or finances the acquisition of office equipment, furnishings or other personal property of a removable nature utilized by Tenant in the operation of Tenant's business, Tenant warrants that any Uniform Commercial Code financing statement shall, upon its face or by exhibit thereto, indicate that such financing statement is applicable only to removable personal property of Tenant located within the Premises. 9.3. Tenant shall submit revised plans repair any damage to the Premises caused by Tenant's removal of any property from the Premises. During any such restoration period, Tenant shall pay Rent to Landlord as provided herein as if such space were otherwise occupied by Tenant. The provisions of this Section shall survive the expiration or earlier termination of this Lease. 9.4. The Premises plus any Alterations, Tenant Improvements, attached equipment, decorations, fixtures and specifications until trade fixtures; movable casework and related appliances; and other additions and improvements attached to or built into the Premises made by either of the parties (including all floor and wall coverings; paneling; sinks and related plumbing fixtures; attached benches; production equipment; walk-in refrigerators; ductwork; conduits; electrical panels and circuits; attached machinery and equipment; and built-in furniture and cabinets, in each case, together with all additions and accessories thereto), shall (unless, prior to such time construction or installation, Landlord elects otherwise in writing) at all times remain the property of Landlord, shall remain in the Premises and shall (unless, prior to construction or installation thereof, Landlord elects otherwise in writing) be surrendered to Landlord upon the expiration or earlier termination of this Lease. For the avoidance of doubt, the items listed on Exhibit B attached hereto (which Exhibit B may be updated by Tenant from and after the Commencement Date, subject to Landlord's written consent) constitute Tenant's property and shall be removed by Tenant upon the expiration or earlier termination of the Lease. 9.5. If Tenant shall fail to remove any of its property from the Premises prior to the expiration of the Term, then Landlord may, at its option, remove the same in any manner that Landlord shall choose and store such effects without liability to Tenant for loss thereof or damage thereto, and Tenant shall pay Landlord, upon demand, any costs and expenses incurred due to such removal and storage or Landlord may, at its sole option and without notice to Tenant, sell such property or any portion thereof at private sale and without legal process for such price as Landlord has approved Tenant’s proposed plans may obtain and specifications apply the proceeds of such sale against any (a) amounts due by Tenant to Landlord under this Lease and (b) any expenses incident to the removal, storage and sale of such personal property. 9.6. Tenant shall pay to Landlord an amount equal to one and one-half percent (1.5%) of the cost to Tenant of all Alterations to cover Landlord's overhead and expenses for plan review, engineering review, coordination, scheduling and supervision thereof. For purposes of payment of such sum, Tenant shall submit to Landlord copies of all bills, invoices and statements covering the costs of such charges, accompanied by payment to Landlord of the fee set forth in this Section. In addition, Tenant shall reimburse Landlord for all third-party costs actually incurred by Landlord in connection with any Alterations. 9.7. If Tenant shall require its contractors and subcontractors performing work on the Premises to name Landlord fails to object, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant, Landlord shall be deemed to have approved such proposed plans its affiliates and specificationsany lender as additional insureds on their respective insurance policies.

Alterations. Subject to the requirements of Article IX below and 5.2.1 Tenant shall not make any insurers providing insurance coverage thereto, Tenant may make, at its sole cost and expense, such alterations, improvements and additions of any kind alterations to the Premises (collectively referred to herein as the “Alterations”) as Tenant deems desirable in the conduct of its business provided that such Alterations: (a) do not reduce, diminish or otherwise adversely affect the fair market value or utility structure of the PremisesBuilding or any Building system (electrical, plumbing, mechanical or life safety), or install any part thereof; (b) do not reducewall or floor covering without Landlord's prior written consent which may be withheld in ▇▇▇▇▇▇▇▇'s sole discretion. With respect to any other alteration requested by ▇▇▇▇▇▇, diminish or otherwise adversely affect the useful life of the Premises, or any part thereof; and/or (c) do not change the general character or use of the Premises or any part thereof. All alterations, improvements, expansions and additions to the Premises, or any part thereof, shall be made in a good and workmanlike manner and in compliance with applicable laws, ordinances, rules, regulations, codes and requirements and any recorded covenants, conditions or restrictions relating to the Premises, or any part thereof. All alterations, improvements, expansions and additions which are not movable trade fixtures shall be the property of Landlord and shall remain upon and be surrendered with the Premises. To the extent such Alterations involve changes to the structure or systems of the Premises, as reasonably determined by Tenant’s architect or engineer, Tenant shall furnish to Landlord, prior to the commencement of construction, the proposed plans and specifications for Landlord’s approval, which approval 's consent shall not be unreasonably withheld. Should Landlord consent in writing to Tenant's alteration of the Premises, conditioned or delayedTenant shall contract with a contractor approved by Landlord for the construction of such alterations (which contractor shall provide Landlord with such certificates of insurance as Landlord shall reasonably require, which certificates of insurance shall name both Landlord and Landlord's property manager as additional insureds), shall secure all appropriate governmental approvals and permits, and upon completion of construction, “as-built” shall complete such alterations with due diligence in compliance with the plans and specifications approved by Landlord. All such construction shall be performed in a manner which will not interfere with the quiet enjoyment of other tenants of the Building. Any such alterations, wiring, cables, or conduit installed by Tenant shall at once become part of the Premises and belong to Landlord except for such Alterationsremovable machinery and unattached movable trade fixtures and attached lab equipment. Landlord may at its option require that Tenant remove any alterations, wiring, cables or conduit installed by or for Tenant and restore the Premises to the original condition upon termination of this Lease. Landlord shall provide have the right to post notices of non-responsibility in connection with work being performed by ▇▇▇▇▇▇ in the Premises. Work by Tenant shall comply with its objections, in writing, all laws then applicable to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenantthe Premises. Tenant shall submit revised plans not allow any liens to attach to the Building or Tenant's interest in the Premises as a result of its activities or any alterations. Landlord may perform alterations to or change the configuration of the Building and specifications until such time as Landlord has approved Tenant’s proposed plans other common areas. 5.2.2 Throughout the term of the Lease and specifications for such Alterations. If Landlord fails to object, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenantnotwithstanding the provisions of Section 18 below, Landlord shall have a continuing right (but shall not be deemed obligated) to have approved make alterations and/or improvements to the common areas and any other portions of the Building for any purposes that Landlord deems necessary, in its reasonable business judgment, including, without limitation, alterations or improvements that will affect the operation, design, use or aesthetic of the Building. Landlord shall make reasonable efforts to complete all such proposed plans alterations and specificationsimprovements so as to minimize, to the extent feasible, disturbance to Tenant.

Alterations. Subject to the requirements of Article IX below and any insurers providing insurance coverage thereto, Tenant may make, at its sole cost and expense, such alterations, improvements and additions of any kind to the Premises (collectively referred to herein as the “Alterations”) as Tenant deems desirable in the conduct of its business provided that such Alterations: (a) do not reduceNot to alter, diminish divide, cut, maim, injure or otherwise adversely affect the fair market value or utility remove any of the Premisesprincipal or load bearing walls, floors, beams or columns of or enclosing the Demised Premises nor to make any other alterations or additions of a structural nature to any part thereof; of the Demised Premises (either internally or externally). (b) do not reduce, diminish Not to erect any new building or otherwise adversely affect structure (including any mezzanine or similar structure) on the useful life of the Premises, or any part thereof; and/or (c) do not change the general character or use of the Demised Premises or any part thereof. All alterations, improvements, expansions and of it nor to unite the Demised Premises or any part of it with any other property nor to demolish the Demised Premises or any part of it. (c) Not to make any change in the existing design or appearance of the exterior of the Demised Premises. (d) Not to make any alterations or additions to the Premises, or Landlord’s fixtures and fittings nor to any part thereof, shall be made in a good and workmanlike manner and in compliance with applicable laws, ordinances, rules, regulations, codes and requirements and any recorded covenants, conditions or restrictions relating to the Premises, or any part thereof. All alterations, improvements, expansions and additions which are not movable trade fixtures shall be the property of Landlord and shall remain upon and be surrendered with the Premises. To the extent such Alterations involve changes to the structure or systems of the Premises, as reasonably determined by Tenant’s architect or engineer, Tenant shall furnish to Landlord, Conduits without obtaining the prior to written consent of the commencement of construction, the proposed plans and specifications for Landlord’s approval, Landlord (which approval consent shall not be unreasonably withheld, conditioned withheld or delayed). (e) Not to make any alterations or additions of a non-structural nature to the Demised Premises without obtaining the prior written consent of the Landlord, such consent not to be unreasonably withheld. (f) Not to affix to the outside of the Demised Premises any bracket, aerial, fixture, wire or other apparatus for radio-diffusion, wireless television or telephone without obtaining the Landlord’s written consent and upon completion its written approval of constructionthe location and method of affixing. (g) The Landlord may, “as-built” plans and specifications for as a condition of giving any such Alterations. consent under clause 4.13(d), 4.13(e), or 4.13(f), require the Tenant to enter into such covenants as the Landlord shall provide require regarding the execution of any such works and the reinstatement of the Demised Premises at the end or sooner determination of the Term. (h) If any alterations or additions to or within the Demised Premises result in a variation of the reinstatement cost of the Demised Premises from the said cost prior to such alterations or additions then the Tenant shall: (i) give notice in writing to the Landlord forthwith of the variation in value so caused to enable the Landlord to alter the insurance cover in respect of the Demised Premises; and (ii) pay or reimburse to the Landlord any shortfall of insurance cover caused by a failure to comply with its objections, the requirements in writing, clause 4.13(h)(i). The Tenant agrees that notice under clause 4.13(h)(i) notifying the variation of the reinstatement cost shall only be sufficient notice if it refers to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant. Tenant shall submit revised plans and specifications until such time as Landlord has approved Tenant’s proposed plans and specifications for such Alterations. If Landlord fails to object, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant, Landlord shall be deemed to have approved such proposed plans and specificationsclause 4.13(h)(i).

Alterations. (a) Tenant shall perform Tenant’s Work in accordance with the provisions set forth in Exhibit B hereof, and Landlord shall make available to Tenant the Improvements Allowance specified in Section 1.7, upon and subject to the terms provided in Exhibit B hereto. (b) Landlord shall have the responsibilities in respect of the condition of the Premises and the performance of work therein provided in Exhibit B-1 hereto. (c) Subject to subsection (b) above, and subject to any Landlord’s obligation to repair and maintain the Premises set forth in the Lease, Tenant shall accept the Premises in its “AS IS” condition, and Landlord shall have no obligation to make any alterations in or to the Premises in order to prepare the same for Tenant’s occupancy. 9.2 Tenant shall not make or permit anyone to make any Alterations in or to the Premises or the Building without the prior written consent of Landlord, which consent (a) may be withheld or granted in Landlord’s sole and absolute discretion with regard to any Alterations that adversely affect, require modifications to, or increase the burden of the Premises upon, the Structural and System Alterations (including the installation of any interior staircases and Alterations that impact the Building Structure and Systems) and any Alterations which are visible from the exterior of the Premises, but (b) shall not be unreasonably withheld, conditioned or delayed with respect to interior Alterations typical for commercial office space. Notwithstanding the foregoing, Tenant shall have the right to make Cosmetic Changes within the Premises without requiring the consent of Landlord. All Alterations made by Tenant shall be performed and completed: (i) in accordance with all Laws; (ii) lien-free; (iii) in a good, competent, workmanlike and prompt manner using new or comparable materials only; (iv) on days and at times reasonably approved in writing by Landlord (which may include during business hours for particular work if and to the extent appropriate in light of the nature of the work); (v) after obtaining insurance policies meeting the requirements set forth in Section 13.2; and (vi) in compliance with the Construction Rules and Regulations (as defined in Section 6 of Article IX below Exhibit B). For Tenant’s Alterations that do not constitute Cosmetic Changes, such Alternations shall further be performed and completed: (A) by a contractor reasonably approved in writing by Landlord; (B) under the supervision of an architect reasonably approved in writing by Landlord selected by Tenant and reasonably approved by Landlord; (C) in accordance with plans and specifications reasonably acceptable to Landlord without the obligation to use specifications that are higher than Building standard materials or those required by law, approved in writing at Landlord’s standard charge not to exceed $2,500; (D) after having obtained any insurers providing insurance coverage theretorequired consent of the holder of any Mortgage of whom Tenant has written notice (provided that Landlord shall, upon Tenant’s written request made in connection with Tenant’s submission regarding particular Alterations, advise Tenant may makein writing whether consent is required under such Mortgage for such Alterations); (E) with the obligation for Tenant to deliver to Landlord written, unconditional, full or partial (as applicable) waivers of mechanics’ and materialmen’s liens against the Premises and the Building for all work, labor and services to be performed and materials to be furnished within fifteen (15) Business Days after the applicable portion of the Alterations are completed; and (F) upon request, after Tenant has delivered to Landlord documentation reasonably satisfactory to Landlord evidencing Tenant’s financial ability to complete the Alteration in accordance with the provisions of this Lease. If any lien (or a petition to establish such lien) is filed in connection with any Alteration made by or on behalf of Tenant, such lien (or petition) shall be discharged of record by Tenant in the manner provided by applicable Law within twenty (20) days thereafter, at its Tenant’s sole cost and expense. If Landlord gives its consent to the making of any Alteration, such alterationsconsent shall not be deemed to be an agreement or consent by Landlord to subject its interest in the Premises or the Building to any liens which may be filed in connection therewith. Tenant acknowledges that any Alterations are accomplished for Tenant’s account, improvements and additions Landlord having no obligation or responsibility to construct or install the same. Landlord’s approval of any kind to the Premises plans and drawings (collectively referred to herein as the “Alterations”and changes thereto) as Tenant deems desirable in the conduct of its business provided regarding any Alterations or any contractor or subcontractor performing such Alterations shall not constitute Landlord’s representation that such Alterations: (a) do not reduceapproved plans, diminish drawings, changes or otherwise adversely affect Alterations comply with all Laws. Any deficiency in design or construction, although same had prior approval of Landlord, shall be solely the fair market value responsibility of Tenant. All Alterations involving structural, electrical, mechanical or utility of plumbing work, the Premisesheating, or any part thereof; (b) do not reduce, diminish or otherwise adversely affect the useful life of the Premises, or any part thereof; and/or (c) do not change the general character or use ventilation and air conditioning system of the Premises or any part thereof. All alterationsthe Building, improvementsfire and life safety system, expansions and additions to the Premisesroof of the Building, or any part thereofareas outside of the Premises shall, at Landlord’s election, be performed by Landlord’s designated contractor or subcontractor at Tenant’s expense (provided the cost therefor is competitive). No construction supervision or administration fee shall be payable in respect of Tenant’s Work. In connection with any subsequent Alterations, Landlord shall be paid a construction supervision fee in an amount equal to three percent (3%) of the total cost of such Alteration. Promptly after the completion of an Alteration, Tenant at its expense shall deliver to Landlord three (3) sets of accurate as-built (or record) drawings and CAD drawings showing such Alteration in place. 9.3 If any Alterations that require Landlord’s consent are made in a good without the prior written consent of Landlord, then Landlord shall have the right, at Tenant’s expense, to so remove and workmanlike manner correct such Alterations and in compliance with applicable laws, ordinances, rules, regulations, codes restore the Premises and requirements and any recorded covenants, conditions or restrictions relating the Building to the Premises, or any part thereofcondition prior to the Alteration. All alterations, improvements, expansions and additions which are not movable trade fixtures Alterations to the Premises or the Building made by either party shall be immediately become the property of Landlord and shall remain upon and be surrendered with the PremisesPremises as a part thereof at the expiration or earlier termination of the Lease Term; provided, however, that Tenant shall remove, at Tenant’s sole costs and expense, all Alterations and other items (including any telecommunications, security, data, computer and similar equipment, cabling and wiring) in the Premises or the Building, which Landlord designates in writing for removal. To Landlord shall make such designation promptly after receipt of a written request by Tenant given with Tenant’s request for Landlord’s approval of such Alteration. Notwithstanding the extent such Alterations involve changes foregoing or anything to the structure or systems of the Premises, as reasonably determined by Tenant’s architect or engineercontrary contained in this Lease, Tenant shall furnish not be required to Landlordremove Alterations consisting of standard build-out items that are typically installed by similar tenants in multi tenanted, prior multi story, first class office buildings, including but not limited to the commencement following: (a) the improvements in the kitchen, any restrooms/showers and other improvements that are depicted in or similar to those in the test fits prepared by ▇▇▇▇▇▇▇ Architecture for the Premises dated April 30, 2012 and February 24, 2012 (the “Test Fits”) attached hereto as Exhibit A; and (b) improvements such as data center and gym/work out rooms, whether or not these type of constructionimprovements are depicted in the Test Fits; provided that Tenant may be required to remove interior staircases, the proposed plans if any, installed by Tenant and specifications for Landlord’s approvalperform related restoration work. Movable furniture, which approval shall not be unreasonably withheld, conditioned or delayed, furnishings and upon completion of construction, “as-built” plans and specifications for such Alterations. Landlord shall provide Tenant with its objections, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant. Tenant shall submit revised plans and specifications until such time as Landlord has approved Tenant’s proposed plans and specifications for such Alterations. If Landlord fails to object, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant, Landlord equipment shall be deemed to exclude without limitation any item the removal of which might cause material damage to the Premises or the Building, or which would normally be removed from the Premises with the assistance of any major tool or machinery. If such removal causes damage or injury to the Premises or the Building, then Landlord shall have approved the right, at Tenant’s expense, to repair all damage and injury to the Premises or the Building caused by such proposed plans removal as aforesaid, if Tenant has not completed such repair with thirty (30) days following said damage or injury or, if earlier, prior to or by the Expiration Date (as the same may be extended as herein provided) or the effective date of any earlier termination of this Lease. If such furniture, furnishings and specificationsequipment are not removed by Tenant prior to or by the expiration or earlier termination of the Lease Term, the same shall at Landlord’s option be deemed abandoned or become the property of Landlord to be surrendered with the Premises as a part thereof; provided, however, that Landlord shall have the right at Tenant’s expense to remove from the Premises any or all such items or to require Tenant to do the same, except as otherwise provided in this Section. If Tenant fails to return the Premises to Landlord as required by this Section, then Tenant shall pay to Landlord, all costs (including a construction management fee) incurred by Landlord in effectuating such return.

Alterations. Subject to the requirements of Article IX below and any insurers providing insurance coverage thereto, Tenant may make, at its sole cost and expense, such shall make no alterations, additions or improvements and additions of any kind to the Premises (collectively referred to herein as without the “Alterations”) as Tenant deems desirable in the conduct prior written consent of its business provided that such Alterations: (a) do not reduce, diminish or otherwise adversely affect the fair market value or utility of the Premises, or any part thereof; (b) do not reduce, diminish or otherwise adversely affect the useful life of the Premises, or any part thereof; and/or (c) do not change the general character or use of the Premises or any part thereof. All alterations, improvements, expansions and additions to the Premises, or any part thereof, shall be made in a good and workmanlike manner and in compliance with applicable laws, ordinances, rules, regulations, codes and requirements and any recorded covenants, conditions or restrictions relating to the Premises, or any part thereof. All alterations, improvements, expansions and additions which are not movable trade fixtures shall be the property of Landlord and shall remain upon and be surrendered with the Premises. To the extent such Alterations involve changes to the structure or systems of the Premises, as reasonably determined by Tenant’s architect or engineer, Tenant shall furnish to Landlord, prior to the commencement of construction, the proposed plans and specifications for Landlord’s approval, which approval consent shall not be unreasonably withheld, conditioned or delayed. Notwithstanding the foregoing, but subject to the following provisions of this Section, Landlord's consent shall not be required for any alterations, additions or improvements to the Premises during the initial Term which cost less than the Alteration Cost Cap. Alteration Cost Cap means an amount equal to One Dollar and 05/00 ($1.05) per rentable square foot of Premises per lease year on a cumulative basis but subject to an aggregate maximum over the initial Term of Five Dollars Twenty-Five Cents ($5.25) per rentable square foot. Any such alterations are subject to all other provisions of this Section. For example, assuming Tenant continues to occupy all of the Building but made no alterations during the first year of the Term, Tenant could make alterations without Landlord's prior written consent during the second year of the Term in an amount up to $114,912.00 (54,720 feet x .1.05 x 2 years). Under this example, Tenant's ability to make further alterations during the remainder of the initial Term without Landlord's consent would be subject to an annual cap of $57,456.00 and an aggregate cap of $172,368.00. Notwithstanding anything to the contrary contained in the preceding sentences of this Section, without the prior written consent of Landlord, which may be withheld in Landlord's sole and absolute discretion, in no event shall any alteration, addition or improvement: (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 material 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. 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 requirements as to the manner, time, and upon completion contractor mutually acceptable to Landlord and Tenant for performance of constructionthe work. Tenant shall obtain all required permits for the work and shall perform the work in compliance with all applicable laws, “as-built” plans regulations and specifications for such Alterationsordinances, all covenants, conditions and restrictions affecting the Project, and the Rules and Regulations (hereafter defined). Tenant understands and agrees that Landlord shall provide be entitled to a supervision fee in the amount of three percent (3%) of the cost of any work which is both in excess of the Alteration Cost Cap, and which requires a governmental permit. If any governmental entity requires, as a condition to any proposed alterations, additions or improvements to the Premises by Tenant, that improvements be made to the Common Areas, and 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 its objectionssuch contractors (including, if required by Landlord, Landlord's contractors) as Landlord may reasonably require. 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 (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 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 like installed either by Tenant or by Landlord at Tenant’s proposed plans 's request and specifications within fifteen (15) days after receipt to repair any damage to the Premises arising from Tenantthat removal. Tenant shall submit revised plans and specifications until such time Except as otherwise provided in this Lease or in any exhibit to this Lease, should Landlord has approved Tenant’s proposed plans and specifications make any alteration or improvement to the Premises for such Alterations. If Landlord fails to object, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant, Landlord shall be deemed entitled to prompt reimbursement from Tenant for all costs incurred. Landlord shall have approved the right to require Tenant to remove (i) any of the components of the initial Tenant Improvements to the Premises but only if Landlord notifies Tenant that such proposed plans removal will be required at the time of Landlord's approval of the Preliminary Plan, and specifications(ii) any subsequent alterations, additions or improvements whether or not Landlord's consent was required unless Landlord's written consent was obtained and unless at the time of providing its consent Landlord notified Tenant in writing that Tenant would not have to remove such items upon the expiration of the Lease Term. Landlord and Tenant agree that Tenant shall have the right, upon expiration or termination of this Lease, to remove any and all phone systems, furniture, fixtures and other personal property which are not permanently affixed to the Premises or which may be removed without significant change to the Premises (including floor coverings, draperies, and/or removable shelves) that are installed in the Premises at Tenant's sole expense; provided, however, that Tenant shall, at its sole cost, repair any damage caused by such removal, reasonable wear and tear excepted.

Alterations. Subject to the requirements of Article IX below and any insurers providing insurance coverage thereto, Tenant may make, at its sole cost and expense, such alterations, improvements and additions of any kind to the Premises (collectively referred to herein as the “Alterations”) as Tenant deems desirable in the conduct of its business provided that such Alterations: (a) do Tenant shall not reducemake or cause or permit to be made any Alteration, diminish unless such Alteration: (i) equals or otherwise adversely affect exceeds the fair market value then-current standard for the Building, including the minimum performance criteria of all design and construction elements contributing to energy savings beyond the LEED baseline claimed in the whole building energy simulation per ANSI/ASHRAE/IESNA 90.l-2007, and utilizes only new and first-grade materials; (ii) is in conformity with Laws, and is made after obtaining any required permits and licenses; (iii) is made with the prior consent of Landlord, which consent, in the case of nonstructural, cosmetic Alterations such as carpeting or utility painting that have absolutely no impact or effect on the structure or the roof, exterior, mechanical, water, electrical, gas, plumbing, fire, life safety, HVAC, telephone, sewer or other systems or facilities of the PremisesBuilding, shall be given or denied within five (5) business days after receipt by Landlord of Tenant’s written request therefor, accompanied by a reasonably detailed description of the change, addition or improvement to be made; (iv) is made pursuant to plans and specifications approved in advance by Landlord or, if such Alteration does not require a building permit, is made pursuant to a description of such proposed work; provided, that Landlord may not charge Tenant a fee for the review of such plans and specifications or description; (v) is carried out by persons approved by Landlord, who, if required by Landlord, deliver to Landlord before commencement of their work proof of such insurance coverage as Landlord may reasonably require, with Landlord named as an additional insured; and (vi) is done only at such time and in such manner as Landlord may reasonably specify. Notwithstanding the foregoing to the contrary, Paragraphs 9.2(a)(iii), (iv) and (v) (only) shall not apply if (1) the cost of such Alteration does not exceed, in the aggregate, $10,000 in any part thereof; twelve (12)-month period, (2) such Alteration is purely cosmetic and nonstructural in nature and does not affect or involve the roof, exterior or electrical, gas, plumbing, fire, life safety, HVAC or other systems or facilities of the Building (that is, painting, wall covering and carpet only), and (3) Tenant gives Landlord at least five (5)-business days’ notice prior to making such Alteration. (b) do not reduceSubject to Paragraph 17.1, diminish or otherwise adversely affect the useful life of the Premises, or any part thereof; and/or such Alteration (cexcluding only Tenant’s Property) do not change the general character or use of the Premises or any part thereof. All alterations, improvements, expansions shall immediately become and additions to the Premises, or any part thereof, shall be made in a good and workmanlike manner and in compliance with applicable laws, ordinances, rules, regulations, codes and requirements and any recorded covenants, conditions or restrictions relating to the Premises, or any part thereof. All alterations, improvements, expansions and additions which are not movable trade fixtures shall be remain the property of Landlord and shall remain upon and be surrendered with Landlord, unless otherwise agreed by the Premises. To the extent such Alterations involve changes Parties in writing prior to the structure or systems installation of such Alteration. Tenant shall pay when due the Premises, as reasonably determined by Tenant’s architect or engineerentire cost of any such Alteration. Within thirty (30) days following the imposition of any lien resulting from any such Alteration, Tenant shall furnish cause such lien to Landlord, prior to the commencement be released of construction, the proposed plans and specifications for Landlord’s approval, which approval shall not be unreasonably withheld, conditioned record by payment of money or delayed, and upon completion posting of construction, “as-built” plans and specifications for such Alterations. Landlord shall provide Tenant with its objections, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant. Tenant shall submit revised plans and specifications until such time as Landlord has approved Tenant’s proposed plans and specifications for such Alterations. If Landlord fails to object, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant, Landlord shall be deemed to have approved such proposed plans and specificationsa proper bond.

Alterations. Subject to the requirements of Article IX below and any insurers providing insurance coverage thereto, Tenant may make, at its sole cost and expense, such alterations, improvements and additions of any kind to the Premises (collectively referred to herein as the “Alterations”) as Tenant deems desirable in the conduct of its business provided that such Alterations: (a) do Tenant shall not reducemake, diminish suffer or otherwise adversely affect the fair market value permit to be made any alterations, additions or utility of the Premises, improvements to or any part thereof; (b) do not reduce, diminish or otherwise adversely affect the useful life of the Premises, or any part thereof; and/or (c) do not change the general character or use of the Premises or any part thereof, or remove any portion of the Premises which is affixed thereto, or permanently attach any fixtures or equipment thereto (collectively, the “Alterations”), without first notifying Landlord of such proposed Alterations and obtaining Landlord’s written consent, which consent shall not be unreasonably withheld and which consent shall be requested by Tenant not legs than ten (10) days prior to the commencement of any such work. Landlord shall notify Tenant of its consent or disapproval to Alterations within ten (10) days following the later to occur of (x) receipt of Tenant’s notice requesting such consent and (y) the date upon which ▇▇▇▇▇▇▇▇ receives all documents and information reasonably requested in connection with its evaluation of the proposed Alteration. Tenant’s request for ▇▇▇▇▇▇▇▇’s consent to any proposed Alterations shall include a description of the proposed Alterations and shall be accompanied by materials sufficient to enable Landlord to evaluate the request. Depending on the nature and extent of the proposed Alterations, it is anticipated that such materials could range from paint chips, internally prepared diagrams, plans and specifications prepared by licensed architects and engineers, a description of proposed construction means and methods, the identity of any contractor or subcontractor to be employed in the construction of the Alterations, the estimated cost of such work and the estimated time for performance thereof. ▇▇▇▇▇▇’s notice requesting consent shall describe the Alterations and the anticipated commencement date thereon so that Landlord may file a notice of nonresponsibility described in Sections 3094 and 3129 of the California Civil Code. The construction of the Tenant Improvements (as defined in the Work Letter) shall be governed by the terms of the Work Letter. However, Tenant shall not be obligated to obtain Landlord’s consent for a particular Alteration (although the above notice will always be required) in the following circumstances (“Minor Alterations”): (i) the cost of the Alteration in question and all work being done by Tenant in the Premises in connection with such Alteration does not exceed $150,000 and all prior Alterations for which Landlord’s consent was not required will not exceed $300,000 in any twelve (12) month period; (ii) the Alteration in question will have no effect on the various systems of the Building, including without limitation, the HVAC, plumbing and fire protection systems, the Building structure or the exterior appearance of the Building, and (iii) such Alteration will not cause Tenant to exceed the maximum floor load for the Building. Except for Minor Alterations, Tenant shall pay to Landlord on demand an amount equal to two percent (2%) of all hard costs incurred by Tenant or its contractors or agents in connection with any Alterations to cover Landlord’s overhead and expenses for plan review, coordination, scheduling and supervision. In addition, except for Minor Alterations, upon demand, Tenant shall reimburse Landlord for all reasonable out-of-pocket costs incurred by Landlord in connection with any Alterations, including, without limitation, the costs of any third-party architects, engineers or consultants hired by Landlord to review drawings for Alterations. (b) Landlord may impose, as a condition of its consent to all Alterations such requirements as Landlord reasonably deems desirable including, but not limited to: (i) the requirement that upon Landlord’s request, made at the time such consent is given, Tenant shall, at Tenant’s expense, remove such Alterations upon the expiration or any early termination of the Lease Term and repair any damage to the Premises and Building caused by such removal; (ii) the requirement that Tenant utilize for such purposes only contractors, materials, mechanics and materialmen selected by Tenant and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and/or (iii) require that Tenant fully comply with the provisions of Section 8700 of the California Civil Code or submit evidence satisfactory to Landlord that Tenant is exempt from the requirements of such Section 8700. Notwithstanding the foregoing, to the extent any Alterations would materially affect the systems of the Building, including without limitation, the HVAC, plumbing, and fire protection systems, the exterior of the Building or any equipment located on the exterior of the Building, any portion of the Project outside of the Building or any structural component of the Building, such Alterations shall be subject to Landlord’s consent in the exercise of its sole discretion; to the extent such Alterations would merely affect the systems of the Building, including without limitation, the HVAC, plumbing, and fire protection systems, but not materially, Tenant shall observe reasonable rules relating thereto established by Landlord. Tenant shall construct such Alterations and perform any repairs which Tenant is obligated to perform hereunder at Tenant’s cost and in conformance with any and all applicable rules and regulations of any federal, state, county or municipal code or ordinance and pursuant to a valid building permit, issued by the city and/or county in which the Building is located, in conformance with Landlord’s construction rules and regulations. Neither Landlord’s selection or approval of a contractor nor its approval of the plans, specifications and working drawings for Alterations shall create any responsibility or liability on the part of Landlord for the quality or adequacy of the contractor, for the completeness, design sufficiency, or compliance of such plans, specifications and working drawings with all laws, rules and regulations of governmental agencies or authorities. All alterations, improvements, expansions and additions work with respect to the Premises, or any part thereof, shall Alterations must be made done in a good and workmanlike manner and diligently prosecuted to completion to the end that the Premises shall at all times be a complete unit except during the period of work. Tenant shall cause all work to be performed in compliance such manner as not to obstruct access to the Project or the Common Areas for any other tenant of the Project, and as not to obstruct the business of Landlord or other tenants in the Project, or unreasonably interfere with applicable lawsthe labor force working on the Project. Promptly upon completion of any Alterations, ordinancesif required by code, rules▇▇▇▇▇▇ agrees to cause a Notice of Completion to be recorded in the office of the Recorder of the county in which the Building is located in accordance with Section 8182 of the Civil Code of the State of California or any successor statute, regulationsand Tenant shall deliver to Landlord a reproducible copy of the “as built” drawings of the Alterations and, codes and requirements and any recorded covenantsif available, conditions such drawings in “CAD” format. (c) All Alterations which may be installed or restrictions relating to placed in or about the Premises, and all signs installed in, on or any part thereof. All alterationsabout the Premises, improvementsfrom time to time, expansions shall be at the sole cost of Tenant and additions which are not movable shall be and become the property of Landlord, other than trade fixtures and equipment which may be removed without material damage to the Premises on the expiration of the Lease Term or its earlier termination; provided, however, that to the extent any trade fixtures and equipment were installed or placed in or about the Premises at the cost and expense of Landlord, such trade fixtures and equipment shall be remain the property of Landlord and shall remain upon and be surrendered with the Premises. To the extent such Alterations involve changes to the structure or systems expiration of the PremisesLease Term or its earlier termination. If Tenant fails to complete such removal and/or to repair any damage caused by the removal of any Alterations, then as reasonably determined by Tenant’s architect or engineera matter which shall survive termination of this Lease, Tenant shall furnish Landlord may do so and may charge the cost thereof to Landlord, prior to the commencement of construction, the proposed plans and specifications for Landlord’s approval, which approval shall not be unreasonably withheld, conditioned or delayed, and upon completion of construction, “as-built” plans and specifications for such Alterations. Landlord shall provide Tenant with its objections, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant. Tenant shall submit revised plans hereby indemnifies and specifications until such time as holds Landlord has approved harmless from any liability, cost, obligation, expense or claim of lien in any manner relating to the installation, placement, removal or financing of any Alterations by Tenant or at Tenant’s proposed plans and specifications for such Alterations. If Landlord fails to object, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant, Landlord shall be deemed to have approved such proposed plans and specificationsbehest.

Alterations. Subject to The Tenant shall not make any Alterations without complying with the requirements of Article IX below and any insurers providing insurance coverage thereto, Tenant may make, at its sole cost and expense, such alterations, improvements and additions of any kind to the Premises (collectively referred to herein as the “Alterations”) as Tenant deems desirable in the conduct of its business provided that such Alterations: following provisions: (a) do not reduce, diminish or otherwise adversely affect the fair market value or utility of the Premises, or any part thereof; (b) do not reduce, diminish or otherwise adversely affect the useful life of the Premises, or any part thereof; and/or (c) do not change the general character or use of the Premises or any part thereof. All alterations, improvements, expansions and additions The Tenant may make Alterations to the PremisesDemised Premises other than Structural Alterations and Major Alterations without the Landlord’s prior consent, or but with prior Notice to Landlord as to any part thereofAlterations costing in excess of Two Million Dollars ($2,000,000). The Landlord agrees that, shall be made in a good and workmanlike manner and in compliance with applicable laws, ordinances, rules, regulations, codes and requirements and any recorded covenants, conditions or restrictions relating to the Premises, extent that any proposed Structural Alterations or any part thereof. All alterations, improvements, expansions and additions which Material Alterations are not movable trade fixtures shall be the property of Landlord and shall remain upon and be surrendered with the Premises. To the extent such Alterations involve changes to the structure or systems of the Premises, as reasonably determined by Tenant’s architect or engineer, Tenant shall furnish to Landlord, prior to the commencement of constructiondescribed on Schedule “F” hereto, the proposed plans Landlord hereby consents thereto. Structural Alterations and specifications for Major Alterations shall require the Landlord’s approvalprior consent, which approval consent shall not be unreasonably withheld, delayed or conditioned unless such Structural Alterations or delayedMajor Alterations when completed may, in the Landlord’s opinion, acting reasonably and upon completion in good faith, reduce the value or impair the use of constructionthe Demised Premises in which case the Landlord’s consent may be arbitrarily withheld. (b) With its request for the Landlord’s consent to any Structural Alterations or Major Alterations, “as-built” the Tenant shall submit to the Landlord details of the proposed Alterations including plans and specifications for where applicable prepared by a qualified Architect, the estimated costs of such Alterations. Landlord Structural or Major Alterations and such Alterations shall provide Tenant be completed materially in accordance with its objections, in writing, to Tenant’s proposed such plans and specifications within fifteen once approved in writing by the Landlord. (15c) days after receipt from Tenant. Tenant shall submit revised plans and specifications until such time as Unless expressly authorized in writing by the Landlord has approved Tenant’s proposed plans and specifications for such Alterations. If Landlord fails to objectthe contrary, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant, Landlord all Structural Alterations shall be deemed conducted under the supervision of an Architect retained by the Tenant and approved by the Landlord, such approval not to have approved such proposed plans and specificationsbe unreasonably withheld, delayed or conditioned. The name of the supervising Architect shall be included with the request set out in Section 7.1(b) above.

Alterations. Subject Any alterations that Subtenant desires to make in the requirements of Article IX below and any insurers providing insurance coverage thereto, Tenant may make, Expansion Premises shall be made at its Subtenant’s sole cost and expenseexpense and shall be subject to all applicable provisions of the Sublease and the Master Lease including, such alterationswithout limitation, improvements Article 14 of the Sublease and additions Article 6 of any kind the Master ▇▇▇▇▇. Notwithstanding the foregoing, Subtenant shall have the right to install and construct an executive briefing center, make minor modifications to the Premises (collectively referred conference rooms, make improvements to herein the existing lobby, install an outdoor seating area and/or any outdoor amenities as the “Alterations”) as Tenant deems desirable are consistent with typical headquarters in Palo Alto and install EV chargers in the conduct of its business provided that such Alterations: (a) do not reduceparking area used exclusively by Subtenant, diminish or otherwise adversely affect the fair market value or utility of the Premises, or any part thereof; (b) do not reduce, diminish or otherwise adversely affect the useful life of the Premises, or any part thereof; and/or (c) do not change the general character or use of the Premises or any part thereof. All alterations, improvements, expansions subject to Sublandlord’s and additions to the Premises, or any part thereof, shall be made in a good and workmanlike manner and in compliance with applicable laws, ordinances, rules, regulations, codes and requirements and any recorded covenants, conditions or restrictions relating to the Premises, or any part thereof. All alterations, improvements, expansions and additions which are not movable trade fixtures shall be the property of Landlord and shall remain upon and be surrendered with the Premises. To the extent such Alterations involve changes to the structure or systems of the Premises, as reasonably determined by Tenant’s architect or engineer, Tenant shall furnish to Landlord, prior to the commencement of construction, the proposed plans and specifications for Landlord’s approval, which approval shall not be unreasonably withheld, conditioned or delayed, rights to reasonably review and upon completion of construction, “as-built” approve detailed plans and specifications for such Alterationsimprovements and require that they be restored at the time at the time its approval is given, as provided in Section 6.1 of the Master Lease; provided, however, (a) Sublandlord’s consent shall (i) not be required for general office improvements costing less than Four Hundred Thousand Dollars ($400,000) that Landlord does not require to be restored and (ii) be deemed given if Sublandlord does not object to any alterations within five (5) business days of Subtenant’s request for Sublandlord’s consent, which consent includes all of the items in the first sentence of Section 6.2 of the Master Lease and (b) Subtenant shall not be required to restore any such items if Landlord does not require such restoration and this Sublease terminates concurrently with the expiration of the Master Lease. Landlord For the avoidance of doubt, the following shall provide Tenant with not be considered general office improvements: EV chargers, exterior signage or a lab. Subtenant shall be permitted to submit its objections, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant. Tenant shall submit revised to Sublandlord and Landlord contemporaneously, such that the time provided for each of Sublandlord and Landlord to reasonably review and approve of such plans and specifications until such time as Landlord has approved Tenant’s proposed plans and specifications for such Alterations. If Landlord fails to object, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant, Landlord shall be deemed to have approved such proposed plans and specificationsmay run concurrently.

Alterations. Subject Tenant shall make no alterations, installations, changes or additions in or to the requirements Premises or the Project (collectively, “Alterations”) without Landlord’s prior written consent, which consent shall not be unreasonably withheld or conditioned. However, for jobs expected to cost in excess of Article IX below $500,000.00, Landlord may condition its consent on Tenant obtaining a lien and any insurers providing insurance coverage theretocompletion bond or some alternate form of security to ensure the lien free completion of such Alteration if such requirement is reasonably justified by the size of the job and Tenant’s then financial condition. Notwithstanding anything to the contrary contained herein, Tenant may makemake strictly cosmetic changes to the finish work in the Premises and other modifications to the Premises that do not require a permit (collectively, “Cosmetic Alterations”), without Landlord’s consent, provided that the aggregate cost of any such alterations does not exceed $100,000.00 in any twelve (12) month period (except that such $100,000.00 limit shall not apply to painting or installation of new carpet), and further provided that such alterations do not (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 Project (including, without limitation, the sprinkler system), or (iii) affect the exterior appearance of the Project. Tenant shall give Landlord at least fifteen (15) days prior notice of such Cosmetic Alterations, which notice shall be accompanied by reasonably adequate evidence that such changes meet the criteria contained in this Section 9(c). Any Alterations approved by Landlord must be performed in accordance with the terms hereof, using only contractors or mechanics reasonably approved by Landlord in writing and upon the approval by Landlord in writing of fully detailed and dimensioned plans and specifications pertaining to the Alterations in question, to be prepared and submitted by Tenant at its sole cost and expense. If Landlord fails to disapprove a proposed Alteration within ten (10) days after Tenant delivers a written request to approve the same together with plans and specifications as described above, Tenant may send Landlord written notice of such failure and if Landlord still fails to respond within five (5) days after Tenant’s proper delivery of such notice, such alterations, improvements and additions of any kind to the Premises (collectively referred to herein as the “Alterations”) as Tenant deems desirable in the conduct of its business provided that such Alterations: (a) do not reduce, diminish or otherwise adversely affect the fair market value or utility of the Premises, or any part thereof; (b) do not reduce, diminish or otherwise adversely affect the useful life of the Premises, or any part thereof; and/or (c) do not change the general character or use of the Premises or any part thereof. All alterations, improvements, expansions and additions to the Premises, or any part thereof, Alteration shall be made deemed approved by Landlord. 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 manner, in conformance with all applicable federal, state, county and municipal laws, rules and regulations, pursuant to a valid building permit, and in compliance conformance with applicable laws, ordinances, rules, regulations, codes and requirements and any recorded covenants, conditions or restrictions relating to the Premises, or any part thereof. All alterations, improvements, expansions and additions which are not movable trade fixtures shall be the property of Landlord and shall remain upon and be surrendered with the Premises. To the extent such Alterations involve changes to the structure or systems of the Premises, as reasonably determined by Tenant’s architect or engineer, Tenant shall furnish to Landlord, prior to the commencement of construction, the proposed plans and specifications for Landlord’s approval, which approval shall not be unreasonably withheld, conditioned or delayed, reasonable construction rules and upon completion of construction, “as-built” plans and specifications for such Alterations. Landlord shall provide Tenant with its objections, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant. Tenant shall submit revised plans and specifications until such time as Landlord has approved Tenant’s proposed plans and specifications for such Alterations. If Landlord fails to object, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant, Landlord shall be deemed to have approved such proposed plans and specificationsregulations.

Alterations. Subject 6.1 Tenant shall not make any alterations, improvements or changes to the requirements Premises (including installation of Article IX below any security system or telephone or data communication wiring), other than the Tenant Improvements ("Alterations"), without Landlord's prior Written consent (provided, however, that Tenant shall not be required to obtain Landlord's prior approval for minor, non-structural Alterations that do not affect any of the Building Systems, are not visible from the exterior of the Premises, and cost less than Ten Thousand Dollars ($10,000.00), so long as Tenant gives Landlord notice of the proposed Alterations at least ten (10) days prior to commencement of the Alterations and complies with all of the following provisions, except that Tenant shall not e required to obtain Landlord's approval of any insurers providing insurance coverage thereto, plans or specifications therefor). Any such Alterations shall be completed by Tenant may make, at its Tenant's sole cost and expense, such alterations, improvements and additions of any kind to the Premises (collectively referred to herein as the “Alterations”) as Tenant deems desirable in the conduct of its business provided that such Alterations: (ai) do not reducewith due diligence, diminish or otherwise adversely affect the fair market value or utility of the Premises, or any part thereof; (b) do not reduce, diminish or otherwise adversely affect the useful life of the Premises, or any part thereof; and/or (c) do not change the general character or use of the Premises or any part thereof. All alterations, improvements, expansions and additions to the Premises, or any part thereof, shall be made in a good and workmanlike manner and manner, using new materials; (ii) in compliance with applicable laws, ordinances, rules, regulations, codes and requirements and any recorded covenants, conditions or restrictions relating to the Premises, or any part thereof. All alterations, improvements, expansions and additions which are not movable trade fixtures shall be the property of Landlord and shall remain upon and be surrendered with the Premises. To the extent such Alterations involve changes to the structure or systems of the Premises, as reasonably determined by Tenant’s architect or engineer, Tenant shall furnish to Landlord, prior to the commencement of construction, the proposed plans and specifications for Landlord’s approval, approved (which approval shall not be unreasonably withheld, conditioned withheld or delayed) by Landlord; (iii) in compliance with the construction roles and regulations promulgated by Landlord from time to time; (iv) in accordance with all applicable Laws (including all work, whether structural or non-structural, inside or outside the Premises, required to comply fully with all applicable Laws and necessitated by Tenant's work); and (v) subject to all conditions which Landlord may in Landlord's discretion impose. Such conditions may include requirements for Tenant to: (i) provide payment or performance bonds or additional insurance (from Tenant or Tenant's contractors, subcontractors or design professionals); (ii) use contractors or subcontractors designated by Landlord; and (iii) remove all or part of the Alterations prior to or upon completion expiration or termination of constructionthe Term, “as-built” plans and specifications for such Alterations. Landlord shall provide Tenant with its objections, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant. Tenant shall submit revised plans and specifications until such time as Landlord has approved Tenant’s proposed plans and specifications for such Alterationsdesignated by Landlord. If Landlord fails any work outside the Premises, or any work on or adjustment to objectany of the Building Systems, is required in writingconnection with or as a result of Tenant's work, such work shall be performed at Tenant's expense by contractors designated by Landlord. Landlord's right to review and approve (or withhold approval of) Tenant’s 's plans, drawings, specifications, contractor(s) and other aspects of construction work proposed plans by Tenant is intended solely to protect Landlord, the Property and specifications within fifteen (15) days after receipt from Tenant, Landlord's interests. No approval or consent by Landlord shall be deemed or construed to have approved such proposed be a representation or warranty by Landlord as to the adequacy, sufficiency, fitness or suitability thereof or compliance thereof with applicable Laws or other requirements. Except as otherwise provided in Landlord's consent, all Alterations shall upon installation become part of the realty and be the property of Landlord. 6.2 Before making any Alterations, Tenant shall submit to Landlord for Landlord's prior approval reasonably detailed final plans and specificationsspecifications prepared by a licensed architect or engineer, a copy of the construction contract, including the name of the contractor and all subcontractors proposed by Tenant to make the Alterations and a copy of the contractor's license. Tenant shall reimburse Landlord upon demand for any expenses incurred by Landlord in connection with any Alterations made by Tenant, including reasonable fees charged by Landlord's contractors or consultants to review plans and specifications prepared by Tenant and to update the existing as-built plans and specifications of the Building to reflect the Alterations. Tenant shall obtain all applicable permits, authorizations and governmental approvals and deliver copies of the same to Landlord before commencement of any Alterations. 6.3 Tenant shall keep the Premises and the Property free and clear of all liens arising out of any work performed, materials furnished or obligations incurred by Tenant. If any such lien attaches to the Premises or the Property, and Tenant does not cause the same to be released by payment, bonding or otherwise within ten (10) days after the attachment thereof, Landlord shall have the right but not the obligation to cause the same to be released, and any sums expended by Landlord in connection therewith shall be payable by Tenant on demand with interest thereon from the date of expenditure by Landlord at the Interest Rate (as defined in Section 15.2 - Interest). Tenant shall give Landlord at least ten (10) days' notice prior to the commencement of any Alterations and cooperate with Landlord in posting and maintaining notices of non-responsibility in connection therewith. 6.4 Subject to the provisions of Section 5 - Use and Compliance with Laws and the foregoing provisions of this Section, Tenant may install and maintain furnishings, equipment, movable partitions, business equipment and other trade fixtures ("Trade Fixtures") in the Premises, provided that the Trade Fixtures do not become an integral part of the Premises or the Building. Tenant shall promptly repair any damage to the Premises or the Building caused by any installation or removal of such Trade Fixtures.

Alterations. Subject Tenant shall not make or suffer or allow to be made any alterations, additions or improvements in or to the requirements Premises (collectively, “Alterations”) without first obtaining Landlord’s written consent based on detailed plans and specifications submitted by Tenant; provided Landlord’s consent will not be required if (a) the proposed Alterations will not affect the structure or the mechanical, electrical, HVAC, plumbing or life safety systems of Article IX below the Building and (b) the total cost to acquire and install the proposed Alterations will be no more than (i) $15,000.00 in any insurers providing insurance coverage theretoone instance and (ii) $25,000.00 in the aggregate during any calendar year. In all other instances where Landlord’s consent is so required, it may be granted or withheld by Landlord in its sole and absolute discretion. In all events, Tenant may makeshall notify Landlord prior to commencing Alterations other than de minimis Alterations, and Landlord shall have the right, at its Landlord’s election, to supervise the Alterations work. Tenant agrees that all such work (regardless of whether Landlord’s consent is required) shall be done at Tenant’s sole cost and expense, such alterations, improvements in accordance with the plans and additions of any kind to the Premises (collectively referred to herein as the “Alterations”) as Tenant deems desirable in the conduct of its business provided that such Alterations: (a) do not reduce, diminish or otherwise adversely affect the fair market value or utility of the Premises, or any part thereof; (b) do not reduce, diminish or otherwise adversely affect the useful life of the Premises, or any part thereof; and/or (c) do not change the general character or use of the Premises or any part thereof. All alterations, improvements, expansions specifications approved by Landlord and additions to the Premises, or any part thereof, shall be made in a good and workmanlike manner manner, that the structural integrity of the Building shall not be impaired, and in compliance with applicable laws, ordinances, rules, regulations, codes and requirements and any recorded covenants, conditions or restrictions relating that no liens shall attach to the Premises, all or any part thereof. All alterations, improvements, expansions and additions which are not movable trade fixtures shall be the property of Landlord and shall remain upon and be surrendered with the Premises. To the extent such Alterations involve changes to the structure or systems of the Premises, as reasonably determined the Building, or the Property by Tenant’s architect or engineerreason thereof. In addition to the foregoing, Tenant shall furnish agrees to pay to Landlord, prior to the commencement as Additional Rent, Landlord’s reasonable costs and expenses paid or incurred in connection with Landlord’s review of construction, the proposed plans and specifications for and Landlord’s approval, which approval shall not be unreasonably withheld, conditioned or delayed, and upon completion of construction, “as-built” plans and specifications for such Alterations. Landlord shall provide Tenant with its objections, in writing, project supervision relating to Tenant’s proposed plans design and specifications within fifteen (15) days after receipt from Tenantinstallation of Alterations at the Premises. Tenant shall submit revised plans and specifications until such time as Landlord has approved Tenant’s proposed plans and specifications obtain, at its sole expense, all permits required for such Alterations. If Landlord fails to object, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant, Landlord shall be deemed to have approved such proposed plans and specificationswork.

Alterations. Subject to the requirements of Article IX below and (a) Tenant shall not make any insurers providing insurance coverage thereto, Tenant may make, at its sole cost and expense, such alterations, improvements and additions of any kind alteration in or to the Premises (collectively referred to herein as without the “Alterations”) as Tenant deems desirable in the conduct of its business provided that such Alterations: (a) do not reduce, diminish or otherwise adversely affect the fair market value or utility of the Premises, or any part thereof; (b) do not reduce, diminish or otherwise adversely affect the useful life of the Premises, or any part thereof; and/or (c) do not change the general character or use of the Premises or any part thereof. All alterations, improvements, expansions and additions to the Premises, or any part thereof, shall be made in a good and workmanlike manner and in compliance with applicable laws, ordinances, rules, regulations, codes and requirements and any recorded covenants, conditions or restrictions relating to the Premises, or any part thereof. All alterations, improvements, expansions and additions which are not movable trade fixtures shall be the property prior written consent of Landlord and shall remain upon and be surrendered with the Premises. To the extent such Alterations involve changes to the structure or systems of the Premises, as reasonably determined by Tenant’s architect or engineer, Tenant shall furnish to Landlord, prior to the commencement of construction, the proposed plans and specifications for Landlord’s approval, which approval consent shall not be unreasonably withheld, conditioned or delayed. If alterations requested by Tenant are made by Landlord, and upon completion of construction, “as-built” plans and specifications for such Alterations. Landlord shall provide Tenant with its objections, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant. Tenant shall submit revised plans and specifications until such time as pay Landlord has approved Tenant’s proposed plans and specifications for such Alterationswithin 15 days of demand the cost therefor plus a 10% Surcharge. If Landlord fails gives its consent to objectthe making of alterations by Tenant, all such work shall be done in accordance with such requirements and upon such conditions as Landlord, in writingits sole discretion, may impose. Any review or approval by Landlord of any plans or specifications with respect to any alteration is solely for Landlord’s benefit, and without any representation or warranty whatsoever to Tenant with respect to the adequacy, correctness or efficiency thereof or otherwise. Notwithstanding anything to the contrary contained herein, Landlord’s consent shall not be required for alterations requested by Tenant that do not exceed $10,000.00 to complete and that do not materially affect the Building’s equipment, facilities, systems or structural components and that are not visible from the Common Areas or the exterior of the Building, provided Tenant delivers Landlord reasonable prior notice of such work and provided further that all such work shall otherwise be done in accordance with this Section and upon such conditions as Landlord may reasonably determine. (b) Tenant shall defend, indemnify and save harmless Landlord from and against any and all mechanics’ and other liens and encumbrances filed by any person claiming through or under Tenant’s proposed plans , including security interests in any materials, fixtures, equipment or any other improvements or appurtenances installed in and specifications constituting part of the Premises and against all costs, expenses and liabilities (including reasonable attorneys’ fees) incurred in connection with any such lien or encumbrance or any action or proceeding brought thereon. Tenant at its expense shall procure the satisfaction or discharge of record of all such liens and encumbrances within fifteen (15) 20 days after receipt from Tenant, Landlord shall be deemed to have approved such proposed plans and specificationsthe filing thereof.

Alterations. Subject to the requirements of Article IX below and any insurers providing insurance coverage thereto, Tenant may make, at its sole cost and expense, such alterations, improvements and additions of any kind to the Premises Except for non-structural Alterations that (collectively referred to herein as the “Alterations”) as Tenant deems desirable in the conduct of its business provided that such Alterations: (ai) do not reduceexceed $40,000 in the aggregate, diminish or otherwise adversely affect (ii) are not visible from the fair market value or utility exterior of the Premises, or any part thereof; (biii) do not reduce, diminish affect any Building System or otherwise adversely affect the useful life structural strength of the PremisesBuilding, or any part thereof; and/or (civ) do not change require irreparable penetrations into the general character floor, ceiling or use of walls, (v) do not require work within the walls, below the floor or above the ceiling, (vi) do not require a permit and (vii) do not require a roof penetration, Tenant shall not make or permit any Alterations in or to the Premises without first obtaining Landlord’s consent, which consent shall not be unreasonably withheld, conditioned or delayed. With respect to any part thereof. All alterationsAlterations made by or on behalf of Tenant (whether or not the Alteration requires Landlord’s consent): (i) not less than 10 days prior to commencing any Alteration, improvementsTenant shall deliver to Landlord the plans, expansions specifications and additions to necessary permits for the PremisesAlteration, together with certificates evidencing that Tenant’s contractors and subcontractors have adequate insurance coverage naming Landlord and any other associated or affiliated entity as their interests may appear as additional insureds, (ii) Tenant shall obtain Landlord’s prior written approval of any part thereofcontractor or subcontractor, (iii) the Alteration shall be made constructed with new materials, in a good and workmanlike manner manner, and in compliance with applicable lawsall Laws and the plans and specifications delivered to, ordinancesand, rulesif required above, regulationsapproved by Landlord, codes and requirements (iv) Tenant shall reimburse to Landlord all costs and expenses incurred in connection with Landlord’s review of Tenant’s plans and specifications, and of any recorded covenantssupervision or inspection of the construction Landlord deems necessary. Upon Landlord’s request Tenant shall, conditions prior to commencing any Alteration, provide Landlord reasonable security against liens arising out of such construction, it being agreed that no additional security is required for Tenant’s Initial Alterations described below. Any Alteration by or restrictions relating to the Premises, or any part thereof. All alterations, improvements, expansions and additions which are not movable trade fixtures on behalf of Tenant shall be the property of Tenant until the expiration or termination of this Lease; at that time without payment by Landlord the Alteration shall, at Landlord’s option, either remain on the Premises and shall remain upon become the property of Landlord or be removed by Tenant, in which event Tenant will repair any resulting damage and be surrendered with will restore the Premises to the condition existing prior to Tenant’s Alteration. At Tenant’s request prior to any Alterations being performed by, for, or on behalf of, Tenant, Landlord will notify Tenant in writing whether Tenant is required to remove the specific Alteration(s) at the expiration or termination of this Lease. Tenant may install its trade fixtures, furniture and equipment in the Premises. To , provided that the extent such Alterations involve changes to the structure or systems installation and removal of them will not affect any structural portion of the Premises, as reasonably determined by Tenant’s architect any Building System or engineerany other equipment or facilities serving the Building or any occupant. Notwithstanding any provision of this Lease to the contrary, Tenant shall furnish not make or cause to Landlordbe made any roof penetration on the Premises which would affect the roof warranty, prior and Tenant shall not make or cause to the commencement be made any roof penetration without use of construction, the proposed plans and specifications for Landlord’s approvaldesignated roof contractor. Notwithstanding the foregoing, Landlord approves Tenant’s plans of initial alterations, as depicted on the floor plan attached hereto as Exhibit F (the “Initial Alterations”) and Tenant’s use of Iron Construction as the general contractor; provided, however, Tenant shall obtain and comply with all permits and approvals necessary for the Initial Alterations and Tenant shall construct the Initial Alterations substantially in compliance with the plans attached hereto as Exhibit F. Tenant’s Initial Alterations shall be performed pursuant to this Section 12. Landlord also approves Tenant’s intention to convert the unfinished warehouse/storage area located in the Building to improved office space, at a later date during the Term, if at all; provided, however, (i) Tenant shall be required to obtain Landlord’s prior written consent to plans for such conversion, which approval consent shall not be unreasonably withheld, conditioned or delayed, (ii) Tenant shall obtain and upon comply with all permits and approvals necessary for such conversion, and (iii) Tenant shall make the conversion in compliance with the plans therefor converting the warehouse space into office space with similar characteristics as the existing office space, with such plans reasonably approved by Landlord (the “Warehouse Conversion”). Upon the delivery of (i) evidence of the completion of constructionthe Warehouse Conversion evidenced by proof of the final inspection and approval of the Warehouse Conversion by the appropriate governmental agency of the City of Sunnyvale, “as-built” plans California and specifications (ii) delivery of final lien waivers from all contractors and suppliers of materials for such Alterations. the Warehouse Conversion, Landlord shall provide Tenant with its objectionsshall, in writing, to Tenant’s proposed plans and specifications within fifteen thirty (1530) days after of receipt from Tenantthereof, deliver to Tenant one hundred thousand dollars ($100,000.00) (the “Allowance”) to reimburse Tenant for its third party out-of-pocket costs (including, without limitation, governmental permit fees) incurred for the Warehouse Conversion. Any and all costs incurred by Tenant shall submit revised plans and specifications until such time as Landlord has approved Tenantin excess of the Allowance are ▇▇▇▇▇▇’s proposed plans and specifications for such Alterationsobligation. If Landlord fails to object, in writing, deliver the Allowance to Tenant within thirty (30) days of Tenant’s proposed plans separate written demand therefore, along with the foregoing required documentation, and specifications within fifteen (15) days after receipt from provided Landlord has not notified Tenant of any objection to the Allowance submittal invoices or the foregoing required documentation or dispute relating thereto, then Tenant shall have the right to offset such unpaid amount against Tenant, Landlord shall be deemed ’s obligation to have approved such proposed plans and specificationspay Rent until the Allowance is exhausted in full.

Alterations. Subject (a) Not to the requirements of Article IX below and make any insurers providing insurance coverage thereto, Tenant may make, at its sole cost and expense, such alterations, improvements and alterations or additions of any kind to the Premises (collectively referred or to herein as the “Alterations”) as Tenant deems desirable Service Media or install any plant, equipment, apparatus or machinery in the conduct of its business provided that such Alterations: (a) do not reduce, diminish or otherwise adversely affect the fair market value or utility of the Premises, or to damage or modify in any way any doors, windows, walls, floors, ceilings or other part thereof; of the Premises without the Landlord’s prior written consent (which consent shall not be unreasonably withheld). (b) do Not to install any air-conditioning plant or equipment, machinery or other mechanical apparatus on the Premises without the Landlord’s prior written consent (which consent shall not reducebe unreasonably withheld), diminish and to comply with the directions and instructions of the Landlord regarding such installation. (c) Not to erect, install or otherwise adversely affect alter any partitioning on the useful life Premises without the Landlord’s prior written consent (which consent shall not be unreasonably withheld), and to comply with the directions and instructions of the Landlord regarding such erection, installation and alteration (but Landlord’s consent shall not be required for installation of non-structural and demountable partitioning which is removable without damage to the Premises). (d) Not without the Landlord’s prior written consent (which shall not be unreasonably withheld) to install additional locks, bolts or other fittings to the entrance doors of the Premises. (e) Not to erect exhibit or display on the Premises or the Building any writing, sign, aerial, flagpole or any part thereof; and/or (c) do not change other device so as to be visible from outside the general character Building without the Landlord’s prior written consent provided that the Tenant may display its name or use business name in the reception area of the Premises or any part thereof. All alterationson the door thereof in such lettering, improvements, expansions characters and additions to materials as the Premises, or any part thereof, Landlord shall be made in a good and workmanlike manner and in compliance with applicable laws, ordinances, rules, regulations, codes and requirements and any recorded covenants, conditions or restrictions relating to the Premises, or any part thereof. All alterations, improvements, expansions and additions which are not movable trade fixtures shall be the property of Landlord and shall remain upon and be surrendered with the Premises. To the extent such Alterations involve changes to the structure or systems of the Premises, as reasonably determined by Tenant’s architect or engineer, Tenant shall furnish to Landlord, prior to the commencement of construction, the proposed plans and specifications for Landlord’s approval, approve (which approval shall not be unreasonably withheld). (f) Not to do anything which alters or affects the external appearance of the Building or to make alterations or additions to the structure or (except for the permitted works to the Premises) other parts of the Building or, conditioned without limitation, the Common Parts. (g) In carrying out any permitted works whatsoever to the Premises or delayedanywhere within the Development to observe and perform the provisions of Clause 3.2 (Fitting Out) mutatis mutandis. (h) In applying for the Landlord’s consent or approval under this Clause 3.11 (Alterations), and upon completion of construction, “as-built” plans and specifications for such Alterations. Landlord the Tenant shall provide Tenant the Landlord with information which the Landlord deems necessary at its objectionssole and absolute discretion on the effect of such alteration, addition, installation or erection (as the case may be) on the efficiency of the use of energy and water in writingthe Premises, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant. Tenant shall submit revised plans and specifications until such time as Landlord has approved Tenant’s proposed plans and specifications for such Alterations. If Landlord fails to object, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant, Landlord shall be deemed to have approved such proposed plans and specificationsthe Building and/or the Development.

Alterations. Subject to the requirements of Article IX below and any insurers providing insurance coverage thereto, 2.5.1 Tenant may make, at its sole cost and expense, such make alterations, additions or improvements and additions of any kind to the Premises (collectively referred to herein as the “Alterations”) as Tenant deems desirable in only with the conduct prior written consent of its business provided that such Alterations: (a) do Landlord which, with respect to alterations not reduce, diminish or otherwise adversely affect affecting the fair market value or utility of the Premises, or any part thereof; (b) do not reduce, diminish or otherwise adversely affect the useful life of the Premises, or any part thereof; and/or (c) do not change the general character or use structural components of the Premises or any part thereof. All alterationsutility systems therein, improvements, expansions and additions to the Premises, or any part thereof, shall be made in a good and workmanlike manner and in compliance with applicable laws, ordinances, rules, regulations, codes and requirements and any recorded covenants, conditions or restrictions relating to the Premises, or any part thereof. All alterations, improvements, expansions and additions which are not movable trade fixtures shall be the property of Landlord and shall remain upon and be surrendered with the Premises. To the extent such Alterations involve changes to the structure or systems of the Premises, as reasonably determined by Tenant’s architect or engineer, Tenant shall furnish to Landlord, prior to the commencement of construction, the proposed plans and specifications for Landlord’s approval, which approval shall not be unreasonably withheld, conditioned conditioned, or delayed, . 2.5.2 Tenant’s written request to Landlord for Alterations must include the names of Tenant’s contractors and upon completion of construction, “as-built” reasonably detailed plans and specifications for such proposed Alterations. . 2.5.3 Landlord shall provide Tenant with its objections, in writing, must respond to Tenant’s proposed written request for Alterations within thirty (30) days of receiving said request. 2.5.4 The term “Alterations” does not include installation of shelves, movable partitions, Tenant’s equipment, and trade fixtures that may be performed without damaging existing improvements or the structural integrity of the Premises; Landlord’s consent shall not be required for Tenant’s installation or removal of such items. 2.5.5 Tenant shall perform all work related to Alterations of the Premises at Tenant’s expense in compliance with all applicable laws and shall complete all Alterations in accordance with plans and specifications within fifteen (15) days after receipt from Tenantapproved in writing by Landlord, using contractors approved in writing by Landlord. 2.5.6 Tenant shall pay when due, or furnish a bond for payment of, all claims for labor or materials furnished to or for Tenant at or for use in the Premises, which claims are or may be secured by any mechanics’ or materialmens’ liens against the Premises or any interest therein. 2.5.7 Tenant shall remove all Alterations at the end of the Lease Term unless Landlord consents in writing for Tenant to leave specified Alterations at the Premises, in which case Tenant shall not remove such Alterations and they shall become Landlord’s property. Tenant shall submit revised plans and specifications until such time as Landlord has approved Tenant’s proposed plans and specifications for such immediately repair any damage to the Premises caused by removal of Alterations. If Landlord fails to object, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant, Landlord shall be deemed to have approved such proposed plans and specifications.

Alterations. Subject A. Tenant shall have the right to make any alterations of and additions to the Improvements (including alterations arising due to casualty or condemnation), provided in all cases that no Events of Default exist hereunder and such alterations shall (a) not reduce the gross square footage of the Improvements, (b) not adversely affect the structural or systemic soundness of the Improvements, (c) not adversely affect the fair market value of the Demised Premises, (d) be undertaken with due diligence in a good and workmanlike fashion consistent with the first class nature of the Demised Premises, (e) not violate any law, regulation, restriction or requirements of Article IX below this Lease, and (f) shall, in the case of alterations, the estimated cost of which exceeds $1,000,000, be under the supervision of architects/engineers reasonably satisfactory to Landlord and any insurers providing insurance coverage thereto, mortgagee pursuant to plans and specifications reasonably approved by Landlord and any mortgagee. Tenant may makeshall deliver to Landlord "as built" working drawings of any alteration within sixty (60) days of completion of construction thereof. B. The cost of any alteration shall be paid for by Tenant so that the Demised Premises and all portions thereof shall at all times be free of liens for labor and materials supplied to the Demised Premises. The work of any alteration shall be prosecuted with reasonable dispatch. Tenant shall obtain and maintain, at its sole cost and expense, during the performance of such alterationswork, improvements worker's compensation insurance covering all persons employed in connection with the work and additions of any kind with respect to which death or injury claims could be asserted against Landlord or Tenant or against the Premises (collectively referred to herein as the “Alterations”) as Tenant deems desirable in the conduct of its business provided that such Alterations: (a) do not reduce, diminish or otherwise adversely affect the fair market value or utility of the Premises, or any part thereof; (b) do not reduce, diminish or otherwise adversely affect the useful life of the Premises, or any part thereof; and/or (c) do not change the general character or use of the Demised Premises or any part thereofinterest therein, together with comprehensive general liability insurance for the mutual benefit of Landlord and Tenant with limits of not less than Three Million Dollars ($3,000,000) in the event of injury to one person, Ten Million Dollars ($10,000,000) in respect to any one accident or occurrence, and Two Million Dollars ($2,000,000) for property damage, and "builder's risk" insurance on a completed value form or other comparable coverage on the work. All such insurance shall be in a company or companies authorized to do business in the state in which the Demised Premises are located and rated A-XIII by A.M. Best's insurance ratings or other comparable and nationally recognized rating entity, and all such policies of insurance shall be delivered to Landlord endorsed "Premium Paid" by the company or agency issuing the same prior to the start of any such construction. C. No change, alteration, restoration or new construction shall be in or connect the Improvements with any property, building or other improvement located outside the boundaries of the Land, nor shall the same obstruct or interfere with any existing easement. D. Tenant shall notify Landlord in writing 30 days prior to commencing any alterations, improvements, expansions and additions or improvements to the Demised Premises which have been approved by Landlord so that Landlord shall have the right to record and post notices of nonresponsibility on the Demised Premises. E. All improvements and alterations made or installed by Tenant shall immediately, upon completion or any part installation thereof, shall be made in a good and workmanlike manner and in compliance with applicable laws, ordinances, rules, regulations, codes and requirements and any recorded covenants, conditions or restrictions relating to the Premises, or any part thereof. All alterations, improvements, expansions and additions which are not movable trade fixtures shall be become the property of Landlord without payment therefor by Landlord, and shall remain upon and be surrendered with to Landlord on the Premises. To the extent such Alterations involve changes to the structure or systems expiration of the Premises, as reasonably determined by Tenant’s architect or engineer, Tenant shall furnish to Landlord, prior to the commencement term of construction, the proposed plans and specifications for Landlord’s approval, which approval shall not be unreasonably withheld, conditioned or delayed, and upon completion of construction, “as-built” plans and specifications for such Alterations. Landlord shall provide Tenant with its objections, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant. Tenant shall submit revised plans and specifications until such time as Landlord has approved Tenant’s proposed plans and specifications for such Alterations. If Landlord fails to object, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant, Landlord shall be deemed to have approved such proposed plans and specificationsthis Lease.

Alterations. Subject to the requirements of Article IX below and Lessee shall not make any insurers providing insurance coverage thereto, Tenant may make, at its sole cost and expense, such alterations, improvements and additions of any kind alterations to the Premises without the prior written consent of the City which consent shall not be unreasonably withheld. City shall be deemed to have reasonably withheld or withdrawn consent unless each and every proposed alteration (collectively referred to herein as the “Alterations”i) as Tenant deems desirable shall not, individually or in the conduct of its business provided that such Alterations: (a) do not reduceaggregate, diminish or otherwise adversely affect lessen the fair market value of the Premises or utility materially affect the usefulness of the Premises, either for Lessee’s business or the business of potential successor tenants, (ii) be accompanied by all final plans and specifications with any part thereof; deviation therefrom constituting a separate alteration subject to this Section 10, (biii) do not reduce, diminish or otherwise adversely affect be constructed by a California licensed contractor and under the useful life direction of the Premises, or any part thereof; and/or (c) do not change the general character or use of the Premises or any part thereof. All alterations, improvements, expansions and additions a California licensed architect satisfactory to the PremisesCity, or any part thereofand (iv) once consented to by the City, shall be made completed expeditiously in a good and workmanlike manner manner, with first class quality materials, and in compliance with all applicable lawslegal and insurance requirements, ordinances, rules, regulations, codes and requirements and any recorded covenants, conditions or restrictions relating to the Premises, or any part thereof. All alterations, improvements, expansions and additions which are not movable trade fixtures (v) shall be the property of Landlord and shall remain upon and be surrendered constructed in strict compliance with the Premises. To the extent such Alterations involve changes to the structure or systems additional conditions set forth in Section 10.4 hereof, and (vi) shall become a “Lessee Improvement” and part of the PremisesPremises and subject to this Lease, as reasonably determined by Tenantprovided, at the City’s architect or engineeroption, Tenant Lessee shall furnish remove any such alteration and restore the Premises to Landlord, their condition prior to the commencement making of constructionsame, normal wear and tear excepted, upon the proposed plans expiration or earlier termination of the term hereof. The City shall exercise its option by 30 days’ notice given no later than 30 days after such expiration or termination and, if Lessee has not so removed and specifications for Landlord’s approvalrestored within 30 days after the City gives said notice, Lessee shall pay the City upon demand the reasonable rental value of the Premises during the period beginning with the date immediately following said 30 days after the City gives its notice and ending with the date upon which approval the removal and restoration is completed and the City may, but shall not be unreasonably withheldobligated to, conditioned or delayed, remove such alteration and restore the Premises and ▇▇▇▇▇▇ also shall pay the City its cost of same upon completion of construction, “as-built” plans and specifications for such Alterations. Landlord shall provide Tenant with its objections, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant. Tenant shall submit revised plans and specifications until such time as Landlord has approved Tenant’s proposed plans and specifications for such Alterations. If Landlord fails to object, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant, Landlord shall be deemed to have approved such proposed plans and specificationsdemand.

Alterations. Subject Landlord’s consent shall not be required for any Alteration that satisfies all of the following criteria: a) is of a cosmetic nature such as wallpapering, painting hanging pictures and installing carpet; b) is not visible from the outside of the Building or Premises; c) will not affect the systems and structures of the Building; d) does not require work to be performed inside the requirements walls or above the ceiling of Article IX below and any insurers providing insurance coverage thereto, Tenant may make, at its sole cost and expense, such alterations, improvements and additions of any kind to the Premises ; and e) costs less than $10,000 as a single project. For all other Alterations, Landlord shall not unreasonable withhold or delay consent and shall respond top Tenant’s written request for consent within ten (collectively referred to herein as the “Alterations”10) as business days after receipt from Tenant deems desirable in the conduct of its business provided that such Alterationsnotice is required. All of the following shall apply with respect to all Alterations unless otherwise approved in writing by the Landlord: (a) do not reduce, diminish or otherwise adversely affect the fair market value or utility Alterations are non-structural and the structural integrity of the Premises, or any part thereofProperty shall not be affected; (b) do not reduce, diminish or otherwise adversely affect the useful life Alterations are to the interior of the Premises, or any part thereof; and/or (c) do not change the general character or use proper functioning of the Premises 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 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 Landlord, for its written approval, working drawings, plans and specifications and all permits for the work to be done and Tenant shall not proceed with such Alterations until it has received Landlord’s approval (if required); and (iii) cause those contractors, rnaterialmen and suppliers engaged to perform the Alterations to deliver to Landlord certificates of insurance (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 10.1. Tenant shall cause the Alterations to be performed in compliance with all applicable permits, Laws and requirements of public authorities, and with Landlord’s reasonable rules and regulations or any part thereofother restrictions that Landlord may impose on the Alterations. All alterations, improvements, expansions and additions Tenant shall cause the Alterations to the Premises, or any part thereof, shall be made diligently performed in a good and workmanlike manner manner, using materials and equipment at least equal in compliance with applicable laws, ordinances, rules, regulations, codes quality and requirements and any recorded covenants, conditions or restrictions relating class to the Premises, or standards for the Property established by Landlord. With respect to any part thereof. All alterations, improvements, expansions and additions all Alterations for which are not movable trade fixtures shall be the property of Landlord and shall remain upon and be surrendered with the Premises. To the extent such Alterations involve changes to the structure or systems of the Premises, as reasonably determined by TenantLandlord’s architect or engineerconsent is required, Tenant shall furnish to Landlord, prior to the commencement of construction, the proposed plans and specifications for Landlord’s approval, which approval shall not be unreasonably withheld, conditioned or delayed, and upon completion of construction, provide Landlord with “as-as built” plans (upon completion), copies of all construction contracts, governmental – 10 – permits and specifications certificates and proof of payment for such Alterationsall labor and materials, including, without limitation, copies of paid invoices and final lien waivers. If Landlord’s consent to any Alterations is required, and Landlord provides that consent, then at the time Landlord so consents, Landlord shall provide also advise Tenant with its objections, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant. whether or not Landlord shall require that Tenant shall submit revised plans and specifications until remove such time as Landlord has approved Tenant’s proposed plans and specifications for such AlterationsAlterations at the expiration or termination of this Lease. If Landlord fails requires Tenant to objectremove the Alterations, in writingthen, during the remainder of the Term, Tenant shall be responsible for the maintenance of appropriate commercial property insurance (pursuant to TenantSection 10.2) therefor; however, if Landlord shall not require that Tenant remove the Alterations, such Alterations shall constitute Landlord’s proposed plans Property (defined below) and specifications within fifteen (15) days after receipt from Tenant, Landlord shall be deemed responsible for the insurance thereof, pursuant to have approved such proposed plans and specificationsSection 10.1.

Alterations. Subject to the requirements of Article IX below and any insurers providing insurance coverage thereto, (a) Tenant may make, at its sole cost and expense, such shall make no alterations, improvements and or additions of any kind in or to the Premises (collectively referred to herein as the “Alterations”) as Tenant deems desirable in the conduct of its business provided that such Alterations: (a) do not reduce, diminish or otherwise adversely affect the fair market value or utility of the Premises, or any part thereof; (b) do not reduce, diminish or otherwise adversely affect the useful life of the Premises, or any part thereof; and/or (c) do not change the general character or use of the Premises or any part thereof. All alterationsthereof (individually and collectively, improvements, expansions and additions to the Premises, or any part thereof, shall be made in a good and workmanlike manner and in compliance with applicable laws, ordinances, rules, regulations, codes and requirements and any recorded covenants, conditions or restrictions relating to the Premises, or any part thereof. All alterations, improvements, expansions and additions which are not movable trade fixtures shall be the property of “Alterations”) without giving Landlord and shall remain upon and be surrendered with the Premises. To the extent such Alterations involve changes to the structure or systems prior notice of the Premises, as reasonably determined by Tenant’s architect or engineer, Tenant shall furnish to Landlord, prior to the commencement of construction, the proposed plans Alterations and specifications for obtaining Landlord’s approvalprior written consent thereto, which approval consent, except as hereinafter provided, shall not be unreasonably withheld, conditioned or delayed; provided, however, Landlord may withhold its consent if it determines, in its sole, but good faith, judgment, that any proposed Alterations would adversely affect any of the structural elements of the Building, the Building’s electrical, plumbing, heating, telecommunications, mechanical or life safety systems, or be visible from or affect the exterior of the Building. Notwithstanding the foregoing, Tenant shall be permitted to make cosmetic, nonstructural Alterations, additions or improvements entirely within the interior of the Premises, which do not adversely affect any Building systems, do not require the issuance of any electrical or building permit, and cost less than Twenty Thousand Dollars ($20,000.00) per year (“Tenant Permitted Alterations”), as to which Tenant shall be required to give Landlord not less than five (5) business days prior written notice, but which Tenant may perform without the requirements of this Paragraph relating to the prior written consent of Landlord (but otherwise without waiving or releasing Tenant from compliance with any of the other provisions of this Article applicable to Alterations). Tenant shall not, without the prior written consent of Landlord in accordance with this Paragraph 12(c), erect or install any exterior or interior window or door signs, or any other type of sign or placard, whether within or outside the Building. All signs and placards visible from or attached to any windows or exterior Building elements must comply with the City of Oakland signage requirements applicable to the Project. Any and all signage shall be deemed “Alterations” for all purposes of this Lease. Notwithstanding the foregoing, Tenant shall be permitted to install (i) identity signage at the main entry to the Premises on each floor on which the Premises is located, subject to compliance with Landlord’s general guidelines relating to signs inside the Building on office-occupancy floors, and (ii) exterior signage subject to Landlord’s reasonable consent provided the same complies with all applicable laws and regulations. (b) Any and all work by Tenant shall be performed only by contractors reasonably approved by Landlord and, where the prior consent of Landlord is required, upon the approval by Landlord of fully detailed and dimensioned plans and specifications pertaining to the work in question, to be prepared and submitted by Tenant at its sole cost and expense. Landlord’s approval or consent to any such work shall not impose any liability upon Landlord, and no action taken by Landlord in connection with such approval, including, without limitation, attending construction meetings of Tenant’s contractors, shall render Tenant the agent of Landlord for purposes of constructing any Alterations. Upon substantial completion of constructionany Alterations requiring the prior consent of Landlord, Tenant shall deliver to Landlord two (2) sets of “as-as built” plans covering said Alterations and specifications a copy of the final building permit for such the work signed off as approved by the appropriate building inspector. Tenant shall at its sole cost and expense obtain all necessary approvals and permits pertaining to any Alterations. Landlord shall provide have the right to participate in the permitting process related to any such Alterations and Tenant shall coordinate the submittal of all permit applications with Landlord. Tenant shall be solely responsible for any additional alterations and improvements required by law to be made elsewhere in or to the Premises, or in or to any portion of the Building, as a result of any Alterations to the Premises made by or for Tenant. All Alterations (other than trade fixtures), including, but not limited to, carpeting, other floor coverings, built-in shelving, built-in bookcases, built-in paneling and built-in security systems (excluding any leased or readily removable systems) made in or upon the Premises either by or for Tenant and affixed to or forming a part of the Premises, shall immediately upon installation become Landlord’s property free and clear of all liens and encumbrances. If requested by Landlord in writing delivered at the time Landlord approves of the installation or construction of said Alterations, Tenant shall remove or cause to be removed at its objectionsexpense, upon the expiration or any sooner termination of this Lease, any and all Alterations made in writingor upon the Premises during the Term of this Lease by or for Tenant. However, Tenant shall have no obligation to remove any of the Tenant Improvements, data/voice cabling or any other initial Alterations by Tenant to prepare the Premises for occupancy. (c) Tenant shall keep the Premises and the Building free from any mechanic’s liens, vendor’s liens or any other liens arising out of any work performed, materials furnished or obligations incurred by Tenant, and agrees to defend, indemnify and hold harmless Landlord from and against any such lien or claim or action thereon, together with costs of suit and reasonable attorneys’ fees incurred by Landlord in connection with any such claim or action. Before commencing any work or any alteration, addition or improvement to the Premises which requires Landlord’s consent, Tenant shall give Landlord at least ten (10) business days’ written notice of the proposed plans commencement of work (to afford Landlord an opportunity to post appropriate notices of non-responsibility). In the event that there shall be recorded against the Premises or the Building or the property of which the Premises is a part any claim or lien arising out of any such work performed, materials furnished or obligations incurred by Tenant and specifications such claim or lien shall not be removed, bonded over or discharged by Tenant within fifteen ten (1510) days of written notice from Landlord, Landlord shall have the right but not the obligation to pay and discharge said lien by bond or otherwise without regard to whether such lien shall be lawful or correct. Any reasonable costs, including attorneys’ fees incurred by Landlord, shall be paid by Tenant within ten (10) days after receipt from demand by Landlord. (d) Before any Alterations or construction with respect thereto are undertaken by or on behalf of Tenant. , Tenant shall submit revised plans provide Landlord with certificates of insurance evidencing the maintenance in effect by Tenant (or Tenant shall require any contractor performing work on the Premises to carry and specifications until maintain, at no expense to Landlord) of workers’ compensation insurance as required by applicable law, builders’ risk insurance for the amount of the completed value of the Alterations on an “all-risk” non-reporting form covering all Alterations under construction, including building materials, and Commercial General Liability insurance (including, without limitation, contractor’s liability coverage, contractual liability coverage and completed operations coverage) written on an occurrence basis with a minimum combined single limit of Two Million Dollars ($2,000,000) and adding the “Owner(s) of the Building and its (or their) respective members, principals, beneficiaries, partners, officers, directors, employees, agents (and their respective members and principals) and mortgagee(s)” (and any other designees of Landlord as the interest of such time designees shall appear) as additional insureds. (e) Tenant shall pay to Landlord has approved Tenant’s proposed plans a project administration fee determined by Landlord in an amount equal to three percent (3%) of the hard cost of any Alterations to compensate Landlord for the administrative costs incurred and specifications for such Alterations. If the Building services provided by Landlord fails to objectin the supervision and coordination of the work or, in writinglieu thereof, if Landlord determines to Tenant’s proposed plans engage a third party construction manager specific to the construction of any Alterations, Tenant shall reimburse Landlord for the commercially reasonable fees and specifications within fifteen (15) days after receipt from expenses of such third party construction manager. Notwithstanding anything to the contrary in the foregoing, Landlord waives payment of, and shall not charge Tenant, Landlord shall a project administration fee with respect to any Tenant Improvement proposed to be deemed to have approved such proposed plans and specificationsconstructed by Tenant in connection with its initial occupancy of the Premises.

Alterations. Subject Tenant may, from time to the requirements of Article IX below and any insurers providing insurance coverage thereto, Tenant may maketime, at its sole cost and expense, such alterations, make alterations or improvements in and additions of any kind to the Premises (hereinafter collectively referred to herein as the “Alterations”) as Tenant deems desirable in the conduct of its business ; provided that such Alterations: (a) do this term shall not reduce, diminish or otherwise adversely affect the fair market value or utility of the Premises, or any part thereof; (b) do not reduce, diminish or otherwise adversely affect the useful life of the Premises, or any part thereof; and/or (c) do not change the general character or use of the Premises or any part thereof. All alterations, improvements, expansions and additions apply to the PremisesTenant Improvements, or any part thereof, shall be made in a good and workmanlike manner and in compliance with applicable laws, ordinances, rules, regulations, codes and requirements and any recorded covenants, conditions or restrictions relating to the Premises, or any part thereof. All alterations, improvements, expansions and additions which are not movable trade fixtures shall be governed by other provisions), provided that Tenant first obtains the property written consent of Landlord and shall remain upon and be surrendered with the Premises. To the extent such Alterations involve changes to the structure or systems of the Premises, as reasonably determined by Tenant’s architect or engineer, Tenant shall furnish to Landlord, prior to the commencement of construction, the proposed plans and specifications for Landlord’s approval, which approval shall not be unreasonably withheld, conditioned delayed or delayedconditioned. All of the following shall apply with respect to all Alterations: (a) the Alterations are non-structural and the structural integrity of the Premises shall not be affected; (b) the proper functioning of the mechanical, electrical, heating, ventilating, air-conditioning (“HVAC”), sanitary and upon completion other service systems of constructionthe Premises shall not be adversely affected; and (c) Tenant shall have appropriate insurance coverage, “as-built” 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 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 Landlord, for its written approval, working drawings, plans and specifications and all permits for the work to be done and Tenant shall not proceed with such AlterationsAlterations until it has received Landlord’s approval (if required), , which shall not be unreasonably withheld, delayed or conditioned, and which shall be given or declined within ten (10) business days. If Landlord declined to give its consent Landlord shall provide the reasons with reasonably specificity, and Tenant with its objectionsmay resubmit a request for approval which addresses such reasons, which shall again but subject to the above-referenced 10-day provision; and (iii) cause any contractors or others engaged to perform the Alterations to deliver to Landlord certificates of insurance (in writing, a form reasonably acceptable to Tenant’s proposed plans Landlord) evidencing policies of commercial general liability insurance (providing the same coverages as required in Section 10 above) and specifications within fifteen (15) days after receipt from Tenantworkers’ compensation insurance. Such insurance policies shall satisfy the obligations imposed under Section 10. Tenant shall submit revised plans cause the Alterations to be performed in compliance with all applicable permits, Laws and specifications until such time as requirements of public authorities, and any other reasonably restrictions that Landlord has approved Tenant’s proposed plans and specifications for such 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 Premises 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, copies of all construction contracts, governmental permits and certificates and proof of payment for all labor and materials, including, without limitation, copies of paid invoices and final lien waivers. If Landlord’s consent to any Alterations is required, and Landlord fails to objectprovides that consent, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenantthen at the time Landlord so consents, Landlord shall be deemed to have approved also advise Tenant whether or not Landlord shall require that Tenant remove such proposed plans and specificationsAlterations at the expiration or termination of this Lease.

Alterations. Subject Tenant shall have the right to make alterations or physical additions (including fixtures) to the requirements of Article IX below and any insurers providing insurance coverage thereto, Tenant may make, at its sole cost and expense, Leased Premises subject to the following limitations: (i) such alterations, improvements alterations and additions will not impair the structural integrity of any kind to the Premises Building, (collectively referred to herein as the “Alterations”ii) as Tenant deems desirable in the conduct of its business provided that such Alterations: (a) do alterations and additions will not reduce, diminish or otherwise adversely affect the fair market value or utility mechanical, electrical and plumbing systems of the PremisesLeased Premises so that they will bear a load in excess of that for which they were originally designed, or any part thereof; (biii) do not reduce, diminish or otherwise adversely affect the useful life of the Premises, or any part thereof; and/or (c) do not change the general character or use of the Premises or any part thereof. All alterations, improvements, expansions such alterations and additions to the Premises, or any part thereof, shall be made accomplished in a good and workmanlike manner and in compliance accordance with all applicable lawsgovernmental requirements, ordinances, rules, regulations, codes (iv) Tenant obtains all applicable governmental permits and requirements approvals required in connection with such alterations or additions; (v) Tenant shall deliver “as-built” plans in a CADD format for any alterations to Landlord promptly after completion and any recorded covenants, conditions or restrictions relating to the Premises, or any part thereof. All alterations, improvements, expansions and additions which are not movable trade fixtures (vi) Landlord’s approval shall be the property of Landlord and shall remain upon and be surrendered with the Premises. To the extent such Alterations involve changes obtained, not to the structure or systems of the Premises, as reasonably determined by Tenant’s architect or engineer, Tenant shall furnish to Landlord, prior to the commencement of construction, the proposed plans and specifications for Landlord’s approval, which approval shall not be unreasonably withheld, conditioned or delayed, and upon completion for any project with a cost of constructiongreater than $150,000, “as-built” plans and specifications for such Alterations. provided, however if Landlord shall provide Tenant with its objections, in writing, has not responded to Tenant’s proposed plans and specifications request for approval within fifteen seven (157) business days after following its receipt from Tenant. Tenant shall submit revised plans and specifications until such time as Landlord has approved Tenant’s proposed plans and specifications for such Alterations. If Landlord fails to object, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenantof said request, Landlord shall will be deemed to have approved such proposed plans request. If Tenant, in its sole discretion, elects to engage Landlord to provide construction management services related to any Tenant alterations in the Project, Tenant shall pay Landlord a fee equal to ten percent (10%) of the cost to cover overhead if the work is less then $20,000 and specificationsfive percent (5%) of such cost if the work is $20,000 or more. If Tenant does not elect to engage Landlord to provide construction management services related to any alterations in the Project, Tenant shall be required to pay Landlord an administrative fee of one and one-half percent (1.5%) of the cost of such alterations for Landlord’s review and oversight of the alterations.

Alterations. Subject to the requirements of Article IX below and (a) Tenant shall not make or perform any insurers providing insurance coverage thereto, Tenant may make, at its sole cost and expense, such alterations, additions or improvements and additions of any kind to the Premises (collectively referred to herein as the collectively, “Alterations”) as Tenant deems desirable in or to the conduct Premises without first obtaining the prior written consent of its business provided Landlord in each instance, which consent shall not be unreasonably withheld, conditioned, or delayed; provided, however, Landlord’s consent shall not be required for any Alteration that such Alterations: (a) do not reduce, diminish or otherwise adversely affect the fair market value or utility satisfies all of the Premisesfollowing criteria (a “Cosmetic Alteration”): (1) is of a cosmetic nature such as painting, or any part thereofwallpapering, hanging pictures, and installing carpeting; (b2) do is not reduce, diminish or otherwise adversely affect visible from the useful life of the Premises, or any part thereof; and/or (c) do not change the general character or use exterior of the Premises or Building; (3) will not adversely affect the Building Systems, Common Areas or structure of the Building; and (4) costs less than $50,000.00 in the aggregate. Tenant shall give Landlord not less than five (5) Business Days’ notice prior to performing any part thereofCosmetic Alteration, which notice shall contain a description of such Cosmetic Alteration along with such plans and specifications, if any, prepared in connection therewith. All alterationsWithout limiting the foregoing, improvementsall such Cosmetic Alterations shall be subject to all of the terms and conditions of this Section 7.3. Prior to making any Alterations, expansions Tenant, at its expense, shall (i) excepting only for Cosmetic Alterations, submit to Landlord for its approval, detailed plans and additions specifications (“Plans”) for such proposed Alteration, and with respect to any Alteration affecting any Building System, evidence that the proposed Alteration has been designed by, or reviewed and approved by, L▇▇▇▇▇▇▇’s designated engineer for the affected Building System, (ii) obtain all building permits and other required permits, approvals and certificates required by any governmental authorities for the proposed Alteration, and furnish copies thereof to Landlord, and (iii) furnish to Landlord duplicate original policies or certificates of worker’s compensation insurance (covering all persons to be employed by Tenant, and T▇▇▇▇▇’s contractors and subcontractors in connection with such Alteration) and commercial general liability (including property damage coverage) insurance and Builder’s Risk coverage, all in such form, with such companies, for such periods and in such amounts as Landlord may reasonably require, naming Landlord, L▇▇▇▇▇▇▇’s managing agent, and any Mortgagee as additional insureds. Landlord shall respond to any request by Tenant for Landlord’s approval of any proposed Alterations within ten (10) days of receipt of such request. (b) Tenant shall obtain all building permits and other approvals required by applicable Laws for all Alterations. In addition, Tenant shall, as and when required, promptly obtain certificates of inspection or approval of such Alterations as and to the Premisesextent required by any governmental authority. Not later than thirty (30) days after issuance of such permits or approvals, Tenant shall deliver copies thereof to Landlord. In addition, not later than thirty (30) days after completion of each Alteration, Tenant shall deliver “as-built” Plans for such Alteration prepared on an AutoCAD Computer Assisted Drafting and Design System (or any part thereofsuch other system or medium as Landlord may reasonably require), using such naming conventions as Landlord may reasonably require, and computer media of such record drawings and specifications in a format acceptable to Landlord. (c) All Alterations shall be made performed (a) in a good and workmanlike manner and free from defects, (b) excepting only with regard to Cosmetic Alterations, substantially in compliance with applicable laws, ordinances, rules, regulations, codes and requirements and any recorded covenants, conditions or restrictions relating to the Premises, or any part thereof. All alterations, improvements, expansions and additions which are not movable trade fixtures shall be the property of Landlord and shall remain upon and be surrendered accordance with the Premises. To the extent such Alterations involve changes to the structure or systems of the Premises, as reasonably determined Plans approved by Tenant’s architect or engineer, Tenant shall furnish to Landlord, prior to the commencement of construction(c) by contractors, the proposed plans subcontractors, engineers and specifications for vendors approved by Landlord’s approval, which approval shall not be unreasonably withheld, conditioned or delayed, and (d) in compliance with all Laws, the terms of this Lease and all construction rules, procedures and regulations adopted from time-to-time by Landlord. All materials and equipment shall be of first quality and at least equal to the then-applicable standards for the Building adopted from time-to-time by Landlord in its reasonable discretion, and no such materials or equipment (other than Tenant’s Property) shall be subject to any lien or other encumbrance. Upon request, Landlord will provide Tenant with a list of pre-approved contractors. The performance of all Alterations shall be subject to the supervision and oversight of Landlord and L▇▇▇▇▇▇▇’s managing agent. (d) Tenant shall (a) install and maintain occupancy sensors on all overhead light fixtures so that they automatically switch off when an area is unoccupied, and (b) install and maintain occupancy sensors on all built-in or fixed task lighting fixtures so that they automatically switch off when an area is unoccupied. Such sensors may be installed with manual overrides for areas that are customarily occupied, such as individual offices and conference rooms. (e) Tenant, at its expense, shall discharge and release any lien, encumbrance, or charge recorded or filed against the Building and/or the Property in connection with any work performed or claimed to have been performed by or on behalf of Tenant, or materials or services furnished or claimed to have been furnished to, Tenant, within ten (10) days after T▇▇▇▇▇’s receipt of notice thereof. Such discharge shall be affected by discharge whether by payment or filing of a bond in accordance with applicable Laws. If Tenant fails to do so, Landlord may bond, insure over or otherwise discharge the lien. In such event, Tenant shall reimburse Landlord, as Additional Rent, on demand, for all costs and expenses incurred by Landlord, including, without limitation, bonding costs and reasonable attorneys’ fees. (f) Tenant shall not employ, or permit the employment of, any contractor, mechanic or laborer, or permit any materials to be delivered to or used in the Premises and/or the Building, if, in Landlord’s sole judgment, such employment, delivery or use will interfere or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation of the Building and/or the Building by Landlord, Tenant or others. If such interference or conflict occurs, upon completion L▇▇▇▇▇▇▇’s request, Tenant shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediately. (g) Tenant shall reimburse Landlord, within thirty (30) days after delivery of an invoice therefor, for all commercially reasonable third party out-of-pocket costs actually incurred by Landlord in connection with Alterations performed by or on behalf of Tenant, including costs incurred in connection with (a) Landlord’s review of Plans (including review of requests for approval thereof) and/or supervision of performance of the Alteration, and (b) the provision of Building personnel during the performance of any Alteration other than during Normal Business Hours, to operate elevators or otherwise to facilitate Tenant’s Alterations. In addition, if the cost of any Alterations proposed by T▇▇▇▇▇ exceed $50,000.00, Tenant shall pay to Landlord or Landlord’s managing agent, a construction supervision fee in an amount equal to four percent (4%) of the total project cost in connection therewith. At Landlord’s request, Tenant shall deliver to Landlord reasonable supporting documentation evidencing the hard and soft costs incurred by Tenant in designing and constructing any Alterations. (h) Tenant shall provide notice to Landlord prior to moving any heavy machinery, heavy equipment, freight, bulky matter or fixtures into or out of the Building and shall pay to Landlord any costs actually incurred by Landlord in connection therewith. If such equipment requires special handling, T▇▇▇▇▇ agrees (a) to employ only persons holding all necessary licenses to perform such work, (b) all work performed in connection therewith shall comply with all applicable Laws, and (c) such work shall be done only during hours designated by Landlord. (i) The approval of Plans, or consent by Landlord to the making of any Alterations, shall not constitute Landlord’s representation that such Plans or Alterations comply with any Laws. Landlord shall not be liable to Tenant or any other party in connection with L▇▇▇▇▇▇▇’s approval of any Plans, or L▇▇▇▇▇▇▇’s consent to Tenant’s performing any Alterations. If and to the extent arising out of or resulting from any Alterations made by or on behalf of Tenant, Landlord is required by an order or directive of a governmental authority to make any alterations or improvements to any part of the Building and/or the Building in order to comply with an applicable Law, Tenant shall pay, as Additional Rent, all costs and expenses incurred by Landlord in connection with such alterations or improvements. (j) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement an indoor air quality management plan for the construction and preoccupancy phases (to the extent applicable) of the Building and the Premises (the “Construction Indoor Air Quality Management Plan”). All Alterations performed by or on behalf of Tenant shall meet or exceed the requirements set forth in the Construction Indoor Air Quality Management Plan. During any construction, Tenant shall cause all of its contractors and subcontractors to, at a minimum, satisfy the following requirements: (a) satisfy the then-applicable standards and requirements outlined by the Sheet Metal and Air Conditioning National Contractors’ National Association (SMACNA) “Indoor Air Quality Guidelines for Occupied Buildings under Construction, 2nd Edition 2007, ANSI/SMACNA 008-2008” (Chapter 3); (b) in the event air handlers are used during construction, use MERV 8 filtration media at each return air grill as determined by ASHRAE 52.2-1999; (c) replace all filtration media prior to occupancy; and (d) protect stored on-site and installed absorptive materials from moisture damage. (k) In connection with the performance of any Alterations, Tenant (or Tenant’s contractor) shall develop and implement a construction waste management plan that identifies materials to be diverted from disposal and whether the materials will be sorted on-site or commingled. Such construction waste management plan must require, at a minimum, that Tenant or Tenant’s contractor recycle and/or salvage at least seventy-five percent (75%) of construction, “as-built” plans demolition and specifications for such packing debris by volume. (l) In connection with the performance of any Alterations. Landlord shall provide , Tenant with its objections, in writing, to (or Tenant’s proposed plans contractor) shall use products meeting the following criteria: (a) adhesives, sealants and specifications within fifteen sealant primers that do not exceed VOC content limits of South Coast Air Quality Management District Rule #1168 and aerosol adhesives that do not exceed VOC content limits of Green Seal Standard GC-36; (15b) days after receipt from Tenant. Tenant shall submit revised plans interior paints and specifications until such time as Landlord coatings that meet “Topcoat Paints: Green Seal Standard GS-11, Paints,” “Anti-Corrosive and Anti-Rust Paints: Green Seal Standard GS-03, Anti-Corrosive Paints” and “All Other Architectural Coatings, Primers and Undercoats: South Coast Air Quality Management District Rule 1113, Architectural Coatings;” (c) non-carpet finished flooring that is FloorScore-certified; (d) carpet that meets the CRI Green Label Plus testing program, is 100% recyclable and contains at least 50% recycled content; (e) carpet padding that meets the CRI Green Label testing and product requirements, is 100% recyclable and contains at least 50% recycled content; and (f) carpet adhesive that has approved Tenant’s proposed plans and specifications for such Alterations. If Landlord fails to object, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant, Landlord shall be deemed to have approved such proposed plans and specificationsless than 50g/L VOC.

Alterations. Subject 6.1 Except for those, if any, specifically provided for in Exhibit B to this Lease or otherwise permitted within the requirements of Article IX below and any insurers providing insurance coverage theretoLease, Tenant may make, at its sole cost and expense, such shall not make or suffer to be made any alterations, improvements and additions additions, or improvements, including, but not limited to, the attachment of any kind to the Premises (collectively referred to herein as the “Alterations”) as Tenant deems desirable in the conduct of its business provided that such Alterations: (a) do not reducefixtures or equipment in, diminish or otherwise adversely affect the fair market value or utility of the Premiseson, or any part thereof; (b) do not reduce, diminish or otherwise adversely affect the useful life of the Premises, or any part thereof; and/or (c) do not change the general character or use of to the Premises or any part thereofthereof or the making of any improvements as required by Article 7, without the prior written consent of Landlord. All alterations, improvements, expansions and additions Landlord shall use commercially reasonable efforts to the Premises, either grant or any part thereof, shall be made in a good and workmanlike manner and in compliance with applicable laws, ordinances, rules, regulations, codes and requirements and any recorded covenants, conditions or restrictions relating to the Premises, or any part thereof. All alterations, improvements, expansions and additions which are not movable trade fixtures shall be the property of Landlord and shall remain upon and be surrendered with the Premises. To the extent such Alterations involve changes to the structure or systems of the Premises, as reasonably determined by deny its consent within ten (10) business days following Tenant’s architect or engineerwritten request to Landlord. When applying for such consent, Tenant shall furnish to shall, if requested by Landlord, prior to the commencement of construction, the proposed plans and specifications for Landlord’s approval, which approval shall not be unreasonably withheld, conditioned or delayed, and upon completion of construction, “as-built” furnish complete plans and specifications for such Alterationsalterations, additions and improvements. Landlord’s consent shall not be unreasonably withheld with respect to alterations which (i) are not structural in nature, (ii) are not visible from the exterior of the Building, (iii) do not affect or require modification of the Building’s main electrical, mechanical, plumbing, HVAC or other systems, and (iv) in aggregate do not cost more than $15,000.00. 6.2 In the event Landlord consents (or if consent is not required hereunder) to the making of any such alteration, addition or improvement by Tenant, the same shall be made by using either Landlord’s contractor or, at Tenant’s election, a contractor reasonably approved by Landlord, in either event at Tenant’s sole cost and expense. If Tenant shall employ any contractor other than Landlord’s contractor and such other contractor or any subcontractor of such other contractor shall employ any non-union labor or supplier, Tenant shall be responsible for and hold Landlord harmless from any and all delays, damages and extra costs suffered by Landlord as a result of any dispute with any labor unions concerning the wage, hours, terms or conditions of the employment of any such labor. In any event Landlord may charge Tenant a construction management fee not to exceed four percent (4%) of the cost of such work to cover its overhead as it relates to such proposed work, plus third-party costs actually incurred by Landlord in connection with the proposed work and the design thereof, with all such amounts being due five (5) days after Landlord’s demand. 6.3 All alterations, additions or improvements by Tenant shall be constructed in accordance with all government laws, ordinances, rules and regulations, using Building standard materials where applicable, and Tenant shall, prior to construction, provide the additional insurance required under Article 11 in such case, and also all such assurances to Landlord as Landlord shall provide reasonably require to assure payment of the costs thereof, including but not limited to, notices of non-responsibility, waivers of lien, surety company performance bonds and funded construction escrows and to protect Landlord and the Building and appurtenant land against any loss from any mechanic’s, materialmen’s or other liens. Tenant with its objectionsshall pay in addition to any sums due pursuant to Article 4, any increase in writingreal estate taxes attributable to any such alteration, addition or improvement for so long, during the Term, as such increase is ascertainable; at Landlord’s election said sums shall be paid in the same way as sums due under Article 4. 6.4 Notwithstanding the foregoing, if Landlord elects by notice given to Tenant at least ten (10) days prior to expiration of the Term, Tenant shall, at Tenant’s sole cost, remove any alterations, additions, and improvements in, on, or to the Premises made or installed by or for Tenant, including carpeting, so designated by Landlord’s notice, and repair any damage caused by such removal, except for any alterations, additions and improvements for which Tenant has received written approval in the form of Exhibit G attached hereto and incorporated herein pursuant to this Section 6.4 and Article 26 and for which Landlord, as set forth in Exhibit G, has waived in writing or, by failing to respond to Tenant’s proposed plans and specifications written request within fifteen ten (1510) days after receipt from Tenant. Tenant shall submit revised plans and specifications until such time as Landlord business days, has approved Tenant’s proposed plans and specifications for such Alterations. If Landlord fails to object, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant, Landlord shall be been deemed to have approved waived its rights under this Section 6.4 and Section 26.2 to elect to have Tenant remove such proposed plans alterations, additions and specificationsimprovements.

Alterations. Subject to the requirements of Article IX below and Tenant shall not make any insurers providing insurance coverage thereto, Tenant may make, at its sole cost and expense, such alterations, improvements and additions improvements, ----------- additions, installations, or changes of any kind nature in or to the Premises (collectively referred any of the preceding, "Alterations") unless (i) Tenant first obtains Landlord's written consent, (ii) Tenant complies with all conditions which may be imposed by Landlord, including but not limited to herein as Landlord's selection of specific contractors or construction techniques and the “Alterations”requirements of the attached Exhibit "C", and (iii) as Tenant deems desirable pays to Landlord the reasonable costs and expenses ----------- of Landlord for architectural, engineering, or other consultants which reasonably may be incurred by Landlord in the conduct of its business provided that determining whether to approve any such Alterations: (a) do not reduce, diminish or otherwise adversely affect the fair market value or utility of the Premises, or . At least 30 days prior to making any part thereof; (b) do not reduce, diminish or otherwise adversely affect the useful life of the Premises, or any part thereof; and/or (c) do not change the general character or use of the Premises or any part thereof. All alterations, improvements, expansions and additions to the Premises, or any part thereof, shall be made in a good and workmanlike manner and in compliance with applicable laws, ordinances, rules, regulations, codes and requirements and any recorded covenants, conditions or restrictions relating to the Premises, or any part thereof. All alterations, improvements, expansions and additions which are not movable trade fixtures shall be the property of Landlord and shall remain upon and be surrendered with the Premises. To the extent such Alterations involve changes to the structure or systems of the Premises, as reasonably determined by Tenant’s architect or engineerAlterations, Tenant shall furnish 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) a permit from 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 10 days' prior written notice of the date 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 in force until completion of the Alterations). All Alterations shall upon the expiration or earlier termination of the Term become the property of Landlord. Tenant shall pay all costs for Alterations and other construction done or caused to be done by Tenant and Tenant shall keep the Premises free and clear of all mechanics' and materialmen's liens resulting from or relating to any Alterations or other construction. Tenant may, at its election, contest the proposed plans correctness or validity of any such lien provided that (a) immediately on demand by Landlord, Tenant procures and specifications for Landlord’s approvalrecords a lien release bond, issued by a corporation satisfactory to Landlord and authorized to issue surety bonds in the state in which the Premises are located, in an amount equal to 150 percent of the amount of the claim of lien, which approval 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. Notwithstanding the provisions of Paragraph 23: (a) Tenant shall be entitled to make Alterations in or to the Premises, without the prior consent of Landlord, so long as each of the same (i) do not exceed the sum of $5,000 in cost, (ii) do not affect any structural or exterior portions of the Building or Premises, any Common Area, or other area outside of the Premises, or (iii) do not adversely affect the Building electrical, plumbing or HVAC systems or violate any term of this Lease. Notwithstanding that Landlord's consent shall not be unreasonably withheldrequired, conditioned or delayedTenant shall comply with the other requirements of this Paragraph 23, and upon completion including the requirement that Tenant give Landlord advance written notice of construction, “as-built” plans and specifications for such Alterations. Landlord shall provide Tenant with its objections, in writing, to Tenant’s proposed plans and specifications within fifteen . (15b) days after receipt from Tenant. Tenant shall submit revised plans and specifications until such time as not be required to remove any alterations, additions, improvements or utility installations for which Tenant has obtained Landlord's consent, unless Landlord has approved Tenant’s proposed plans and specifications for indicated at the time of granting such Alterations. If Landlord fails to objectconsent, in writing, to Tenant’s proposed plans and specifications within fifteen that such removal will be required at the end of the Lease term. (15c) days after receipt from Tenant, Landlord Tenant shall be deemed entitled to have approved remove any Alterations at the expiration or earlier termination of the Term provided Tenant repairs any damage caused by such proposed plans and specificationsremoval.

Alterations. Subject to Tenant shall not make or perform, or permit the requirements of Article IX below and making or performance of, any insurers providing insurance coverage thereto, Tenant may make, at its sole cost and expense, such alterations, improvements and installations, improvements, additions of any kind to or other physical changes in or about the Leased Premises (collectively referred to herein collectively as the “Alterations”) as Tenant deems desirable in the conduct of its business provided that without Landlord’s prior written consent.,. All plans, specifications and details for such Alterations: (a) do not reduce, diminish or otherwise adversely affect and all contractors performing the fair market value or utility of the Premises, or any part thereof; (b) do not reduce, diminish or otherwise adversely affect the useful life of the Premises, or any part thereof; and/or (c) do not change the general character or use of the Premises or any part thereof. All alterations, improvements, expansions and additions Alterations are subject to the Premisesprior written approval of Landlord. In the event Landlord grants such consent and permits Tenant to contract out such work, or any part thereof, such Alterations shall be made and performed in conformity with and subject to the following provisions: (i) all Alterations shall be made and performed at Tenant’s sole cost and expense and at such time and in such manner as Landlord may reasonably from time to time designate; (ii) all Alterations shall be performed by adequately insured contractors approved by Landlord and in a good and workmanlike manner in accordance with all applicable Legal Requirements, and Tenant shall indemnify and hold harmless Landlord from and against any and all costs, expenses, claims, liens and damages to person or property resulting from the making of any such alterations, decorations, additions or improvements in compliance with applicable laws, ordinances, rules, regulations, codes and requirements and any recorded covenants, conditions or restrictions relating to the Premises, Leased Premises or the Building; (iii) no Alteration shall affect any part thereof. All alterations, improvements, expansions of the Building other than the Leased Premises or adversely affect any service required to be furnished by Landlord to Tenant or to any other tenant or occupant of the Building; (iv) all business machines and additions which are not movable trade fixtures mechanical equipment shall be the property of Landlord placed and shall remain upon maintained by Tenant in settings sufficient in Landlord’s reasonable judgment to absorb and be surrendered with the Premises. To the extent such Alterations involve changes prevent vibration, noise and annoyance to the structure other tenants or systems occupants of the Premises, as reasonably determined by Tenant’s architect or engineer, Building; (v) Tenant shall furnish submit to Landlord, prior to the commencement of construction, the proposed Landlord reasonably detailed written plans and specifications for each proposed alteration and shall not commence any such Alteration without first obtaining Landlord’s approval, which written approval of such plans and specifications; (vi) all Alterations in or to the electrical facilities in or serving the Leased Premises shall not be unreasonably withheld, conditioned or delayed, and upon completion subject to the provisions of construction, “as-built” Section 5 relating to exceeding electrical capacity; (vii) notwithstanding Landlord’s approval of plans and specifications for such any Alteration, all Alterations shall be made and performed in full compliance with all Legal Requirements and in accordance with the Rules and Regulations; and (viii) all materials and equipment to be incorporated in the Leased Premises as a result of all Alterations shall be of good quality. If building or other permits from governmental authorities are required for any Alterations. Landlord shall provide Tenant with its objections, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant. Tenant shall submit revised obtain such permits and deliver copies thereof to Landlord before work on such Alterations is begun. After any Alterations are completed, Tenant shall cause all required governmental inspections of the Alterations to be made and shall deliver to Landlord a copy of the inspection report and one complete set of the “as built” plans and specifications until such time as Landlord has approved Tenant’s proposed plans and specifications for such Alterations. If Landlord fails to object, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant, Landlord shall be deemed to have approved such proposed plans and specifications.

Alterations. Subject Tenant shall make no alterations, additions or improvements to the requirements Premises without the prior written consent of Article IX below Landlord and only in accordance with Landlord's then current policies and procedures. Notwithstanding the foregoing, after notice to Landlord but without any insurers providing insurance coverage theretorequirement for Landlord's consent, Tenant may makeperform cosmetic alterations in the Premises which do not affect the Building's structure or base building systems and cost no more than in the aggregate for a single project, at its sole cost provided such alterations are made in accordance with Landlord's Construction Manual. Tenant shall obtain all state, local and expense, other necessary permits before undertaking any such alterations, additions or improvements. Tenant shall carry such insurance as Landlord shall reasonably require. Any alterations, additions and improvements and additions of any kind to the Premises (collectively referred to herein as the “Alterations”) as Tenant deems desirable in the conduct of its business provided that such Alterations: (a) do not reduce, diminish or otherwise adversely affect the fair market value or utility of the Premises, or any part thereof; (b) do not reduceexcept movable furniture and trade fixtures, diminish or otherwise adversely affect the useful life of the Premises, or any part thereof; and/or (c) do not change the general character or use of the Premises or any part thereofshall belong to Landlord. All alterations, improvements, expansions additions and additions improvements to the Premises, or any part thereof, Premises shall be made in a good and workmanlike manner and in compliance with applicable laws, ordinances, rules, regulations, codes and requirements and at Tenant's sole cost. If any recorded covenants, conditions or restrictions mechanic's lien (which term shall include all similar liens relating to the Premisesfurnishing of labor and materials and professional services by design professionals) is filed against the Building which is claimed to be attributable to Tenant, its agents, employees, contractors, or persons working under Tenant's direction or control, then Tenant shall give Landlord immediate notice of such lien and shall discharge the same by payment or filing any part thereofnecessary bond within ten (10) days after Tenant has notice (from any source) of such lien. All alterations, improvements, expansions Landlord's approval of the construction documents shall signify Landlord's consent to the work shown thereon only and additions which are not movable trade fixtures Tenant shall be the property of Landlord and shall remain upon and be surrendered with the Premisessolely responsible for any errors or omissions contained therein. To the extent such Alterations involve changes to the structure or systems of the Premises, as reasonably determined by Tenant’s architect or engineer, Tenant shall furnish to Landlord, prior to the commencement of construction, the proposed plans and specifications for Landlord’s approval, which approval 's approvals under this Section 5.10 shall not be unreasonably withheld, conditioned or delayed, and upon completion of construction, “as-built” plans and specifications for such Alterations. Landlord shall provide Tenant with its objections, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant. Tenant shall submit revised plans and specifications until such time as Landlord has approved Tenant’s proposed plans and specifications for such Alterations. If Landlord fails to object, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant, Landlord shall be deemed to have approved such proposed plans and specifications.

Alterations. Subject to the requirements of Article IX below and any insurers providing insurance coverage thereto, Tenant may make, at its sole cost and expense, such make alterations, additions or improvements and additions of any kind to the Premises (collectively referred to herein as the “Alterations”) as Tenant deems desirable in ), only with the conduct prior written consent of its business provided that such Alterations: (a) do Landlord, which consent, with respect to Alterations not reduce, diminish or otherwise adversely affect affecting the fair market value or utility of the Premises, or any part thereof; (b) do not reduce, diminish or otherwise adversely affect the useful life of the Premises, or any part thereof; and/or (c) do not change the general character or use structural components of the Premises or any part thereof. All alterationsutility systems therein or for which the aggregate cost and expense does not exceed $10,000, improvements, expansions and additions to the Premises, or any part thereof, shall be made in a good and workmanlike manner and in compliance with applicable laws, ordinances, rules, regulations, codes and requirements and any recorded covenants, conditions or restrictions relating to the Premises, or any part thereof. All alterations, improvements, expansions and additions which are not movable trade fixtures shall be the property of Landlord and shall remain upon and be surrendered with the Premises. To the extent such Alterations involve changes to the structure or systems of the Premises, as reasonably determined by Tenant’s architect or engineer, Tenant shall furnish to Landlord, prior to the commencement of construction, the proposed plans and specifications for Landlord’s approval, which approval shall not be unreasonably withheld, conditioned conditioned, or delayed. Landlord shall have 30 days following ▇▇▇▇▇▇’s request for Alterations to respond to such request, provided Tenant’s request includes the name of Tenant’s contractors and upon completion of construction, “as-built” reasonably detailed plans and specifications therefor. The term “Alterations” shall not include: (i) any of Tenant’s Work approved by Landlord pursuant to Exhibit B, (ii) Tenant’s Signage (as further provided in Section 13), or (iii) the installation of shelves, movable partitions, or Tenant’s equipment and trade fixtures that may be installed and removed without damaging existing improvements or the structural integrity of the Premises. Tenant shall perform all work at Tenant’s expense and in compliance with all applicable laws and shall complete all Alterations in accordance with plans and specifications approved by Landlord, using contractors approved by Landlord. Tenant shall pay when due, or furnish a bond for such Alterationspayment of (as set forth in Section 18), all claims for labor or materials furnished to or for Tenant at or for use in the Premises, which claims are or may be secured by any mechanics’ or materialmens’ liens against the Premises or any interest therein. Landlord shall provide Tenant Except as otherwise provided in the Work Letter attached as Exhibit B with its objections, in writing, respect to Tenant’s proposed plans Work, any improvements installed as part of Tenant Work’s or Alterations performed or caused to be performed by Tenant (check one): shall become the property of Landlord, or shall be removed by Tenant at its sole cost and specifications within fifteen expense upon the expiration or earlier termination of the Lease Term (15) days after receipt from Tenantunless Landlord conditioned its consent in writing upon Tenant leaving a specified Alteration at the Premises, in which case Tenant shall not remove such Alteration, and it shall become Landlord’s property). Tenant shall submit revised plans and specifications until such time immediately repair any damage to the Premises caused by removal of improvements performed as Landlord has approved part of Tenant’s proposed plans and specifications for such Work and/or Alterations. If Landlord fails to object, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant, Landlord shall be deemed to have approved such proposed plans and specifications.

Alterations. Subject to the requirements of Article IX below and any insurers providing insurance coverage thereto, Tenant may shall not make, at its sole cost and expenseor allow to be made, such alterations, improvements and any alterations or physical additions of any kind to the Premises (collectively referred to herein as the “Alterations”) as Tenant deems desirable in in, about or to the conduct Premises without obtaining the prior written consent of its business provided that such AlterationsLandlord, which consent shall not be unreasonably withheld, with respect to proposed Alterations which: (a) do not reduce, diminish or otherwise adversely affect the fair market value or utility of the Premises, or any part thereofcomply with all applicable Regulations; (b) do not reduceare in Landlord’s opinion compatible with the Project and its mechanical, diminish or otherwise adversely affect the useful life of the Premisesplumbing, or any part thereofelectrical and HVAC systems; and/or (c) do will not change interfere with the general character or use and occupancy of any other portion of the Building or Project by any other tenant or its invitees; and (d) are commenced only after Tenant has complied fully with the Required Mechanics Lien Protections as set forth and defined in Paragraph 13 below. 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 Alteration, and the time for performance of such work. Tenant shall also supply to Landlord any documents and information reasonably requested by Landlord in connection with L▇▇▇▇▇▇▇’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, including any costs or expenses which Landlord may incur in electing to have outside architects and engineers review said plans and specifications. Landlord, in the exercise of its reasonable discretion, may require Tenant to provide additional cash collateral and/or lien and completion bonds in form and amount satisfactory to Landlord for any Alterations undertaken by Tenant under this Paragraph 12. Upon completion of any Alterations, Tenant, at Landlord’s request, shall provide Landlord with “as built” plans for the Premises or any part thereofand proof of payment for all labor and materials. All alterationsAlterations made by Tenant shall remain the property of Tenant until termination of this Lease, improvements, expansions and additions to the Premises, or any part thereof, 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 and restore the Premises to their prior condition by the termination of this Lease. 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 Project whatsoever. If Tenant fails to so remove such Alterations or Tenant’s trade fixtures, furniture or other personal property, Landlord may keep and use them or remove any of them and cause them to be stored or sold in compliance accordance with applicable lawslaw, ordinances, rules, regulations, codes and requirements and any recorded covenants, conditions or restrictions relating to the Premises, or any part thereof. All alterations, improvements, expansions and additions which are not movable trade fixtures shall be the property of Landlord and shall remain upon and be surrendered with the Premises. To the extent such Alterations involve changes to the structure or systems of the Premises, as reasonably determined by at Tenant’s architect or engineer, Tenant shall furnish to Landlord, prior to the commencement of construction, the proposed plans and specifications for Landlord’s approval, which approval shall not be unreasonably withheld, conditioned or delayed, and upon completion of construction, “as-built” plans and specifications for such Alterations. Landlord shall provide Tenant with its objections, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant. Tenant shall submit revised plans and specifications until such time as Landlord has approved Tenant’s proposed plans and specifications for such Alterations. If Landlord fails to object, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant, Landlord shall be deemed to have approved such proposed plans and specificationssole expense.

Alterations. Subject to the requirements of Article IX below and Tenant shall not make any insurers providing insurance coverage thereto, Tenant may make, at its sole cost and expense, such alterations, additions or improvements and additions of any kind to the Premises or any portion thereof (collectively referred to herein as the collectively, “Alterations”) as without in each instance, the prior written consent of Landlord; provided, however, upon notice to, but without the consent of Landlord, Tenant deems desirable shall have the right to make any Alterations where same are non structural, do not require openings on the roof or exterior walls of the Building, do not affect any Building system, and the cost of same does not exceed $10,000.00 in the conduct of its business provided that such Alterations: (a) do not reduce, diminish or otherwise adversely affect the fair market value or utility of the Premises, or aggregate in any part thereof; (b) do not reduce, diminish or otherwise adversely affect the useful life of the Premises, or any part thereof; and/or (c) do not change the general character or use of the Premises or any part thereoftwelve month period. All alterations, improvements, expansions and additions to the Premises, or any part thereof, Any Alteration by Tenant hereunder shall be made done in a good and workmanlike manner and in compliance with any applicable governmental laws, ordinancesstatutes, rules, ordinances and regulations, codes and requirements and . Before commencing any recorded covenants, conditions or restrictions relating to the Premises, or any part thereof. All alterations, improvements, expansions and additions which are not movable trade fixtures shall be the property of Landlord and shall remain upon and be surrendered with the Premises. To the extent such Alterations involve changes to the structure or systems of the Premises, as reasonably determined by Tenantrequiring Landlord’s architect or engineer, Tenant shall furnish to Landlord, prior to the commencement of construction, the proposed consent: (a) plans and specifications for Landlord’s approvaltherefor, which prepared by a licensed architect, shall be submitted to and approved by Landlord (such approval shall not be unreasonably withheld, conditioned withheld or delayed); (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and upon specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord; (d) Tenant shall have furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord reflecting insurance coverage reasonably acceptable to Landlord; and (e) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of constructionall work free and clear of liens. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy of the “as-as built” plans and specifications for covering such Alterations. Landlord shall provide Tenant with its objections, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant. Tenant shall submit revised plans and specifications until such time as Landlord has approved Tenant’s proposed plans and specifications for such Alterations. If Landlord fails to object, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant, Landlord shall be deemed to have approved such proposed plans and specificationsconstruction.

Alterations. Subject 9.1 The initial improvement of the Premises under this Lease shall be accomplished by Landlord or its designated contractor in accordance with Exhibit B and all other applicable provisions of this Lease. Landlord is under no obligation to make any Alterations in or to the requirements of Article IX below Premises or the Building except as may be otherwise expressly provided in this Lease and any insurers providing exhibits hereto. 9.2 Tenant shall not make or permit anyone to make any Alterations in or to the Premises or the Building without the prior written consent of Landlord, which consent may be withheld or granted in Landlord's sole and absolute discretion with respect to Structural and System Alterations and any Alterations which are visible from the exterior of the Premises, and which consent shall not be unreasonably withheld, conditioned or delayed with respect to all other Alterations. All Alterations made by Tenant shall be made: (a) in a good, workerlike, first-class and prompt manner; (b) using new or comparable materials only; (c) by a contractor reasonably approved in writing by Landlord; (d) on days and at times reasonably approved in writing by Landlord; (e) under the supervision of an architect reasonably approved in writing by Landlord; (f) in accordance with plans and specifications reasonably acceptable to Landlord, approved in writing at Landlord's standard charge; (g) in accordance with all Laws; (h) after having obtained any required consent of the holder of any Mortgage of whom Tenant has notice; (i) after obtaining public liability and worker's compensation insurance coverage theretopolicies reasonably approved in writing by Landlord; (j) with the obligation for Tenant to deliver to Landlord written, unconditional, full or partial (as applicable) waivers of mechanics' and materialmen's liens against the Premises and the Building for all work, labor and services to be performed and materials to be furnished within ten (10) business days after the applicable portion of the Alterations are completed; and (k) upon request, after Tenant may makehas delivered to Landlord documentation reasonably satisfactory to Landlord evidencing Tenant's financial ability to complete the Alteration in accordance with the provisions of this Lease (including, a payment or performance bond). If any lien (or a petition to establish such lien) is filed in connection with any Alteration made by or on behalf of Tenant, such lien (or petition) shall be discharged by Tenant within ten (10) days thereafter, at its Tenant's sole cost and expense, such alterations, improvements and additions by the payment thereof or by the filing of a reasonably acceptable bond. If Landlord gives its consent to the making of any kind Alteration, such consent shall not be deemed to be an agreement or consent by Landlord to subject its interest in the Premises or the Building to any liens which may be filed in connection therewith. Tenant acknowledges that any Alterations are accomplished for Tenant's account, Landlord having no obligation or responsibility in respect thereof. Landlord's approval of any plans and drawings (collectively referred to herein as the “Alterations”and changes thereto) as Tenant deems desirable in the conduct of its business provided regarding any Alterations or any contractor or subcontractor performing such Alterations shall not constitute Landlord's representation that such Alterations: (a) do not reduceapproved plans, diminish drawings, changes or otherwise adversely affect Alterations comply with all Laws. Any deficiency in design or construction, although same had prior approval of Landlord, shall be solely the fair market value responsibility of Tenant. All Alterations involving structural, electrical, mechanical or utility of plumbing work, the Premisesheating, or any part thereof; (b) do not reduce, diminish or otherwise adversely affect the useful life of the Premises, or any part thereof; and/or (c) do not change the general character or use ventilation and air conditioning system of the Premises or any part thereof. All alterationsthe Building, improvementsfire and life safety system, expansions and additions to the Premisesroof of the Building, or any part thereofareas outside of the Premises shall, at Landlord's election, be performed by Landlord's designated contractor or subcontractor at Tenant's expense (provided the cost therefor is competitive). In connection with any Alteration, Landlord shall be paid a construction supervision fee in an amount equal to five percent (5%) of the total cost of such Alteration. Promptly after the completion of an Alteration for which working drawings were prepared, Tenant at its expense shall deliver to Landlord three (3) sets of accurate as-built (or record) drawings and CAD and PDF drawings showing such Alteration in place. Notwithstanding the foregoing, Tenant shall have the right to make Cosmetic Changes within the Premises without requiring the consent of Landlord. 9.3 If any Alterations that require Landlord's consent are made in a good without the prior written consent of Landlord, then Landlord shall have the right, at Tenant's expense, to remove and workmanlike manner correct such Alterations and in compliance with applicable laws, ordinances, rules, regulations, codes restore the Premises and requirements and any recorded covenants, conditions or restrictions relating the Building. All Alterations to the Premises, Premises or any part thereof. All alterations, improvements, expansions and additions which are not movable trade fixtures the Building made by either party shall be immediately become the property of Landlord and shall remain upon and be surrendered with the Premises. To Premises as a part thereof at the extent such Alterations involve changes to the structure expiration or systems earlier termination of the PremisesLease Term; provided, as reasonably determined by Tenant’s architect or engineerhowever, that (a) if Tenant is not in default under this Lease, then Tenant shall furnish have the right to Landlordremove, prior to the commencement expiration or earlier termination of constructionthe Lease Term, all movable furniture, furnishings and equipment installed in the proposed plans Premises solely at the expense of Tenant, and specifications (b) Tenant shall remove at its expense all Alterations and other items (including any telecommunications, security, data, computer and similar equipment, cabling and wiring) in the Premises or the Building which Landlord designates in writing for removal. Landlord shall make such designation promptly after receipt of a written request by Tenant given with Tenant's request for Landlord’s approval's approval of such Alteration. Notwithstanding the foregoing, which approval Tenant shall not be unreasonably withheldrequired to remove: (x) Alterations consisting of standard buildout items that are typically installed by similar tenants in multi-tenanted, conditioned multi-story, first class office buildings (i.e. not interior staircases, high density filing systems, or delayedmoveable walls, for example), unless so indicated by Landlord at the time required above; and upon completion (y) any Alteration made by Tenant in initially finishing and completing the Premises in accordance with Exhibit B, except any Structural and System Alterations or as otherwise indicated on any of constructionTenant's plans. Movable furniture, “as-built” plans furnishings and specifications for such Alterations. Landlord shall provide Tenant with its objections, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant. Tenant shall submit revised plans and specifications until such time as Landlord has approved Tenant’s proposed plans and specifications for such Alterations. If Landlord fails to object, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant, Landlord trade fixtures shall be deemed to exclude without limitation any item the removal of which might cause damage to the Premises or the Building or which would normally be removed from the Premises with the assistance of any tool or machinery other than a dolly. If such removal causes damage or injury to the Premises or the Building, then Landlord shall have approved the right, at Tenant's expense, to repair all damage and injury to the Premises or the Building caused by such proposed plans removal as aforesaid. If such furniture, furnishings and specificationsequipment are not removed by Tenant prior to the expiration or earlier termination of the Lease Term, the same shall at Landlord's option be deemed abandoned or become the property of Landlord to be surrendered with the Premises as a part thereof; provided, however, that Landlord shall have the right at Tenant's expense to remove from the Premises any or all such items or to require Tenant to do the same, except as otherwise provided in this Section. If Tenant fails to return the Premises to Landlord as required by this Section, then Tenant shall pay to Landlord, all costs (including a construction management fee) incurred by Landlord in effectuating such return.

Alterations. Subject (a) Tenant will not make or permit anyone to the requirements of Article IX below and make any insurers providing insurance coverage thereto, Tenant may make, at its sole cost and expense, such alterations, improvements and additions of any kind or improvements, structural or otherwise, in or to the Premises (collectively referred to herein as or the “Alterations”) as Tenant deems desirable Building without the prior written consent of Landlord, which consent, in the conduct case of its business provided that such Alterations: (a) do any alterations, additions or improvements not reduce, diminish involving structural elements or otherwise adversely affect the fair market value or utility exterior of the Building or Premises, or any part thereof; (b) do not reduce, diminish or otherwise adversely affect the useful life of the Premises, or any part thereof; and/or (c) do not change the general character or use of the Premises or any part thereof. All alterations, improvements, expansions and additions to the Premises, or any part thereof, shall be made in a good and workmanlike manner and in compliance with applicable laws, ordinances, rules, regulations, codes and requirements and any recorded covenants, conditions or restrictions relating to the Premises, or any part thereof. All alterations, improvements, expansions and additions which are not movable trade fixtures shall be the property of Landlord and shall remain upon and be surrendered with the Premises. To the extent such Alterations involve changes to the structure or systems of the Premises, as reasonably determined by Tenant’s architect or engineer, Tenant shall furnish to Landlord, prior to the commencement of construction, the proposed plans and specifications for Landlord’s approval, which approval shall not be unreasonably withheld, conditioned delayed or delayedconditioned. Any such alterations, additions or improvements, structural or otherwise, must conform to all governmental regulations, as well as those established by the appropriate underwriter's associations. (b) As a condition precedent to such written consent of Landlord (but not the sole condition precedent to such consent), Tenant shall obtain and deliver to Landlord written and unconditional waivers of mechanics' liens upon the Land and the Building, for all work, labor and services to be performed, and upon completion of constructionmaterials to be furnished in connection with such work, “as-built” plans signed by all contractors, subcontractors, materialmen and specifications for laborers to become involved in such Alterationswork. Landlord Tenant shall provide Tenant with its objectionsnot permit any mechanic's or materialman's lien to be established against the Land or the Building, the Premises, or any portion thereof, or against Tenant's leasehold interest in the Premises, in writingconnection with or arising out of any work done on the Premises. In the event that any notice is received by Landlord with respect to any claim or any intent to file a mechanic's lien against the Land or the Building, the Premises, or against the Tenant's leasehold interest in the Premises, in connection with or arising out of any work done on the Premises, or for materials claimed to have been furnished to Tenant’s proposed plans and specifications , such mechanic's lien shall be discharged by Tenant within fifteen ten (1510) days after receipt from of the notice of intent to claim a lien at Tenant's sole cost and expense by the payment thereof or by filing 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 treat any and all cost thereof as additional rent payable with the monthly installment of Basic Rent next becoming due. It is hereby expressly covenanted and agreed that such discharge by Landlord shall not be deemed to waive, or release, the default of Tenant in not discharging any such lien. Tenant shall submit revised plans defend, indemnify, and specifications until hold Landlord safe and harmless from and against any such time as Landlord has approved Tenant’s proposed plans and specifications for alterations, additions or improvements, or in connection with any petition for, establishment of, or threat of establishment of any such Alterations. If Landlord fails lien, including, without limitation, reasonable attorneys' fees. (c) Tenant agrees that any improvements and/or alterations made by it which are attached to objectthe Premises so that removal of such improvements and/or alterations may, in writingLandlord's sole reasonable discretion, damage the Premises, shall become the property of Landlord and remain upon the Premises at the expiration or termination of the Term, provided that, upon notice to Tenant, Landlord may require Tenant, upon the expiration or termination of the Lease, to Tenant’s proposed plans remove any or all of such improvements and/or to restore the Premises to their condition as of the Commencement Date, excluding ordinary wear and specifications tear. All property permitted or required to be removed by Tenant shall be deemed abandoned if not removed within fifteen ten (1510) days after receipt from notice is given to Tenant and Landlord may either retain it as Landlord's property or may remove it at Tenant, Landlord shall be deemed to have approved such proposed plans and specifications's expense.

Alterations. Subject Notwithstanding anything to the requirements of Article IX below and any insurers providing insurance coverage thereto, Tenant may make, at its sole cost and expense, such alterations, improvements and additions of any kind to the Premises (collectively referred to herein as the “Alterations”) as Tenant deems desirable contrary contained or implied in the conduct of its business provided that such Alterations: Sublease, Subtenant agrees as follows: (a) do not reduce, diminish or otherwise adversely affect All work (the fair market value or utility of "Work") done in connection with the Premises, or any part thereof; (b) do not reduce, diminish or otherwise adversely affect the useful life of the Premises, or any part thereof; and/or (c) do not change the general character or use of the Premises or any part thereof. All alterations, improvements, expansions and additions to the Premises, or any part thereof, Subtenant Improvements shall be made performed and completed in a good and workmanlike work▇▇▇-▇▇▇e manner and in compliance accordance with applicable laws, ordinances, rules, regulations, codes and requirements and any recorded covenants, conditions or restrictions relating to (i) the Premises, or any part thereof. All alterations, improvements, expansions and additions which are not movable trade fixtures shall be the property of Landlord and shall remain upon and be surrendered with the Premises. To the extent such Alterations involve changes to the structure or systems of the Premises, as reasonably determined by Tenant’s architect or engineer, Tenant shall furnish to Landlord, prior to the commencement of construction, the proposed preliminary plans and specifications for Landlord’s approvalprepared by Alex ▇. ▇▇▇▇▇▇ & ▇ssociates, which approval shall not be unreasonably withheldInc. dated June 21, conditioned or delayed, 1996 and upon completion of construction, “as-built” plans and (ii) the specifications for such Alterationsthe enviro-chamber shown on Exhibit B to that certain letter agreement between Sublandlord and 2820 Master Landlord dated August 1, 1996 containing 2820 Master Landlord's consent to the Subtenant Improvements (collectively, the "Plans and Specifications"). Landlord The Work shall provide Tenant with its objectionsbe subject to Master Landlords' final approval of construction documentation prior to commencement of any Work. No Work shall be done which is not described in the Plans and Specifications without the prior written consent of the Master Landlords. Prior to commencing any Work or receiving any materials in connection therewith, in writing, to Tenant’s proposed plans and specifications within Subtenant shall give Sublandlord not less than fifteen (15) days after receipt from Tenant. Tenant shall submit revised plans and specifications until such time as Landlord has approved Tenant’s proposed plans and specifications for such Alterations. If Landlord fails notice to object, in writing, enable Subtenant to Tenant’s proposed plans and specifications within fifteen notify Master Landlords so that they may post a notice of nonresponsibility. (15b) days after receipt from Tenant, Landlord The Work shall be deemed performed by a general contractor or such other contractors as have been approved in writing by Master Landlords prior to have approved commencement of any Work. (c) All work shall be done pursuant to appropriate building permits and in accordance with applicable governmental laws and regulations. Subtenant shall be solely responsible for obtaining and satisfying such proposed plans permits, laws and specificationsregulations. (d) All costs and expenses incurred in connection with the Work shall be at the sole expense of Subtenant. (e) Subtenant shall indemnify, defend and hold harmless Sublandlord and its agents, officers and directors, from and against all costs, expenses, claims, damages and liability (including but not limited to reasonable attorneys' fees) arising from (i) the acts or omissions of Subtenant or its contractors or subcontractors in performing the Work, (ii) the failure of Subtenant to abide by the terms of this Addendum, (iii) the design, specifications or material utilized in the

Alterations. Subject to Without the requirements prior written approval of Article IX below and any insurers providing insurance coverage theretoLandlord, Tenant may make, at its sole cost and expense, such alterations, improvements and additions of any kind shall not make or cause to be made to the Premises any additions, renovations, alterations, improvements, reconstructions or changes (collectively referred to herein as the “collectively, "Alterations”") as Tenant deems desirable (i) costing in excess of Fifty Thousand Dollars ($50,000), in the conduct of its business provided that such Alterations: aggregate for any calendar year (aii) do not reduceaffecting the structural components, diminish exterior, mechanical systems, fire sprinkler systems, exterior walls, floors, ceilings or otherwise adversely affect the fair market value or utility roof of the Premises, or (iii) requiring or resulting in any part thereof; (b) do not reducepenetration of the roof, diminish walls or otherwise adversely affect the useful life floor of the Premises, or any part thereof; and/or (c) do not change the general character or use . Tenant shall submit to Landlord reasonably detailed plans and specifications for all proposed Alterations when requesting Landlord's approval of the Premises proposed Alteration. Landlord shall not unreasonably withhold, condition or any part thereofdelay its approval of such plans and specifications. All alterations, improvements, expansions Alterations installed in compliance with this Section shall remain upon the Premises and additions to shall become Landlord's property upon their installation unless otherwise agreed in writing by the Premises, or any part thereof, parties. All Alterations shall be made done in a good and workmanlike manner manner, in conformity with all Applicable Laws. All trade fixtures, signs and other personal property installed in compliance with applicable laws, ordinances, rules, regulations, codes and requirements and any recorded covenants, conditions or restrictions relating attached to the Premises, Premises by Tenant must be new or any part thereoflike new when so installed or attached. All alterations, improvements, expansions Landlord may require Tenant to provide demolition and/or lien and additions which are not movable trade fixtures shall be the property of Landlord completion bonds in a form and shall remain upon and be surrendered with the Premisesamount reasonably satisfactory to Landlord. To the extent such Alterations involve changes to the structure or systems of the Premises, as reasonably determined by Tenant’s architect or engineer, Tenant shall furnish to Landlord, give Landlord at least twenty (20) days' written notice prior to the commencement of construction, any Alterations to the proposed plans and specifications for Landlord’s approval, which approval shall not be unreasonably withheld, conditioned or delayed, and upon completion of construction, “as-built” plans and specifications for such AlterationsPremises. Landlord shall provide Tenant with its objections, in writing, have the right to Tenant’s proposed plans post notices of non-responsibility and specifications within fifteen (15) days after receipt from any other notices required or permitted by Applicable Law to avoid liability for any work performed by or on behalf of Tenant. If Tenant shall submit revised plans and specifications until such time as Landlord has approved Tenant’s proposed plans and specifications for such Alterations. If Landlord fails makes or causes to objectbe made any Alteration in violation of this Section, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant, then Landlord shall be deemed have the right to have approved require Tenant to remove such proposed plans Alteration and specificationsrestore the Premises to the condition existing prior to the making of such Alteration.

Alterations. Subject to 11.1 For the requirements purposes of this Article IX below and any insurers providing insurance coverage theretothe term "Alterations" shall include, Tenant may makewithout limitation, at its sole cost and expensedecorations, such alterationsinstallations, changes, restorations, replacements, additions, improvements and additions of any kind betterments. An alteration shall be deemed to the Premises (collectively referred to herein as the “Alterations”) as Tenant deems desirable in the conduct of its business provided that such Alterations: be structural if it involves or affects (a) do not reduce, diminish the exterior (or otherwise adversely affect the fair market value or utility exterior appearance) of the Building other than landscaping or the restriping of the parking areas located on the Demised Premises or the other areas of the Demised Premises outside the Building other than landscaping or the restriping of the parking areas located on the Demised Premises, or any part thereof; the roof or foundations of the Building, (b) do not reduce, diminish the supporting members or otherwise adversely affect the useful life structural elements of the PremisesBuilding, or any part thereof; and/or (c) do not change the general character or use any of the Premises Building systems in a material and adverse manner. After the completion of Tenant's Work, Tenant shall make no Alterations in or any part thereof. All alterations, improvements, expansions and additions to the Demised Premises, whether structural or non-structural, without Landlord's prior written consent, except as follows: (a) Tenant may make non-structural Alterations in each instance costing less than Fifty Thousand ($50,000) Dollars and decorative Alterations costing less than One Hundred Thousand ($100,000) Dollars without obtaining Landlord's consent. (b) Landlord agrees that it shall not unreasonably withhold or delay its consent to any part thereofother Alterations to the Demised Premises requested to be made by Tenant. (c) No structural Alterations in or to the Demised Premises shall be made by Tenant without obtaining Landlord's prior consent in each case, which consent shall not be unreasonably withheld or delayed. (i) shall be done at Tenant's sole expense; (ii) may be made at all hours and days; (iii) shall in all events comply with all Laws and Ordinances and all orders, rules and regulations of Insurance Boards; (iv) shall be made in a good and workmanlike manner and using materials comparable in compliance with applicable laws, ordinances, rules, regulations, codes and requirements and any recorded covenants, conditions or restrictions relating quality to the quality of the existing materials in the Demised Premises; and (v) shall, in the case of structural Alterations, non-structural Alterations costing in excess of Fifty Thousand ($50,000) Dollars and decorative Alterations costing in excess of One Hundred Thousand ($100,000) Dollars, be made only by contractors or mechanics approved by Landlord (which approval Landlord agrees not to unreasonably withhold or delay). 11.2 Prior to commencing any Alterations, Tenant shall furnish to Landlord, and obtain Landlord's prior written consent (unless said consent is not required pursuant to subparagraph (a) of Section 11.1) to: (i) Plans and specifications (to be prepared by and at the expense of Tenant), in detail, of such proposed Alterations, and Landlord agrees that provided Tenant otherwise complies with the provisions of this Article 11, Landlord shall not unreasonably withhold or delay its consent to plans and specifications in connection with Alterations, provided that Tenant shall not be obligated to provide such plans and specifications for non-structural Alterations costing less than Fifty Thousand ($50,000) Dollars, or decorative Alterations costing less than One Hundred Thousand ($100,000) Dollars; (ii) A certificate evidencing that Tenant (or Tenant's contractors) has (have) procured and paid for workmen's compensation and employer liability insurance covering all persons employed in connection with the work who might assert claims for death or bodily injury against Landlord, Tenant, the Land or the Building; (iii) Such additional personal injury and property damage insurance (over and above the insurance required to be carried by Tenant pursuant to the provisions of Article 7) and builder's risk fire and other casualty insurance as Landlord may reasonably require in connection with the work to be done by Tenant; and (iv) Such permits, authorizations or consents as may be required by any part thereofapplicable Law or Ordinance, all of which shall be obtained at Tenant's expense; provided, however, that no plans, specifications or applications shall be filed by Tenant with any governmental authority without first obtaining Landlord's consent (which Landlord agrees not to unreasonably withhold or delay to the extent provided elsewhere in this Article), except to the extent authorized under subparagraph (a) of Section 11.1. All alterationsLandlord agrees to cooperate with Tenant's efforts to obtain such permits, improvementsauthorizations and consents. Without limiting the generality of the foregoing, expansions Landlord shall execute and additions deliver and/or join in the execution and delivery of any building or alteration permit applicable requested by Tenant. 11.3 (Except for the property described in Section 11.5 which are not Tenant may remove at the end of the Term) in no event shall any material or equipment be incorporated in the Demised Premises in connection with any such Alteration which is subject to any lien, encumbrance, chattel mortgage, security interest, charge of any kind whatsoever, or is subject to any conditional sale or other similar or dissimilar title retention agreement. 11.4 Upon the termination of this Lease, Tenant shall be required to remove all Alterations with respect to which (i) Tenant was required to obtain Landlord's consent pursuant to subparagraph (a) of Section 11.1 hereof, and (ii) Landlord notified Tenant, at the time of Landlord's consent to the installation of such Alteration, that Tenant would have to remove the same from the Demised Premises at the termination of this Lease. 11.5 Where furnished by or at the expense of Tenant (except where same is a replacement of an item theretofore furnished and paid for by Landlord or against which Tenant has received a credit), all movable property, furniture, furnishings, trade fixtures and equipment (including such trade fixtures and equipment which may be attached to the Building due to the nature of Tenant's business) shall remain the property of Tenant, and may be removed by Tenant on or before the expiration of the Term, and, in case of damage by reason of the removal, Tenant shall restore the Demised Premises to good order and condition, normal wear and tear excepted. If Tenant shall fail to remove such property, Landlord may remove such property, and dispose of it or place it in storage. Any of such property not removed by Tenant shall, at the election of Landlord, be deemed to be abandoned by Tenant, and Landlord may return or dispose of such property as Landlord shall elect, without any liability to Tenant. 11.6 Except as provided in Sections 11.4 and 11.5, all of Landlord's Work and all of Tenant's Work shall become the property of Landlord and shall remain upon upon, and be surrendered with the Premises. To the extent such Alterations involve changes to the structure or systems of the with, said Demised Premises, as reasonably determined a part thereof, at the end of the Term. Except as provided in Sections 11.4 and 11.5, all Alterations upon the Demised Premises, made by either party subsequent to Landlord's Work and Tenant's Work, affixed to the realty shall become the property of Landlord and shall remain upon, and be surrendered with, said Demised Premises, as a part thereof, at the end of the Term. Except as provided in Sections 11.4 and 11.5, in no event shall Tenant be required or permitted to remove (a) the original installations made by Landlord as part of Landlord's Work or Tenant as part of Tenant's Work, or (b) Alterations, made by Tenant’s architect or engineer, . Any Alteration which is not removed by Tenant from the Building at the end of the Term shall furnish be deemed abandoned by Tenant to Landlord, prior to and Landlord may remove the commencement of construction, same from the proposed plans and specifications for Landlord’s approval, which approval shall not be unreasonably withheld, conditioned or delayed, and upon completion of construction, “as-built” plans and specifications for such Alterations. Landlord shall provide Tenant with its objections, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant. Tenant shall submit revised plans and specifications until such time as Landlord has approved Tenant’s proposed plans and specifications for such Alterations. If Landlord fails to object, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant, Landlord shall be deemed to have approved such proposed plans and specificationsDemised Premises.

Alterations. Subject to the requirements of Article IX below and any insurers providing insurance coverage thereto, Tenant may makenot make any improvement, at its sole cost and expensealteration, such alterations, improvements and additions of any kind addition or change to the Premises or to any mechanical, plumbing or HVAC facility or other system serving the Premises (collectively referred to herein as the an “AlterationsAlteration”) as without Landlord’s prior consent, which consent shall be requested by Tenant deems desirable in not less than 30 days before commencement of work and shall not be unreasonably withheld by Landlord. Notwithstanding the conduct of its business foregoing, Landlord’s prior consent shall not be required for any Alteration that is decorative only (e.g., carpet installation or painting) and not visible from outside the Premises, provided that such Alterations: Landlord receives 10 business days’ prior notice. For any Alteration, (a) do not reduceTenant, diminish or otherwise adversely affect the fair market value or utility of the Premisesbefore commencing work, or any part thereofshall deliver to Landlord, and obtain Landlord’s approval of, plans and specifications; (b) do not reduceLandlord, diminish or otherwise adversely affect the useful life of the Premisesin its discretion, or any part thereofmay require Tenant to obtain security for performance satisfactory to Landlord; and/or (c) Tenant shall deliver to Landlord “as built” drawings (in CAD format, if requested by Landlord), completion affidavits, full and final lien waivers, and all governmental approvals; and (d) Tenant shall pay Landlord upon demand (i) Landlord’s reasonable out-of-pocket expenses incurred in reviewing the work, and (ii) a coordination fee equal to 3% of the cost of the work; provided, however, that this clause (d) shall not apply to any Tenant Improvements and this clause (d)(ii) shall not apply to any Alterations that cost less than $50,000 or do not change require Landlord’s prior consent under this Section 7.2. If Tenant, while consisting solely of the general character or use Original Tenant Entities, requests Landlord’s consent to Alterations consisting of the physical separation of the Premises or any part thereof. All alterationsinto two separate suites, improvementseach with its own entrance, expansions Landlord shall not withhold such consent; provided, however, that Landlord may impose reasonable conditions upon such consent and additions to the Premises, or any part thereof, shall be made in a good and workmanlike manner and in compliance with applicable laws, ordinances, rules, regulations, codes and requirements and any recorded covenants, conditions or restrictions relating to the Premises, or any part thereof. All alterations, improvements, expansions and additions which are not movable trade fixtures shall be the property of Landlord and shall remain upon and be surrendered with the Premises. To the extent such Alterations involve changes to the structure or systems of the Premises, as reasonably determined by Tenant’s architect or engineer, Tenant shall furnish to Landlord, prior to the commencement of construction, the proposed plans and specifications for Landlord’s approval, which approval shall not be unreasonably withheld, conditioned or delayed, and upon completion of construction, “as-built” plans and specifications for such Alterations. Landlord shall provide Tenant with its objections, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant. Tenant shall submit revised plans and specifications until such time as Landlord has approved Tenant’s proposed plans and specifications for such Alterations. If Landlord fails to object, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant, Landlord shall be deemed to be, and to have approved such proposed plans and specificationsbeen timely identified by Landlord as, not Building-standard for purposes of Section 8.

Alterations. Subject Tenant shall make no alterations, additions or improvements ("Alterations'', which term shall include Tenant's Work) to the requirements Premises without the prior written consent of Article IX below and any insurers providing insurance coverage theretothe Landlord, Tenant may makewhich consent Landlord shall not unreasonably withhold, condition or delay. All Alterations shall be made at its Tenant's sole cost and expenseexpense (including the expense of complying with all Laws, such alterationsincluding those regarding Hazardous Materials, improvements if applicable, and additions the Americans With Disabilities Act of any kind 1990, as heretofore amended and as amended from time to time (the Premises (collectively referred to herein as the “Alterations”"ADA") as Tenant deems desirable in the conduct of its business provided that such Alterations: (a) do not reduceand Title 24 requirements), diminish or otherwise adversely affect the fair market value or utility of the Premises, or any part thereof; (b) do not reduce, diminish or otherwise adversely affect the useful life of the Premises, or any part thereof; and/or (c) do not change the general character or use of the Premises or any part thereof. All alterations, improvements, expansions and additions to the Premises, or any part thereof, shall be made in a good and workmanlike manner and manner, by a contractor reasonably approved by Landlord. Tenant, at Tenant's expense (or, at Landlord's election, Landlord at Tenant's expense) shall perform any work required to be performed in compliance with applicable laws, ordinances, rules, regulations, codes and requirements and any recorded covenants, conditions or restrictions relating to areas outside the Premises, or any part thereof. All alterations, improvements, expansions and additions which are not movable trade fixtures shall be the property of Landlord and shall remain upon and be surrendered with the Premises. To the extent such Alterations involve changes to the structure or systems Premises by reason of the Premises, as reasonably determined by Tenant’s architect or engineer, Alterations. Tenant shall furnish submit to Landlord, for Landlord's prior to the commencement of constructionwritten approval, the proposed complete plans and specifications for all work to be done by Tenant. Such plans and specifications shall be prepared by responsible licensed architect(s) and engineer(s) reasonably approved in writing by Landlord’s , shall comply with all applicable Laws, shall not adversely affect the Base Building Components, shall be in a form sufficient to secure the approval of all government authorities with jurisdiction over the approval thereof, and shall be otherwise satisfactory to Landlord in Landlord's reasonable discretion. Tenant shall provide Landlord advance written notice of the licensed architect(s) and engineer(s) whom Tenant proposes to engage to prepare such plans and specifications. Landlord shall promptly notify Tenant in writing whether Landlord approves or disapproves such architect(s) and engineer(s). Landlord's approval or consent to any such work shall not impose any liability upon Landlord, and no action taken by Landlord in connection with such approval, which approval including, without limitation, attending construction meetings of Tenant's contractors, shall render Tenant the agent of Landlord for purposes of constructing any Alterations. Tenant shall pay Landlord on demand prior to or during the course of construction of any Alterations an amount (the "Supervision Fee") equal to three percent (3%) of the total cost of such Alteration (and for purposes of calculating the Supervision Fee, such cost shall include architectural and engineering fees, but shall not be unreasonably withheld, conditioned or delayed, and upon completion include permit fees) as compensation to Landlord for Landlord's review of construction, “as-built” the plans and specifications for such Alterations and general oversight of the construction. In addition, Tenant shall reimburse Landlord within thirty (30) days after Landlord's written demand for Landlord's reasonable out of pocket expenses in connection with any Alterations. Landlord shall provide Tenant with its objections, in writingsuch as additional cleaning expenses, additional security services, fees and charges paid to Tenant’s proposed third party architects, engineers and other consultants for review of the work and the plans and specifications within fifteen (15) days after receipt from with respect thereto, and for other miscellaneous out of pocket costs incurred by Landlord as result of the work. In addition, with respect to any Alterations expected to cost in excess of $200,000.00, Landlord, at its election, may require Tenant to obtain at Tenant. Tenant shall submit revised plans 's sole cost and specifications until such time as expense a completion and lien indenmity bond, reasonably acceptable to Landlord has approved Tenant’s proposed plans and specifications for such Alterations. If Any Alterations, including, without limitation, moveable partitions that are affixed to the Premises (but excluding moveable, free standing partitions) and all carpeting, shall at once become part of the Building and the property of Landlord. Except as Landlord fails shall otherwise agree in writing as respects any particular Alterations, at Landlord's sole election any or all Alterations made for or by Tenant shall be removed by Tenant from the Premises at the expiration or sooner termination of this Lease and the Premises shall be restored by Tenant to objecttheir condition prior to the making of the Alterations, ordinary wear and tear and damage by casualty and condenmation excepted (provided that in writingthe event of a casualty, Tenant shall assign to Landlord any insurance proceeds received by Tenant that are attributable to any Alterations that were constructed by Tenant utilizing Landlord's Allowance (or any other tenant improvement allowance provided by Landlord), to Tenant’s proposed plans the extent such Alterations are not covered by Landlord's insurance); provided, however, that Tenant shall not be required to remove any Alterations that are of a type and specifications within fifteen (15) days after receipt from Tenantquantity that would reasonably be installed by or for a typical tenant using space for general office purposes in a normal and customary manner; provided further, however, with respect to Alterations made hereunder, Landlord shall make such designation, if at all, concurrently with Landlord's approval (if applicable) of the subject Alteration or improvement or systems and equipment so long as Tenant's request for approval shall state in bold face letters on the first page of the request for Landlord's consent the following language: "CONCURRENTLY WITH LANDLORD'S APPROVAL (IF APPLICABLE) OF THE ALTERATIONS DESCRIBED HEREIN, LANDLORD MUST ELECT, SUBJECT TO THE TERMS OF THE LEASE, WHETHER SUCH ALTERATIONS SHALL BE REQUIRED TO BE REMOVED BY TENANT." Notwithstanding the foregoing, Tenant shall have the right, without Landlord's consent, to make any Alteration that meets all of the following criteria (a "Cosmetic Alteration"): (a) the Alteration is decorative in nature (such as paint, carpet or other wall or floor finishes, movable partitions or other such work), (b) at least ten (10) days prior to commencement of work with respect to such Alteration, Tenant provides Landlord with plans with respect thereto or, if the Alteration is of such a nature that formal plans will not be prepared for the work, Tenant provides Landlord with a reasonably specific written description of the work, (c) such Alteration does not affect the Base Building Components or any structural components of the Building, and such Alteration is not visible from the exterior of the Premises, (d) the work will not decrease the value of the Premises, does not require a building permit or other governmental permit, uses only new materials comparable in quality to those being replaced and is performed in a workmanlike manner and in accordance with all Laws, (e) the work does not involve opening the ceiling of the Premises, (t) the work does not involve any Hazardous Materials other than incidental quantities of the same in normal and customary construction materials, such as paint, and (g) the total cost of the Alteration, including architectural and engineering fees, if any, does not exceed Seventy­ Five Thousand Dollars ($75,000.00) (excluding costs of painting and carpeting, which may be done without regard to such Seventy-Five Thousand Dollars ($75,000.00) cap). Tenant hereby acknowledges that notwithstanding anything contained herein to the contrary, Landlord is not and shall not be deemed to be a "participating owner" with respect to any Alterations (including, without limitation, Tenant's Work). Prior to commencement of any work at the Premises, Tenant shall obtain from all contractors, subcontractors, laborers, materialmen, and suppliers performing work in the Premises for Tenant a writing or writings duly executed by authorized representatives of such contractors, subcontractors, laborers, materialmen, or suppliers containing the following language or substantially identical provisions: "Contractor acknowledges and agrees that it is performing a work of improvement on a Tenant's leasehold interest and agrees to limit any right to impose a mechanic's or materiahnan's lien to Tenant's leasehold interest. Contractor further agrees that the work of improvement is not being performed at Landlord's insistence, is not being performed for the benefit of Landlord or Landlord's ownership (fee) interest, and that Landlord is not directing Contractor's work. Contractor further agrees that Landlord is not participating in the work of improvement or in Tenant's enterprise. Contractor further agrees that it will provide Landlord with written notice of commencement of work within three (3) business days following commencement, so that Landlord may timely post a Notice of Non-Responsibility. Contractor waives and relinquishes the benefit of the "participating owner" doctrine as stated in California law, and further waives and relinquishes any right it may otherwise have approved such proposed plans and specificationshad to impose any mechanic's or materialman's lien on Landlord's ownership interest in the property."

Alterations. Subject Tenant shall not make or suffer to the requirements of Article IX below and be made, any insurers providing insurance coverage thereto, Tenant may make, at its sole cost and expense, such ----------- alterations, additions or improvements and additions of any kind ("Alterations") in, on or to the Premises (collectively referred to herein as the “Alterations”) as Tenant deems desirable in the conduct of its business provided that such Alterations: (a) do not reduce, diminish or otherwise adversely affect the fair market value or utility of the Premises, or any part thereof; (b) do not reduce, diminish or otherwise adversely affect the useful life of the Premises, or any part thereof; and/or (c) do not change the general character or use of the Premises or any part thereof. All alterations, improvementswithout the prior written consent of Landlord; and any such alteration, expansions and additions addition, or improvement in, on or to the Premises, except movable furniture and trade fixtures, shall at once become a part of the Building and appurtenant realty and belong to Landlord. Any such alteration, addition or improvement by Tenant, shall be made at Tenant's sole cost and expense, and any part thereofcontractor or person selected by Tenant to make the same must first be approved in writing by Landlord. All of the foregoing, together with all repairs required to be made by Tenant, shall be made in a good and workmanlike manner and in compliance with applicable laws, ordinances, rules, regulations, codes and all governmental requirements and rating bureau recommendations, and shall be performed by competent workmen whose labor union affiliates are not incompatible with those of any recorded covenantsworkmen who may be employed in the Building by Landlord its contractors or subcontractors. Tenant shall obtain all necessary permits from governmental authorities. Tenant agrees not to create, conditions incur, impose, or restrictions permit, or suffer to exist any lien or other obligation against the Premises or Landlord (or shall provide adequate security or bond, in a manner satisfactory to Landlord, and use due diligence to contest any such lien or other obligation in good faith) by reason of any alteration or improvement or any repair or decoration permitted or required to be made by Tenant pursuant to this Lease, and Tenant agrees to hold Landlord harmless from and against any and all claims and demands by contractors or other third persons against the Premises or Landlord relating to or arising out of any such alteration, improvement, repair or decoration. This Paragraph 10 shall apply to any work performed by Tenant in making the PremisesPremises initially ready for use and occupancy. Notwithstanding the foregoing to the contrary, or any part thereof. All alterationsif the Alterations (i) are of a cosmetic nature such as painting, improvementswallpapering, expansions hanging pictures, millwork and additions which carpeting, (ii) are not movable trade fixtures visible from the exterior of the Premises or the Building and (iii) do not affect the systems or the structural elements of the Building, then such no consent shall be the property of Landlord and shall remain upon and be surrendered with the Premises. To the extent such Alterations involve changes required; provided that even if Landlord's consent to the structure or systems of the Premises, as reasonably determined by Tenant’s architect or engineeran Alteration is not required, Tenant shall furnish to Landlord, prior to the commencement of construction, the proposed plans and specifications for Landlord’s approval, which approval shall not be unreasonably withheld, conditioned or delayed, and upon completion of construction, “as-built” plans and specifications for such Alterations. Landlord shall provide Tenant still comply with its objections, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant. Tenant shall submit revised plans and specifications until such time as Landlord has approved Tenant’s proposed plans and specifications for such Alterations. If Landlord fails to object, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant, Landlord shall be deemed to have approved such proposed plans and specificationsthis Section.

Alterations. Subject Tenant shall not permit alterations in or to the requirements Leased Premises unless and until the plans and the contractor have been approved by Landlord in writing. As a condition of Article IX below Landlord's approval, Landlord may require Tenant to remove the alterations and any insurers providing insurance coverage theretorestore the Leased Premises upon termination of this Lease; otherwise, Tenant may make, all such alterations shall at its sole cost and expense, such alterations, improvements and additions of any kind to the Premises (collectively referred to herein as the “Alterations”) as Tenant deems desirable in the conduct of its business provided that such Alterations: (a) do not reduce, diminish or otherwise adversely affect the fair market value or utility Landlord's option become a part of the Premisesrealty and the property of Landlord, or any part thereof; (b) do and shall not reduce, diminish or otherwise adversely affect the useful life of the Premises, or any part thereof; and/or (c) do not change the general character or use of the Premises or any part thereofbe removed by Tenant. All alterations, improvements, expansions and additions to the Premises, or any part thereof, 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 in compliance with applicable lawsof quality equal to or better than the original construction of the Building, ordinances, rules, regulations, codes and requirements and any recorded covenants, conditions or restrictions relating to the Premises, or any part thereof. All alterations, improvements, expansions and additions which are not movable trade fixtures shall be the property of Landlord and shall remain upon and be surrendered that its contractors comply with the Premisesterms and conditions of Landlord's Building Contractor Guidelines (which Landlord agrees to furnish to Tenant upon request). To the extent such Alterations involve changes to the structure or systems Upon completion of the Premises, as reasonably determined by Tenant’s architect or engineerwork, Tenant shall furnish provide lien waivers from the subcontractors or a final affidavit of lien waiver from the general contractor, and such lien waiver shall be in a form acceptable to Landlord, prior . No person shall be entitled to any lien derived through or under Tenant for any labor or material furnished to the commencement of construction, the proposed plans and specifications for Landlord’s approval, which approval shall not be unreasonably withheld, conditioned or delayedLeased Premises, and upon completion nothing in this Lease shall be construed to constitute a consent by Landlord to the creation of construction, “as-built” plans and specifications any lien. If any lien is filed against the Leased Premises for such Alterations. Landlord shall provide Tenant with its objections, in writing, work claimed to have been done for or material claimed to have been furnished to Tenant’s proposed plans and specifications , Tenant shall cause such lien to be discharged of record within fifteen thirty (1530) days after receipt from Tenantfiling. Tenant shall submit revised plans indemnify Landlord from all costs, losses, expenses and specifications until such time as Landlord has approved Tenant’s proposed plans attorneys' fees in connection with any construction or alteration and specifications for such Alterations. If Landlord fails to object, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant, Landlord shall be deemed to have approved such proposed plans and specificationsany related lien.

Alterations. Subject 10.1. Lessee shall not, without first obtaining Lessor’s written consent, make or perform, or permit the making or performance of, any alterations, installations, improvements, additions and/or other physical changes in, to or upon the requirements Building, interior or exterior, or the Premises or any portion thereof (“Alterations”), provided, however, that minor items of Article IX below repair, adjustment and decoration not exceeding a cost of $50,000.00 for any insurers providing insurance coverage theretoone project (soft costs and hard costs together) shall not be deemed “Alterations” for the purposes of this Lease, Tenant may makebut only if such minor items of repair are strictly non-structural in nature. 10.2. Notwithstanding the obtaining of Lessor’s consent to any Alterations, all Alterations shall be made and performed at its Lessee’s sole cost and expense. Further, it is agreed, stipulated and understood (i) that together with Lessee’s request for Lessor’s consent to any Alterations, Lessee shall submit to Lessor detailed plans and specifications and such alterationsother information with respect to the proposed Alterations as Lessor shall reasonably request, improvements and additions (ii) that Lessor shall be provided with reasonable opportunity to bid with respect to carrying out of any kind Alterations, and (iii) that if the Alterations are not to be carried out by Lessor, then Lessee shall deliver notice to Lessor of the name and address of the proposed contractor, and if Lessor objects to such contractor carrying out Alterations to the Premises and can show reasonable grounds for such objection (collectively referred which shall not be simply based upon professional competition) then Lessee shall not employ such contractor to herein carry out the Alterations in question. 10.3. Prior to the commencement of any proposed Alterations, Lessee shall furnish to Lessor duplicate original policies of (or Certificates of Insurance evidencing) worker’s compensation insurance covering all persons employed by Lessee in connection with such Alterations, including those to be employed by all contractors and subcontractors and such policies shall be issued by companies, and shall be in form and amounts, reasonably satisfactory to Lessor and shall be maintained by Lessee or by the applicable contractors or subcontractors, as the “Alterations”) as Tenant deems desirable in case may be, until the conduct completion of its business provided that such Alterations: . Lessee shall also furnish partial waivers of mechanics liens for all work performed and paid for in connection with such Alterations, and copies of all necessary Permits. 10.4. In the event that any mechanics or other lien or any notice of intention to file a lien is filed against the Premises in connection with any Alterations, Lessee shall promptly cause the same to be discharged of record by payment, bond, order of a court of competent jurisdiction or any other method permitted by law, and in any event, within sixty (a60) do not reduce, diminish or otherwise adversely affect the fair market value or utility days after receiving notice of the Premisessame. Lessee shall indemnify and save Lessor harmless from and against all costs, or any part thereof; liabilities, suits, penalties, claims, and demands (bincluding reasonable counsel fee and disbursements) do not reduce, diminish or otherwise adversely affect in connection with the useful life commencement and prosecution of the Premisesforeclosure of any such mechanics or other lien. If Lessee shall fail to comply with the foregoing provisions, Lessor shall have the option (but not the obligation) of paying and discharging or bonding any part thereof; and/or such lien, the cost thereof to be payable by Lessee to Lessor within ten (c10) do not change the general character or use days of the Premises or receiving a ▇▇▇▇ therefor, as Additional Rent hereunder. 10.5. Notwithstanding Lessor’s approval of plans and specifications for any part thereof. All alterationsAlterations, improvements, expansions and additions to the Premises, or any part thereof, all Alterations shall be made and performed in a good and workmanlike manner and in full compliance with all applicable lawsLaws then in effect and all necessary Permits, ordinancesand all materials and equipment to be incorporated in the Building as a result of any Alterations shall be of a quality consistent with that existing at the date thereof. Lessor shall jointly sign any application made by Lessee for any building permit whether or not the work in question requires Lessor’s consent hereunder. 10.6. Approval by Lessor of any plans, rulesspecifications or selection of materials by Lessee in connection with any Alterations shall not constitute an assumption of any responsibility by Lessor of any kind, regulationsincluding (but not limited to) as to their accuracy or sufficiency. Lessee shall be solely responsible for such plans, codes specifications and requirements the selection of materials. Lessee covenants and agrees to indemnify Lessor and hold Lessor harmless against and from any and all claims, costs, suits, damages and liability whatsoever arising out of or as a result of any Alterations performed by Lessee or by Lessee’s contractors, subcontractors, agents or employees, including reasonable attorneys fees for the defense thereof. 10.7. All Alterations and any recorded covenantsreplacements therefor, conditions whether temporary or restrictions relating permanent in character, which are made by Lessee pursuant to the Premises, or any part thereof. All alterations, improvements, expansions and additions which are not movable trade fixtures provisions of this Section 10 (unless the same shall constitute Lessee’s Personalty pursuant to the provisions of Section 19.1 below) shall be the property of Landlord Lessor immediately upon the installation of the same and shall remain upon and be surrendered with the Premises. To Premises as a part thereof at the extent such Alterations involve changes to the structure or systems expiration of the PremisesInitial Term or, if appropriate, the Renewal Term, without compensation to Lessee. Notwithstanding the foregoing, at the expiration of the Initial Term or Renewal Term (as reasonably determined by Tenantappropriate) Lessor shall have the option to require Lessee, at Lessee’s architect or engineersole cost and expense, Tenant shall furnish to Landlord, restore the Premises to their condition prior to the commencement carrying out of constructionsuch Alterations, the proposed plans ordinary wear and specifications for Landlord’s approvaltear excepted, which approval provided that it is agreed and understood that this option of Lessor shall not be unreasonably withheld, conditioned apply to Lessee’s Initial Work or delayedLessee’s Additional Work, and upon completion provided further that Lessor shall only be permitted to require such restoration in the event that Lessor made such a requirement an express condition of construction, “as-built” plans and specifications for Lessor’s consent to such Alterations. Landlord shall provide Tenant with its objections, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant. Tenant shall submit revised plans and specifications until Alterations at the time such time as Landlord has approved Tenant’s proposed plans and specifications for such Alterations. If Landlord fails to object, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant, Landlord shall be deemed to have approved such proposed plans and specificationsconsent was granted.

Alterations. Subject (a) Tenant shall not do any painting or decorating, or erect any partitions, make any alterations in the Premises or do any nailing, boring or screwing into the ceilings, walls or floors thereof, without Landlord's prior written consent in each and every instance. Unless otherwise agreed by Landlord and Tenant in writing, all such work shall be performed either by or under the direction of Landlord, but at the cost of Tenant. If Landlord consents to such alterations, before commencement of the work or delivery of any materials onto the Premises or into the Office Building, Tenant shall furnish to Landlord for approval: (i) plans and specifications; (ii) names and addresses of contractors; (iii) copies of contracts; (iv) necessary governmental permits; (v) indemnification in form and amount reasonably satisfactory to Landlord; and (vi) certificates of insurance from all contractors performing labor or furnishing materials, insuring against any and all claims, costs, damages, liabilities and expenses which may arise in connection with the alterations or additions. (b) Whether the Tenant furnished Landlord the foregoing or not, Tenant hereby agrees to hold Landlord, its beneficiaries, and their respective agents and employees harmless from any and all liabilities of every kind and description which may arise out of or be connected in any way with said alterations or additions. Any mechanic's lien filed against the Premises, the Office Building or the Land, for work claimed to have been furnished by Tenant shall be discharged of record by Tenant within ten (10) days thereafter, at Tenant's expense. Upon completing any alterations, Tenant shall furnish Landlord with contractors' affidavits and full and final waivers of lien and receipted bills covering all labor and materials expended and used in connection herewith. (c) All alterations shall comply with the requirements of Article IX below all insurance policies covering the Office Building and of the issuing insurance companies and with all ordinances and regulations of the Village of Lake Bluff or any department or agency thereof having jurisdiction of the Premises and with the requirements of all laws, statutes and regulations of Lake County, the State of Illinois and the United States Government and any insurers providing insurance coverage thereto, Tenant may make, at its sole cost and expense, such alterations, improvements and additions of any kind to the Premises (collectively referred to herein as the “Alterations”) as Tenant deems desirable in the conduct of its business provided that such Alterations: (a) do not reduce, diminish department or otherwise adversely affect the fair market value or utility agency thereof having jurisdiction of the Premises, or any part thereof; (b) do not reduce, diminish or otherwise adversely affect the useful life of the Premises, or any part thereof; and/or (c) do not change the general character or use of the Premises or any part thereof. All alterations, improvements, expansions alterations and additions to the Premises, or any part thereof, shall be made constructed in a good and workmanlike manner with good grades of new materials. (d) Except as otherwise provided in Section 20, all additions (including drapes and blinds), decorations, hardware, non-trade fixtures and all improvements, temporary or permanent, in compliance with applicable laws, ordinances, rules, regulations, codes and requirements and any recorded covenants, conditions or restrictions relating to upon the Premises, whether placed there by Tenant or any part thereof. All alterationsby Landlord, improvementsshall, expansions and additions which are not movable trade fixtures shall be the unless Landlord requests their removal, become Landlord's property of Landlord and shall remain upon and be surrendered with the PremisesPremises at the termination of this Lease by lapse of time or otherwise without compensation or allowance or credit to Tenant. To the extent such Alterations involve changes to the structure or systems of the PremisesIf, as reasonably determined by Tenant’s architect or engineerupon Landlord's request, Tenant does not remove said additions, decorations, hardware, non-trade fixtures and improvements, Landlord may remove the same and Tenant shall furnish pay to Landlord, prior upon demand, the cost of such removal and the cost of repairing any damage to the commencement of construction, the proposed plans and specifications for Landlord’s approval, which approval shall not be unreasonably withheld, conditioned or delayed, and upon completion of construction, “as-built” plans and specifications for Premises occasioned by such Alterations. Landlord shall provide Tenant with its objections, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant. Tenant shall submit revised plans and specifications until such time as Landlord has approved Tenant’s proposed plans and specifications for such Alterations. If Landlord fails to object, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant, Landlord shall be deemed to have approved such proposed plans and specificationsremoval.

Alterations. Subject to the requirements of Article IX below and Tenant shall not make any insurers providing insurance coverage thereto, Tenant may make, at its sole cost and expense, such alterations, improvements and additions of any kind alterations to the Premises (collectively referred to herein as the “Alterations”) as Tenant deems desirable in the conduct of its business provided that such Alterations: (a) do not reduce, diminish or otherwise adversely affect the fair market value or utility structure of the PremisesBuilding or any Building system (electrical, plumbing, mechanical or life safety), or install any part thereof; (b) do not reduce, diminish wall or otherwise adversely affect the useful life of the Premises, or any part thereof; and/or (c) do not change the general character or use of the Premises or any part thereof. All alterations, improvements, expansions and additions to the Premises, or any part thereof, shall be made in a good and workmanlike manner and in compliance with applicable laws, ordinances, rules, regulations, codes and requirements and any recorded covenants, conditions or restrictions relating to the Premises, or any part thereof. All alterations, improvements, expansions and additions which are not movable trade fixtures shall be the property of Landlord and shall remain upon and be surrendered with the Premises. To the extent such Alterations involve changes to the structure or systems of the Premises, as reasonably determined by Tenant’s architect or engineer, Tenant shall furnish to Landlord, prior to the commencement of construction, the proposed plans and specifications for floor covering without Landlord’s approvalprior written consent which may be withheld in Landlord’s sole discretion. With respect to any other alteration requested by ▇▇▇▇▇▇, which approval ▇▇▇▇▇▇▇▇’s consent shall not be unreasonably withheld. Should Landlord consent in writing to Tenant’s alteration of the Premises, conditioned or delayedTenant shall contract with a contractor approved by Landlord for the construction of such alterations, shall secure all appropriate governmental approvals and permits, and upon completion of construction, “as-built” shall complete such alterations with due diligence in compliance with the plans and specifications approved by Landlord. All such construction shall be performed in a manner which will not interfere with the quiet enjoyment of other tenants of the Building. Any such alterations, wiring, cables, or conduit installed by Tenant shall at once become part of the Premises and belong to Landlord except for such Alterationsremovable machinery and unattached movable trade fixtures. Landlord may at its option require that Tenant remove any alterations, wiring, cables or conduit installed by or for Tenant and restore the Premises to the original condition upon termination of this Lease. Landlord shall provide have the right to post notices of nonresponsibility in connection with work being performed by ▇▇▇▇▇▇ in the Premises. Work by Tenant shall comply with its objections, in writing, all laws then applicable to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenantthe Premises. Tenant shall submit revised plans and specifications until such time as Landlord has approved not allow any liens to attach to the Building or Tenant’s proposed plans interest in the Premises as a result of its activities or any alterations. Landlord may perform alterations to or change the configuration of the Building, the Building, the parking area, and specifications for such Alterations. If Landlord fails to object, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant, Landlord shall be deemed to have approved such proposed plans and specificationsother common areas.

Alterations. Subject Except as provided in Section 11.1(c) below, Purchaser shall not make any alterations or repairs to the requirements of Article IX below and Premises or erect any insurers providing insurance coverage thereto, Tenant structures on or near the Premises which may make, at adversely affect the System or its sole cost and expense, access to Solar Insolation without Provider’s prior written consent. If Purchaser wishes to make such alterations, improvements and additions repairs, or erection of any kind structures, Purchaser shall give prior written notice to Provider, setting forth the work to be undertaken (except for emergency repairs, for which notice may be given by telephone), and give Provider the opportunity to advise Purchaser in making such alterations, repairs or erection of any structures in a manner that avoids damage to the Premises System, but, notwithstanding any such advice, Purchaser shall be responsible for all damage (collectively referred to herein as including any adverse impact on the “Alterations”) as Tenant deems desirable in the conduct of its business provided that such Alterations: (a) do not reduce, diminish or otherwise adversely affect the fair market value or utility performance of the PremisesSystem or access to Solar Insolation) to the System caused by such alterations, repairs, or erection of any part thereof; (b) do not reduce, diminish or otherwise adversely affect the useful life of the Premises, or any part thereof; and/or (c) do not change the general character or use of the Premises or any part thereofstructures. All of Purchaser’s alterations, improvements, expansions repairs and additions to the Premises, or erection of any part thereof, shall structures will be made done in a good and workmanlike manner and in compliance with applicable laws, ordinances, rules, regulationsall Applicable Laws, codes and requirements and permits. Except as expressly permitted under this Master Agreement, Purchaser will not modify the System or affix or remove any recorded covenants, conditions or restrictions relating accessory to the PremisesSystem. If Provider provides prior written consent to Purchaser to perform an alteration, repair or erection of any part thereof. All alterationsstructures pursuant to this Section 7.2(h), improvements, expansions and additions which are not movable trade fixtures shall be the property delivery of Landlord and shall remain upon and be surrendered with the Premises. To the extent such Alterations involve changes Solar Output is reduced when compared to the structure or systems Estimated Production amounts specified in Schedule 6 of the PremisesSPPA for any period of time during the performance of such alteration or repair work, Purchaser shall pay Provider: (1) the applicable kWh Rate for the pro-rata expected generation that would have been produced during such period, according to the Estimated Production amounts specified in Schedule 6 of the SPPA; and (2) the Fair Market Value of any Environmental Attributes related to such pro-rata expected generation, as reasonably determined by Tenant’s architect or engineer, Tenant shall furnish to Landlord, prior Provider. Notwithstanding anything herein to the commencement of construction, the proposed plans and specifications for Landlord’s approval, which approval shall not be unreasonably withheld, conditioned or delayed, and upon completion of construction, “as-built” plans and specifications for such Alterations. Landlord shall provide Tenant with its objectionscontrary, in writingno event shall Purchaser be permitted to make any alteration, repair or erect any structure to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant. Tenant shall submit revised plans and specifications until the Premises such time as Landlord has approved Tenant’s proposed plans and specifications for such Alterations. If Landlord fails that it causes an impairment to object, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant, Landlord shall be deemed to have approved such proposed plans and specificationsthe Incentives.

Alterations. Subject to the requirements of Article IX below and any insurers providing insurance coverage thereto, Tenant may shall not make, at its sole cost and expenseor permit to be made, any alteration, improvement or addition to, or install, or permit to be installed, any fixture or equipment (other than desk top electrical equipment) in, the Premises without the prior written consent of Landlord; PROVIDED, HOWEVER, TENANT SHALL HAVE THE RIGHT WITHOUT THE PRIOR WRITTEN CONSENT OF LANDLORD, TO MAKE NON-STRUCTURAL, COSMETIC ALTERATIONS WITH AN AGGREGATE COST OF LESS THAN TEN THOUSAND DOLLARS )$10,000.00), PROVIDED THAT TENANT NOTIFIES LANDLORD IN WRITING AT LEAST FIVE (5) BUSINESS DAYS IN ADVANCE OF THE NATURE AND EXTENT OF SUCH PROPOSED ALTERATIONS. All such alterations, improvements and additions of any kind (including all articles attached to the Premises (collectively referred to herein as the “Alterations”) as Tenant deems desirable in the conduct of its business provided that such Alterations: (a) do not reducefloor, diminish wall or otherwise adversely affect the fair market value or utility ceiling of the Premises, or any part thereof; (b) do not reduce, diminish or otherwise adversely affect the useful life of the Premises, or any part thereof; and/or (c) do not change the general character or use of the Premises or any part thereof. All alterations, improvements, expansions and additions to the Premises, or any part thereof, shall be made in a good and workmanlike manner and in compliance with applicable laws, ordinances, rules, regulations, codes and requirements and any recorded covenants, conditions or restrictions relating to the Premises, or any part thereof. All alterations, improvements, expansions and additions which are not movable trade fixtures shall be become the property of Landlord and shall remain upon and shall, at Landlord's election, be (a) surrendered with the Premises. To Premises as part thereof at the extent such Alterations involve changes to the structure termination or systems expiration of the PremisesTerm, as reasonably determined without any payment, reimbursement or compensation therefor, or (b) removed by Tenant’s architect or engineer, Tenant shall furnish to Landlordat Tenant's expense, prior to the commencement of construction, the proposed plans and specifications for Landlord’s approval, which approval shall not be unreasonably withheld, conditioned or delayed, and upon completion of construction, “as-built” plans and specifications for with all damage caused by such Alterations. Landlord shall provide Tenant with its objections, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from removal repaired by Tenant. Tenant shall submit revised plans may remove Tena▇▇'▇ ▇rade fixtures, office supplies, movable office furniture and specifications until equipment not attached to the Building provided such time as Landlord has approved Tenant’s proposed plans and specifications for such Alterations. If Landlord fails to object, in writing, to Tenant’s proposed plans and specifications removal is made within fifteen (15) five days after receipt from Tenantthe expiration of the Term, Landlord shall be deemed to have approved no uncured Event of Default has occurred and Tenant promptly repairs all damage caused by such proposed plans and specificationsremoval.

Alterations. Subject (a) Tenant shall be entitled to make non-structural, cosmetic alterations to the requirements Leased Premises costing in the aggregate not in excess of Article IX below $100,000.00 per calendar year without Landlord’s consent, as long as such alterations: (i) do not involve structural portions of the Leased Premises or Building; (ii) do not involve Building systems (including, but not limited to, HVAC systems, life safety systems, electrical and plumbing systems); (iii) do not involve excess noise or fumes of any insurers providing type; and (iv) are not visible from outside of the Leased Premises (“Cosmetic Alterations”). Tenant shall provide not less than ten (10) days’ prior written notice to Landlord of Tenant’s intention to perform any Cosmetic Alterations, which notice shall include a reasonable description of the nature of the Cosmetic Alterations to be performed and the plans and specifications therefor, if any, a list of contractors and subcontractors to perform the work (and certificates of insurance coverage theretofor each such party), the anticipated time of commencement and the anticipated time of completion. Except for Cosmetic Alterations, Tenant shall not permit alterations in or to the Leased Premises unless and until Landlord has approved the plans therefor in writing. Provided that the criteria set forth in clauses (i) through (iv) above in this paragraph are met, Landlord will not unreasonably withhold, condition or delay its approval. If Landlord fails to respond to any request by Tenant for approval of any alterations within five (5) business days after its receipt of such request, Landlord shall be deemed to have disapproved such alterations. However, if Landlord is deemed to have disapproved such alterations by reason of Landlord’s failure to timely notify Tenant in writing of Landlord’s approval or disapproval, Tenant may makeprovide Landlord with written notice of such failure to respond (the “Second Notice”), which, in order to be effective, must clearly, conspicuously and in bold type face set forth the following statement at the top of the first page of the Second Notice: “SECOND NOTICE! THE FAILURE OF LANDLORD TO RESPOND WITHIN FIVE (5) BUSINESS DAYS AFTER THE RECEIPT OF THIS SECOND NOTICE BY LANDLORD SHALL BE DEEMED TO BE APPROVAL OF THE PROPOSED ALTERATIONS.” If Landlord should fail to notify Tenant in writing of its sole cost and expenseelection as to such proposed alterations within five (5) business days after receipt of such Second Notice, Landlord shall be deemed to have approved the applicable alterations. If Tenant undertakes any alternations without Landlord’s consent that do, in fact, require such consent, without limiting any other remedy available to Landlord, Landlord shall have the right to cause Tenant to remove such alterations, improvements and additions of any kind to the Premises (collectively referred to herein as the “Alterations”) as . Tenant deems desirable in the conduct of its business provided shall ensure that such Alterations: (a) do not reduce, diminish or otherwise adversely affect the fair market value or utility of the Premises, or any part thereof; (b) do not reduce, diminish or otherwise adversely affect the useful life of the Premises, or any part thereof; and/or (c) do not change the general character or use of the Premises or any part thereof. All alterations, improvements, expansions and additions to the Premises, or any part thereof, all alterations shall be made in accordance with all applicable Laws, in a good and workmanlike manner and in compliance with applicable laws, ordinances, rules, regulations, codes and requirements and any recorded covenants, conditions or restrictions relating of a quality at least equal to the Premises, or any part thereof. All alterations, improvements, expansions and additions which are not movable trade fixtures shall be the property of Landlord and shall remain upon and be surrendered with the Premises. To the extent such Alterations involve changes to the structure or systems quality of the Premises, as reasonably determined by Tenant’s architect or engineer, original construction of the Building. In the event that Tenant shall furnish to Landlordmakes any alterations, prior to the commencement thereof, Tenant shall provide Landlord with evidence that Tenant’s general contractor carries commercial general liability insurance (including property damage coverage), worker’s compensation insurance, and “Builder’s Risk” insurance in an amount reasonably approved by Landlord covering the construction of constructionsuch alterations, and such other insurance as Landlord may reasonably require. In addition, Landlord may, in its discretion, require Tenant to obtain lien, payment, and performance bonds, or some alternate form of security reasonably satisfactory to Landlord in an amount sufficient to ensure the proposed plans lien-free completion of such alterations and specifications naming Landlord and any Mortgagee as co-obligees. 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 approvalconsent to the creation of any lien. If any lien is filed against the Leased Premises for work claimed to have been done for or materials claimed to have been furnished to Tenant, which Tenant shall cause such lien to be discharged of record or bonded over within thirty (30) days after filing. Tenant shall indemnify Landlord from all costs, losses, expenses and attorneys’ fees in connection with any construction or alteration and any related lien. Tenant, at its expense, shall, as and when required, promptly obtain certificates of partial and final approval of such alterations required under any Laws and shall not be unreasonably withheldfurnish Landlord with copies thereof, conditioned or delayed, and upon completion of construction, together with “as-built” plans and specifications for such Alterationsalterations, using customary naming conventions and other features provided for by the American Institute of Architects (or such other naming conventions as Landlord may accept). The parties acknowledge that: (A) the mere placement of Tenant’s machinery and other movable trade fixtures within the Leased Premises, and any changes specifically to such items, shall not be considered “alterations” for purposes of this Section 7.03(a); and (B) the performance of Landlord’s Work shall be governed by the Work Letter, not this Section 7.03(a). (b) Subject to Section 7.04 below, unless Tenant receives written approval from Landlord, at the time Landlord shall provide Tenant with its objections, in writingapproves such alterations, to surrender such alterations with the Leased Premises (which Tenant may request at such time), Landlord may, by written notice to Tenant, require Tenant, at Tenant’s proposed plans expense, to remove the Landlord’s Work and/or any alterations, and specifications within fifteen (15) days after receipt from Tenantto repair any damage to the Leased Premises and/or the Building caused by such removal. However, notwithstanding the foregoing, Tenant shall submit revised plans not be required to remove any customary general office installations (as opposed to alterations, leasehold improvements or physical additions which are not standard office installations, such as, without limitation, kitchens, pantries, raised computer floors, computer rooms, data centers, safe deposit boxes, vaults, libraries or file rooms requiring reinforcement of floors, floor slab penetrations, and specifications until such time other alterations and/or leasehold improvements of a similar character, and as Landlord has approved Tenant’s proposed plans and specifications for such Alterations. If Landlord fails opposed to objectalterations, in writing, leasehold improvements or physical additions which relate to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant, Landlord shall be deemed to have approved such proposed plans and specificationsnon-office uses).

Alterations. Subject (A) Tenant, upon at least ten (10) days written notice to Landlord, but without obtaining Landlord’s consent, may make Alterations which are purely decorative in nature such as painting, carpeting, wall covering, and the requirements like (such Alterations, hereinafter “Decorative Alterations”). Tenant shall not make or permit to be made any other Alterations without Landlord’s prior written consent, which consent shall not be unreasonably withheld, conditioned or delayed, provided that (1) with the exception of Landlord designated areas for Tenant’s exterior ground floor signage (which shall be governed by the provisions of Article IX below and any insurers providing insurance coverage thereto, Tenant may make, at its sole cost and expense, such alterations, improvements and additions of any kind to 31). the Premises (collectively referred to herein as the “Alterations”) as Tenant deems desirable in the conduct of its business provided that such Alterations: (a) do not reduce, diminish or otherwise adversely affect the fair market value or utility outside appearance of the Premises, or any part thereofBuilding shall not be affected; (b2) do not reduce, diminish or otherwise adversely affect the useful life structural integrity of the PremisesBuilding shall not be affected; (3) except as otherwise expressly provided in this Lease, or any no part thereof; and/or (c) do not change of the general character or use Building outside of the Premises or any part thereofshall be affected; and (4) the proper functioning of the Building Systems shall not be affected. All alterationsReference is made to Schedule B annexed to this Lease, improvementswhich contains the Building Rules and Regulations for Construction Work applicable to the Building, expansions which is incorporated by reference in this Lease. Landlord reserves the right to make reasonable changes and additions to the PremisesBuilding Rules and Regulations for Construction Work upon fifteen (15) days’ prior notice to Tenant, provided however, that such changes or any part thereof, additions shall be made in a good and workmanlike manner and in compliance with applicable laws, ordinances, rules, regulations, codes and requirements and any recorded covenants, conditions or restrictions relating to the Premises, or any part thereof. All alterations, improvements, expansions and additions which are not movable trade fixtures shall be the property of Landlord and shall remain upon and be surrendered (i) conflict with the Premises. To the extent such Alterations involve changes express provisions of this Lease, (ii) be discriminatorily applied to the structure Tenant or systems of the Premises, as reasonably determined by (iii) materially increase Tenant’s architect obligations or engineerdecrease Tenant’s rights under this Lease. (B) (1) Prior to making any Alterations (including the Initial Alterations), Tenant shall furnish shall, at Tenant’s expense, (i) other than with respect to LandlordDecorative Alterations, prior submit to the commencement Landlord three (3) sets of constructionblue lines of final, the proposed stamped and detailed plans and specifications (including layout, architectural, electrical, mechanical and structural drawings) that comply with all Laws for each proposed Alteration, and Tenant shall not commence any such Alteration without first obtaining Landlord’s approvalapproval of such plans and specifications, which approval shall not be unreasonably withheld, conditioned or delayed, (ii) obtain all permits, approvals and upon certificates required by any Government Authorities, and (iii) furnish to Landlord certificates evidencing worker’s compensation insurance (covering all persons to be employed by Tenant, and Tenant’s contractors and subcontractors, in connection with such Alteration) and commercial general liability insurance (including premises operation, bodily injury, personal injury, death, independent contractors, products and completed operations, broad form contractual liability and broad form property damage coverages) in such form, with such companies, for such periods and in such amounts as Landlord may reasonably approve, and as otherwise specified in Schedule G annexed to this Lease, naming Landlord and its agents, any Lessor and any Mortgagee, as additional insureds. Notwithstanding the foregoing, Tenant shall submit Tenant’s plans and specifications to applicable Government Authorities in such format as may be required by such Government Authorities. Within thirty (30) days after completion of constructionsuch Alteration or as soon thereafter as reasonably practicable, Tenant, at Tenant’s expense, shall obtain certificates of final approval of such Alterations required by any Government Authority and shall furnish Landlord with copies thereof, together with the “as-built” plans and specifications for such Alterations. Landlord shall provide Tenant with its objections, in writingAutoCad, Release 14 format (or such updated format then in use), either on a 3 1/2” disk or CD Rom, or such other format as shall from time to Tenant’s proposed time be reasonably designated by Landlord. All Alterations shall be made and performed substantially in accordance with the plans and specifications within fifteen (15) days after receipt from Tenanttherefor as approved by Landlord, all Laws and the Rules and Regulations. Tenant shall submit revised plans All materials and specifications until such time equipment to be incorporated in the Premises as Landlord has approved Tenant’s proposed plans and specifications for such Alterations. If Landlord fails to object, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant, Landlord a result of any Alterations shall be deemed of quality equal to have approved tenant space finishes generally used in the Building, and no such proposed plans materials or equipment shall be subject to any lien, encumbrance, chattel mortgage, title retention or security agreement. In addition, except for Decorative Alterations, any Alteration for which the cost of labor and specificationsmaterials (as estimated by Landlord’s architect, engineer or contractor) is in excess of One Hundred Fifty Thousand ($150,000.00) Dollars and requires a building permit, shall be performed only under the supervision of a licensed architect selected by Tenant.

Alterations. Subject 11.1 Other than Landlord's Work and Tenant's Work (as such terms are defined in EXHIBIT B attached hereto), Tenant shall not make any alterations, additions or improvements to the requirements of Article IX below and any insurers providing insurance coverage thereto, Tenant may make, at its sole cost and expense, such alterations, improvements and additions of any kind to the Demised Premises (collectively referred to herein as collectively, the “"Alterations”") as Tenant deems desirable in without the conduct prior written consent of its business provided that such Alterations: (a) do not reduceLandlord, diminish or otherwise adversely affect except for the fair market value or utility installation of the Premisesunattached, or any part thereof; (b) do not reduce, diminish or otherwise adversely affect the useful life of the Premises, or any part thereof; and/or (c) do not change the general character or use of the Premises or any part thereof. All alterations, improvements, expansions and additions to the Premises, or any part thereof, shall be made in a good and workmanlike manner and in compliance with applicable laws, ordinances, rules, regulations, codes and requirements and any recorded covenants, conditions or restrictions relating to the Premises, or any part thereof. All alterations, improvements, expansions and additions which are not movable trade fixtures shall which may be installed without drilling, cutting or otherwise defacing the property of Landlord and shall remain upon and be surrendered with the Demised Premises. To Tenant shall furnish complete plans and specifications to Landlord at the extent such time it requests Landlord's consent to any Alterations involve changes to if the structure desired Alterations (i) will affect the Industrial Complex's mechanical, electrical, plumbing or life safety systems or services, or (ii) will affect any structural component of the PremisesDemised Premises or the Industrial Complex, as reasonably determined by Tenant’s architect or engineer(iii) will require the filing of plans and specifications with any governmental or quasi-governmental agency or authority, or (iv) will cost in excess of Twenty-Five Thousand Dollars ($25,000.00). Subsequent to obtaining Landlord's consent and prior to commencement of the Alterations, Tenant shall furnish 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 bill for all of Landlord's reasonable actual out-of-pocket costs (up ▇▇ a maximum of five percent (5%) of the cost of such Alterations) incurred in connection with any Alterations, prior to including, without limitation, all management, engineering, outside consulting, and construction fees incurred by or on behalf of Landlord for the commencement review and approval of construction, the proposed Tenant's plans and specifications and for Landlord’s approval, which approval shall not be unreasonably withheld, conditioned or delayed, and upon completion the monitoring of construction, “as-built” plans and specifications for such Alterations. Landlord shall provide Tenant with its objections, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant. Tenant shall submit revised plans and specifications until such time as Landlord has approved Tenant’s proposed plans and specifications for such construction of the Alterations. If Landlord fails consents to objectthe making of any Alterations, such Alterations shall be made by Tenant at Tenant's sole cost and expense by a contractor approved in writing, to Tenant’s proposed plans and specifications within fifteen writing in advance by Landlord. Tenant shall give Landlord not less than ten (1510) days after receipt from advance written notice of the commencement of Tenant, 's Alterations to enable Landlord shall be deemed to have approved such proposed plans post and specifications.record notices of

Alterations. Subject to the requirements of Article IX below and any insurers providing insurance coverage thereto, 17.1 Tenant may make, at its sole cost and expense, such shall make no alterations, additions or improvements and additions of any kind to the Premises (collectively referred to herein as the hereinafter in this article, “AlterationsImprovements”) as Tenant deems desirable in the conduct of its business provided that such Alterations: (a) do not reduce, diminish or otherwise adversely affect the fair market value or utility of the Premises, or any part thereof; (b) do not reduce, diminish or otherwise adversely affect the useful life of the Premises, or any part thereof; and/or (c) do not change the general character or use of the Premises or any part thereof. All alterations, improvements, expansions and additions to the Premises, except for non-structural improvements costing less than $50,000, without Landlord’s prior written consent, which shall not be unreasonably withheld. Tenant shall deliver to Landlord final plans and specifications and working drawings for the improvements to Landlord, and Landlord shall have ten (10) days thereafter to grant or any part thereofwithhold its consent. If Landlord does not notify Tenant of its decision within the ten (10) days, Landlord shall be deemed to have given its approval. 17.2 If a permit is required to construct the Improvements, Tenant shall deliver a completed, signed-off inspection card to Landlord within ten (10) days of completion of the Improvements, and shall promptly thereafter obtain and record a notice of completion and deliver a copy thereof to Landlord. 17.3 The Improvements shall be constructed only by licensed contractors or mechanics. All contractors, except those constructing non-structural improvements costing less than $50,000, shall be made in a good and workmanlike manner and in compliance with applicable laws, ordinances, rules, regulations, codes and requirements and any recorded covenants, conditions or restrictions relating to the Premises, or any part thereof. All alterations, improvements, expansions and additions which are not movable trade fixtures shall be the property of Landlord and shall remain upon and be surrendered with the Premises. To the extent such Alterations involve changes to the structure or systems of the Premises, as reasonably determined approved by Tenant’s architect or engineer, Tenant shall furnish to Landlord, prior to the commencement of construction, the proposed plans and specifications for Landlord’s approval, which approval shall not be unreasonably withheld, conditioned withheld or delayed. Any such contractor must have in force a general liability insurance policy of not less than $1,000,000 or such higher limits as Landlord may reasonably require, which policy of insurance shall name Landlord as an additional insured. Tenant shall provide Landlord with a copy of the contract with the contractor or mechanic prior to the commencement of any construction requiring Landlord’s consent. 17.4 Tenant agrees that any work by Tenant shall be accomplished in such a manner as to permit any fire sprinkler system and fire water supply lines to remain fully operable at all times except when minimally necessary for building reconfiguration work. 17.5 Tenant covenants and agrees that all work done by Tenant shall be performed in full compliance with all laws, rules, orders, ordinances, directions, regulations, permits, approvals, and upon completion requirements of constructionall governmental agencies, offices, departments, bureaus and boards having jurisdiction, and in full compliance with the rules, orders, directions, regulations, and requirements of any applicable fire rating bureau. Tenant shall provide Landlord with “as-built” plans and specifications for such Alterations. Landlord shall provide Tenant with its objections, showing any material change in writing, to Tenant’s proposed plans and specifications the Premises within fifteen thirty (1530) days after receipt from Tenant. completion. 17.6 Before commencing any work (other than interior non-structural alterations, additions or improvements), Tenant shall submit revised plans and specifications until give Landlord at least five (5) days’ prior written notice of the proposed commencement of such time as Landlord has approved work and, for any such work which exceeds $50,000.00 in cost, if required by Landlord, secure at Tenant’s proposed plans own cost and specifications for such Alterations. If Landlord fails to objectexpenses a completion and lien indemnity bond approved by Landlord, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant, Landlord shall which approval will not be deemed to have approved such proposed plans and specificationsunreasonably withheld or delayed.

Alterations. (a) Subject to the requirements other terms of Article IX below this Lease, Landlord shall deliver the Premises to Tenant, and ▇▇▇▇▇▇ agrees to accept the Premises from Landlord in its existing “AS-IS”, “WHERE-IS” and “WITH ALL FAULTS” condition, and Landlord shall have no obligation to refurbish or otherwise improve the Premises throughout the Lease Term (except as otherwise provided herein); provided, however, and notwithstanding the foregoing to the contrary, ▇▇▇▇▇▇▇▇’s sole construction obligation under this Lease is set forth in the Work Letter attached hereto as Exhibit C. Notwithstanding the foregoing, Landlord warrants (but does not represent) that the mechanical, electrical, plumbing, and HVAC systems serving the Premises will be in good working order on the Commencement Date. (b) Tenant shall not make any insurers providing insurance coverage theretoalterations, additions or improvements to the Premises or Property (“Alterations”) without the prior written consent of Landlord, such consent not to be unreasonably withheld; provided, however, Tenant may makeshall have the right at any time during the Lease Term, without needing Landlord’s prior written consent, to make cosmetic, non-material and non-structural alterations to the Premises which cost shall not exceed Fifty Thousand Dollars ($50,000.00) in any single instance or series of related alterations performed within a six-month period (provided that Tenant shall not perform any improvements, alterations or additions to the Premises in stages as a means to subvert this provision). Notwithstanding the foregoing, Tenant shall make no Alterations to the Premises (i) which will adversely impact the Building’s mechanical, electrical or heating, ventilation or air conditioning systems, or (ii) which will adversely impact the structure of the Building, or (iii) which are visible from the exterior of the Premises or (iv) which will result in the penetration or puncturing of the roof or floor, without first obtaining Landlord’s prior written consent or approval to such Alterations (which consent or approval shall be in the Landlord’s sole and absolute discretion). Notwithstanding the aforesaid, Tenant, at its Tenant’s sole cost and expense, may install such alterations, improvements and additions of any kind to the Premises (collectively referred to herein as the “Alterations”) trade fixtures as Tenant deems desirable in the conduct of its business provided that may deem necessary, so long as such Alterations: (a) trade fixtures do not reducepenetrate or disturb the structural integrity and support provided by the roof, diminish exterior walls or otherwise adversely affect the fair market value or utility of the Premisessub floors. All such trade fixtures shall be constructed and/or installed by qualified contractors approved by Landlord (such approval not to be unreasonably withheld, conditioned, or any part thereof; (b) do not reducedelayed), diminish or otherwise adversely affect the useful life of the Premises, or any part thereof; and/or (c) do not change the general character or use of the Premises or any part thereof. All alterations, improvements, expansions and additions to the Premises, or any part thereof, shall be made in a good and workmanlike manner manner, and in compliance with all applicable governmental and quasi-governmental laws, ordinances, rules, ordinances and regulations, codes and as well as all requirements of Landlord’s insurance carrier. (c) Upon the expiration or earlier termination of this Lease, Tenant shall remove all trade fixtures and any recorded covenantsother Alterations installed by Tenant within the Premises; and, conditions upon such removal, Tenant shall restore the Premises to a condition substantially similar to that condition when received by Tenant; however, Tenant shall not be required to remove any Alteration that: (i) did not require Landlord's consent as provided in this Lease; and/or (ii) Landlord did not specifically require in any written consent from Landlord to Tenant to specifically be removed at the end of the Lease Term. In no event shall Landlord have any right to any of Tenant’s trade fixtures; and, except as otherwise set forth in this Lease Tenant will remove such trade fixtures upon the termination of this Lease, provided Tenant repairs any damage caused by such removal. If Tenant does not timely remove such property, then Tenant shall be conclusively presumed to have, at Landlord’s election (i) conveyed such property to Landlord without compensation or restrictions relating (ii) abandoned such property, and Landlord may dispose of or store any part thereof in any manner at Tenant’s sole cost, without waiving Landlord’s right to claim from Tenant all expenses arising out of Tenant’s failure to remove the property, and without liability to Tenant or any other person. Landlord shall have no duty to be a bailee of any such personal property. If Landlord elects abandonment, Tenant shall pay to Landlord, upon demand, any expenses incurred for disposition. (d) Tenant shall keep the Premises, the Building and the Property free from any and all liens arising out of any Alterations, work performed, materials furnished, or obligations incurred by or for Tenant. In the event that Tenant shall not, within ten (10) days following the imposition of any part thereof. All alterationssuch lien, improvementscause the same to be released of record by payment or posting of a bond in a form and issued by a surety acceptable to Landlord, expansions and additions which are Landlord shall have the right, but not movable trade fixtures the obligation, to cause such lien to be released by such means as it shall be deem proper (including payment of or defense against the property of Landlord and shall remain upon and be surrendered with the Premises. To the extent claim giving rise to such Alterations involve changes to the structure or systems of the Premises, as reasonably determined by Tenant’s architect or engineerlien); in such case, Tenant shall furnish to Landlordreimburse Landlord for all amounts so paid by Landlord in connection therewith, prior to the commencement together with all of construction, the proposed plans and specifications for Landlord’s approvalcosts and expenses, which approval shall not be unreasonably withheld, conditioned or delayedwith interest thereon at the Default Rate (defined below), and upon completion Tenant shall indemnify and defend each and all of constructionthe Landlord Indemnitees (defined below) against any damages, “as-built” plans and specifications for losses or costs arising out of any such Alterationsclaim. Landlord shall provide Tenant with its objections, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenantindemnification of Landlord contained in this Paragraph shall survive the expiration or earlier termination of this Lease. Tenant shall submit revised plans and specifications until such time as Landlord has approved Tenant’s proposed plans and specifications for such Alterations. If Landlord fails to object, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant, Such rights of Landlord shall be deemed in addition to have approved such proposed plans and specificationsall other remedies provided herein or by law.

Alterations. Subject (a) Tenant shall make no alterations, additions or improvements in or to the Premises in excess of Fifty Thousand and No/100 Dollars ($50,000.00) per annum or in excess of Two Hundred Forty Thousand and No/100 Dollars ($240,000.00), in the aggregate, over the Lease Term (plus an additional One Hundred Thousand and No/100 Dollars ($100,000.00) during the Extension Term, if any) (provided that all alterations, additions or improvements are lawful, not structural, not inconsistent with the Permitted Use, not dangerous, do not affect the building systems and do not contravene any other provision of this Lease), without Landlord’s prior written consent, such consent not to be unreasonably withheld, and then only by contractors or mechanics reasonably approved by Landlord. Tenant agrees that there shall be no construction or partitions or other obstructions which might interfere with Landlord’s free access to mechanical installations or service facilities of the Premises or Project 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 reasonably 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 Article IX below all governmental agencies, offices, and boards having jurisdiction, and in full compliance with the rules, regulations and requirements of the Insurance Service Offices formerly known as the Pacific Fire Rating Bureau, and of any insurers providing insurance coverage theretosimilar body. Before commencing any work, Tenant may makeshall give Landlord at least ten (10) days written notice of the proposed commencement of such work and shall, if required by Landlord, secure at its sole Tenant’s own cost and expense, such alterationsa completion and lien indemnity bond, improvements reasonably satisfactory to Landlord, for said work. Tenant further covenants and additions of agrees that any kind to the Premises (collectively referred to herein as the “Alterations”) as Tenant deems desirable in the conduct of its business provided that such Alterations: (a) do not reduce, diminish or otherwise adversely affect the fair market value or utility of the Premises, or any part thereof; (b) do not reduce, diminish or otherwise adversely affect the useful life of the Premises, or any part thereof; and/or (c) do not change the general character or use of mechanic’s lien filed against the Premises or any part against the Premises or Project for work done for, or 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, at the cost and expense of Tenant. All alterations, improvementsadditions or improvements upon the Premises made by either party, expansions including (without limiting the generality of the foregoing) all wallcovering, built-in cabinet work, paneling and additions to the Premiseslike, or any part thereofshall, shall be made in a good and workmanlike manner and in compliance with applicable lawsunless Landlord elects otherwise, ordinances, rules, regulations, codes and requirements and any recorded covenants, conditions or restrictions relating to the Premises, or any part thereof. All alterations, improvements, expansions and additions which are not movable trade fixtures shall be become the property of Landlord Landlord, and shall remain upon 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) Notwithstanding subsection (a), 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. To If Tenant shall fail to remove all of its effects from the extent 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 Alterations involve changes event, 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. Landlord may, at its option, without notice, sell said effects, or any of the same, at private sale and without legal process, for such price as Landlord may obtain and apply the proceeds of such sale upon any amounts due under this Lease from Tenant to Landlord and upon the expense incident to the structure or systems removal and sale of the Premises, as reasonably determined by Tenant’s architect or engineer, Tenant shall furnish to Landlord, prior to the commencement of construction, the proposed plans and specifications for Landlord’s approval, which approval shall not be unreasonably withheld, conditioned or delayed, and upon completion of construction, “as-built” plans and specifications for such Alterations. Landlord shall provide Tenant with its objections, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant. Tenant shall submit revised plans and specifications until such time as Landlord has approved Tenant’s proposed plans and specifications for such Alterations. If Landlord fails to object, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant, Landlord shall be deemed to have approved such proposed plans and specificationssaid effects.

Alterations. Subject (a) Upon commencement of this Lease, Tenant shall have the right to make the alterations, additions, improvements, installations and other changes in or to the Premises which are described on Exhibit "C" hereto (the "Initial Tenant Improvements") without the consent of the Landlord, subject to clauses (1) through (6) in subparagraph 9(b), below. Except as permitted by subparagraphs 9(b) and 9(c), below, Tenant shall make no other alterations, additions, improvements, installations or other changes in or to the Premises without the prior written consent of Landlord in each and every instance, which consent will not be unreasonably withheld. (b) Tenant, from time to time during the term of this Lease, in accordance with subparagraph 9(c), below, may make such alterations, additions, substitutions and improvements to the Premises as Tenant may deem necessary or desirable to adapt the Premises or any part thereof for its purposes, provided, however, that: (1) such work shall not affect the exterior appearance or structure of the Building; (2) the strength of the Building and the mechanical, electrical and plumbing services thereof are not adversely affected and the outside appearance of the Building is not changed; (3) upon completion of the work Landlord is furnished with "as built" drawings; (4) such alterations, additions, substitutions and improvements conform with the requirements of Article IX below all insurance policies of the parties hereto, and with all applicable laws, statutes, ordinances, regulations and rules of all governmental authorities; (5) the work be performed so as not to interfere with or impair the use and enjoyment of the Land and Building by Landlord and other tenants; and (6) Tenant shall not permit to be placed any insurers providing insurance coverage theretolien on the Premises, the Land or the Building and Tenant shall indemnify, defend and hold Landlord harmless from liens, claims and liabilities of every kind which may makearise out of any additions, at its sole cost and expense, such alterations, improvements and additions installations made by or at the instance of Tenant and from any kind costs and expenses incurred by Landlord as a result thereof. (c) Prior to undertaking any alteration, addition, substitution or improvement to the Premises under Subparagraph 9(b), above, Tenant shall notify Landlord in writing of the proposed alteration, addition, substitution or improvement and provide copies of the proposed plans related thereto. For purposes hereof, all such proposed alterations, additions, substitutions or improvements shall be referred to herein as "Proposed Tenant Improvements." In the event that within fifteen (collectively 15) days following receipt of such notice Landlord shall notify Tenant in writing that Landlord has determined in good faith that the Proposed Tenant Improvements would not be in accordance with clauses (1), (2), (4) or (5), of subparagraph 9(b), above, then Tenant shall refrain from making the Proposed Tenant Improvements and Landlord and Tenant shall negotiate in good faith toward a modification of the proposed Tenant Improvements. In the event that the parties cannot resolve such dispute within thirty (30) days, the dispute shall be submitted to alternative dispute resolution in accordance with paragraph 46, below. In the event that the parties are able to resolve such a dispute or the dispute is finally determined in accordance with the alternative dispute resolution outlining paragraph 46 hereof, then Tenant shall make the alterations, additions, substitutions and improvements as agreed to by the parties or determined pursuant to such alternative dispute resolution in accordance with the plans as agreed to by the parties or determined pursuant to alternative dispute resolution. For purposes of this Lease, any improvements made by Tenant which comply with the provisions of this Subparagraph 9(c) shall be referred to as "Permitted Tenant Improvements." In addition, within fifteen (15) days following receipt of Tenant's notice of the Proposed Tenant Improvements, Landlord shall have the right to notify Tenant whether any of such proposed Tenant Improvements will need to be removed by Tenant upon termination of this Lease. For purposes hereof, any of such Proposed Tenant Improvements which become Permitted Tenant Improvements and as to which Landlord has specified that such improvements will need to be removed upon termination of this Lease, shall be referred to herein as the “Alterations”"Removable Improvements." (d) as Except for the Initial Tenant deems desirable in the conduct of its business provided that such Alterations: (a) do not reduceImprovements and any Removable Improvements, diminish or otherwise adversely affect the fair market value or utility of the Premisesall alterations, or any additions, substitutions and improvements shall become a part thereof; (b) do not reduce, diminish or otherwise adversely affect the useful life of the Premises, or any part thereof; and/or (c) do not change the general character or use of the Premises or any part thereof. All alterations, improvements, expansions and additions to the Premises, or any part thereof, shall be made in a good and workmanlike manner and in compliance with applicable laws, ordinances, rules, regulations, codes and requirements and any recorded covenants, conditions or restrictions relating to the Premises, or any part thereof. All alterations, improvements, expansions and additions which are not movable trade fixtures shall be the property of Landlord and shall remain upon and be surrendered with the Premises. To Premises at the extent such Alterations involve changes to the structure or systems end of the Premises, as reasonably determined by Tenant’s architect or engineer, term of this Lease; provided that Tenant shall furnish have the right, but not the obligation, to Landlordremove any of the Initial Improvements or the Permitted Tenant Improvements (other than the Removable Improvements) and shall have the obligation to remove any other alterations, prior to additions, substitutions or improvements made by Tenant (including the commencement of construction, the proposed plans and specifications for Landlord’s approval, which approval Removable Improvements) provided further that Tenant shall not be unreasonably withheld, conditioned or delayedrepair any damage occasioned by such removal, and upon completion of construction, “as-built” plans and specifications for such Alterations. in default thereof Landlord shall provide Tenant with its objections, in writing, to may effect said repairs at Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant. Tenant shall submit revised plans and specifications until such time as Landlord has approved Tenant’s proposed plans and specifications for such Alterations. If Landlord fails to object, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant, Landlord shall be deemed to have approved such proposed plans and specifications's expense.

Alterations. Subject 10.1. Lessee shall not, without first obtaining Lessor's written consent, make or perform, or permit the making or performance of, any alterations, installations, improvements, additions and/or other physical changes in, to or upon the requirements Building, interior or exterior, or the Premises or any portion thereof ("Alterations"), provided, however, that minor items of Article IX below repair, adjustment and decoration not exceeding a cost of $30,000.00 for any insurers providing insurance coverage theretoone project (soft costs and hard costs together) shall not be deemed "Alterations" for the purposes of this Lease, Tenant may makebut only if such minor items of repair are strictly non-structural in nature. 10.2. Notwithstanding the obtaining of Lessor's consent to any Alterations, all Alterations shall be made and performed at its Lessee's sole cost and expense. Further, it is agreed, stipulated and understood (i) that together with Lessee's request for Lessor's consent to any Alterations, Lessee shall submit to Lessor detailed plans and specifications and such alterationsother information with respect to the proposed Alterations as Lessor shall reasonably request, improvements and additions (ii) that Powers Construction Company shall be provided with reasonable opportunity to bid with respect to carrying out of any kind Alterations, and (iii) that if the Alterations are not to be carried out by lowers Construction Company, then Lessee shall deliver notice to Lessor of the name and address of the proposed contractor, and if Lessor objects to such contractor carrying out Alterations to the Premises and can show reasonable grounds for such objection then Lessee shall not employ such contractor to carry out the Alterations in question. 10.3. Prior to the commencement of any proposed Alterations, Lessee shall furnish to Lessor duplicate original policies of (collectively referred or Certificates of Insurance evidencing) worker's compensation insurance covering all persons employed by Lessee in connection with such Alterations, including those to herein be employed by all contractors and subcontractors and such policies shall be issued by companies, and shall be in form and amounts, reasonably satisfactory to Lessor and shall be maintained by Lessee or by the applicable contractors or subcontractors, as the “Alterations”) as Tenant deems desirable in case may be, until the conduct completion of its business provided that such Alterations: . Lessee shall also furnish partial waivers of mechanics liens for all work performed and paid for in connection with such Alterations, and copies of all necessary Permits. 10.4. In the event that any mechanics or other lien or any notice of intention to file a lien is filed against the Premises in connection with any Alterations, Lessee shall promptly cause the same to be discharged of record by payment, bond, order of a court of competent jurisdiction or any other method permitted by law, and in any event, within sixty (a60) do not reduce, diminish or otherwise adversely affect the fair market value or utility days after receiving notice of the Premisessame. Lessee shall indemnify and save Lessor harmless from and against all costs, or any part thereof; liabilities, suits, penalties, claims, and demands (bincluding reasonable counsel fee and disbursements) do not reduce, diminish or otherwise adversely affect in connection with the useful life commencement and prosecution of the Premisesforeclosure of any such mechanics or other lien. If Lessee shall fail to comply with the foregoing provisions, Lessor shall have the option (but not the obligation) of paying and discharging or bonding any part thereof; and/or such lien, the cost thereof to be payable by Lessee to Lessor within ten (c10) do not change the general character or use days of the Premises or receiving a bill therefor, as Additional Rent hereunder. 10.5. Notwithsta▇▇▇▇g Lessor's approval of plans and specifications for any part thereof. All alterationsAlterations, improvements, expansions and additions to the Premises, or any part thereof, all Alterations shall be made and performed in a good and workmanlike manner and in full compliance with all applicable lawsLaws then in effect and all necessary Permits, ordinancesand all materials and equipment to be incorporated in the Building as a result of any Alterations shall be of a quality consistent with that existing at the date thereof. Lessor shall jointly sign any application made by Lessee for any building permit whether or not the work in question requires Lessor's consent hereunder. 10.6. Approval by Lessor of any plans, rulesspecifications or selection of materials by Lessee in connection with any Alterations shall not constitute an assumption of any responsibility by Lessor of any kind, regulationsincluding (but not limited to) as to their accuracy or sufficiency. Lessee shall be solely responsible for such plans, codes specifications and requirements the selection of materials. Lessee covenants and agrees to indemnify Lessor and hold Lessor harmless against and from any and all claims, costs, suits, damages and liability whatsoever arising out of or as a result of any Alterations performed by Lessee or by Lessee's contractors, subcontractors, agents or employees, including reasonable attorneys fees for the defense thereof. 10.7. All Alterations and any recorded covenantsreplacements therefor, conditions whether temporary or restrictions relating permanent in character, which are made by Lessee pursuant to the Premises, or any part thereof. All alterations, improvements, expansions and additions which are not movable trade fixtures provisions of this Section 10 (unless the same shall constitute Lessee's Personalty pursuant to the provisions of Section 19.1 below) shall be the property of Landlord Lessor immediately upon the installation of the same and shall remain upon and be surrendered with the Premises. To Premises as a part thereof at the extent such Alterations involve changes to the structure or systems expiration of the PremisesInitial Term or, if appropriate, the Renewal Term, without compensation to Lessee. Notwithstanding the foregoing, at the expiration of the Initial Tern or Renewal Term (as reasonably determined by Tenant’s architect or engineerappropriate) Lessor shall have the option to require Lessee, Tenant shall furnish at Lessee's sole cost and expense, to Landlord, restore the Premises to their condition prior to the commencement carrying out of constructionsuch Alterations, the proposed plans ordinary wear and specifications for Landlord’s approvaltear excepted, which approval provided that it is agreed and understood that this option of Lessor shall not be unreasonably withheld, conditioned apply to Lessee's Initial Work or delayedLessee's Additional Work, and upon completion provided further that Lessor shall only be permitted to require such restoration in the event that Lessor made such a requirement an express condition of construction, “as-built” plans Lessor's consent and specifications for such Alterations. Landlord shall provide Tenant with its objections, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant. Tenant shall submit revised plans and specifications until Alterations at the time such time as Landlord has approved Tenant’s proposed plans and specifications for such Alterations. If Landlord fails to object, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant, Landlord shall be deemed to have approved such proposed plans and specificationsconsent was granted.

Alterations. Subject to the requirements of Article IX below and Tenant shall not make any insurers providing insurance coverage theretoalteration, Tenant may make, at its sole cost and expense, such alterations, improvements and additions of any kind to the Premises (collectively referred to herein as the “Alterations”) as Tenant deems desirable in the conduct of its business provided that such Alterations: (a) do not reduce, diminish addition or otherwise adversely affect the fair market value or utility of the Premises, or any part thereof; (b) do not reduce, diminish or otherwise adversely affect the useful life of the Premises, or any part thereof; and/or (c) do not change the general character or use of the Premises or any part thereof. All alterations, improvements, expansions and additions improvement to the Premises, or any part thereof, shall be made : (i) which is structural in a good and workmanlike manner and in compliance with applicable laws, ordinances, rules, regulations, codes and requirements and any recorded covenants, conditions or restrictions relating to nature without the Premises, or any part thereof. All alterations, improvements, expansions and additions which are not movable trade fixtures shall be the property prior written consent of Landlord and shall remain upon and be surrendered with the Premises. To the extent such Alterations involve changes to the structure or systems of the Premises, as reasonably determined by Tenant’s architect or engineer, Tenant shall furnish to Landlord, prior to the commencement of construction, the proposed plans and specifications for Landlord’s approval, which approval shall not be unreasonably withheld, conditioned or delayed; or (ii) which is non-structural in nature without the prior written consent of Landlord, which shall not be unreasonably withheld or delayed. In the event Landlord grants its consent, such consent may be conditioned upon the requirements that (A) Tenant remove such alterations, additions or improvements prior to the expiration of the Term or earlier termination of this Lease and upon to restore the Premises to its prior condition (i.e., the condition as of the Commencement Date), all at Tenant’s sole cost and expense; and/or (B) Tenant provide a lien completion bond in form and amount satisfactory to Landlord. Any alteration, addition or improvement for which Landlord grants its written consent shall be accomplished by Tenant in a good and workmanlike manner, in conformity with all applicable laws and regulations and by a contractor retained by Tenant and approved by Landlord. Upon completion of constructionany such work, Tenant shall provide to Landlord “as-built” plans plans, copies of all construction contracts, building permits, inspection reports and specifications for such Alterations. Landlord shall provide Tenant with its objectionsall other required governmental approvals, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenantproof of payment of all labor and materials. Tenant shall submit revised plans and specifications until such time as Landlord has approved Tenant’s proposed plans and specifications pay when due all claims for such Alterationslabor and materials and shall give Landlord at least ten (10) days’ prior written notice of the commencement of any such work. If Landlord fails to objectmay enter upon the Premises, in writingsuch case, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenantfor the purpose of posting appropriate notices, Landlord shall be deemed to have approved such proposed plans and specificationsincluding, but not limited to, notices of non-responsibility.

Alterations. Subject to the requirements of Article IX below and any insurers providing insurance coverage thereto, 11.1 Tenant may makefrom time to time, at its sole cost expense and expense, such alterations, improvements and additions of any kind without obtaining the Landlord’s consent to the Premises work or to the contractors or architects performing the work (collectively referred to herein as provided such contractors comply with the provisions of Section 11.2), make such alterations (“Alterations””) to the Demised Premises as Tenant deems desirable in reasonably considers necessary for the conduct of its business in the Demised Premises, provided that such Alterationsand upon condition that: (a) the Alterations are non-structural and the structural integrity of the Demised is not affected, (b) the proper functioning of the mechanical, electrical, sanitary and other service systems of the Demised Premises is not adversely affected, (c) no change in the certificate of occupancy for the Demised Premises will result from the Alterations or be required as a result thereof, and (d) the Alterations (i) have an estimated cost that does not exceed Seven Hundred Fifty Thousand Dollars ($750,000.00) or (ii) do not reduce, diminish or otherwise adversely affect the fair market value sprinkler, fire protection or utility of life safety systems in or serving the Premises, or any part thereof; (b) do not reduce, diminish or otherwise adversely affect the useful life of the Premises, or any part thereof; and/or (c) do not change the general character or use of the Premises or any part thereof. All alterations, improvements, expansions and additions to the Premises, or any part thereof, shall be made in a good and workmanlike manner and in compliance with applicable laws, ordinances, rules, regulations, codes and requirements and any recorded covenants, conditions or restrictions relating to the Premises, or any part thereof. All alterations, improvements, expansions and additions which are not movable trade fixtures shall be the property of Landlord and shall remain upon and be surrendered with the Demised Premises. To the extent such Alterations involve changes to the structure or systems of the Premises, as reasonably determined by Tenant’s architect or engineerIn addition, Tenant shall furnish not be required to obtain Landlord’s consent to make changes in the Demised Premises of a decorative nature (including all work relating to painting, prior wall coverings, floor coverings and the installation or reconfiguration of modular office components and/or non-structural walls). Before proceeding with any Alteration (other than the Alterations described in the first sentence of this Section 11.1 and the decorative work described in the preceding sentence), Tenant shall submit to the commencement of construction, the proposed plans and specifications Landlord for Landlord’s approval, approval (which approval shall not be unreasonably withheld, conditioned or delayed, and upon completion of construction, “as-built” plans shall be granted or denied within ten (10) Business Days after request and specifications for such Alterations. Landlord shall provide Tenant with its objections, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant. Tenant shall submit revised plans and specifications until such time as Landlord has approved Tenant’s proposed plans and specifications for such Alterations. If if Landlord fails to object, in writing, to Tenant’s proposed plans and specifications respond within fifteen such ten (1510) days after receipt from TenantBusiness Day period, Landlord shall be deemed to have approved such proposed Alterations) scaled and dimensioned plans and specificationsspecifications for the work to be done prepared by a registered architect or licensed professional engineer, and Tenant shall not proceed with such work until it obtains such approval. Tenant shall give Landlord a reasonable description of all other Alterations prior to commencing same. Any review or approval by Landlord of any plans or specifications in respect of any Alterations is solely for Landlord’s benefit and without any representation or warranty to Tenant as to the adequacy, correctness or efficiency thereof or as to the compliance of such plans and specifications with Legal Requirements. 11.2 Tenant, at its expense, shall obtain all necessary governmental permits and certificates for the commencement and prosecution of Alterations and for final approval thereof upon completion, and shall cause Alterations to be performed in compliance therewith and with all applicable Legal Requirements. Landlord shall cooperate promptly, as reasonably requested by Tenant, in obtaining all such permits, certificates and approvals. Alterations shall be performed in a good and workerlike manner, using new materials and equipment at least equal in quality and class to the then standards for the Demised Premises established by Landlord and shall be diligently performed to completion. Alterations shall be performed by contractors, construction managers, subcontractors, architects and/or engineers selected by Tenant, subject to Landlord’s approval, such approval not to be unreasonably withheld, conditioned or delayed. Alterations performed by any of Tenant’s contractors, construction managers, subcontractors architects and/or engineers shall be performed in such a manner as not to violate union contracts affecting the Property, or to create any work stoppage, picketing, labor disruption or dispute or any unreasonable interference with the business of Landlord. In addition, Alterations shall be performed in such a manner as not to otherwise unreasonably interfere with or delay and as not to impose any material additional expense upon Landlord in the construction, maintenance, repair, operation of the Property. Throughout the performance of Alterations, Tenant shall carry, or cause its contractors to carry, workers’ compensation insurance in statutory limits, “Builder’s Risk” insurance reasonably satisfactory to Landlord, and comprehensive general liability insurance, with completed operations endorsement, for any occurrence in or about the Demised Premises, under which Landlord and any Superior Mortgagees whose names and addresses were furnished to Tenant shall be named as additional insureds, in a coverage amount of not less than $2,000,000, with insurers reasonably satisfactory to Landlord. Tenant shall furnish Landlord with reasonably satisfactory evidence that such insurance is in effect before the commencement of Alterations. Upon completion of any Alterations (other than mere decorations) Tenant shall deliver to Landlord “as-built” plans for such Alteration in diskette or other electronic format. 11.3 Tenant, at its expense, shall promptly procure the cancellation or discharge of all notices of violation arising from or otherwise resulting from Alterations to the Demised Premises, or any other work, labor, services or materials done for or supplied to Tenant (other than those supplied or performed by Landlord) or any person claiming through or under Tenant which are issued by the Department of Buildings or any other public authority having or asserting jurisdiction. Tenant shall indemnify Landlord against liability in connection with any and all mechanics’ and other liens and encumbrances filed in connection with Alterations, or any other work, labor, services or materials done for or supplied to Tenant or any person claiming through or under Tenant (other than those supplied or performed by Landlord), including security interests in any materials, fixtures or articles so installed in the Demised Premises. Tenant, at its expense, shall procure the satisfaction or discharge of record of all such liens and encumbrances within sixty (60) days after the Tenant receives actual notice of the filing thereof. If Tenant shall fail to cause such lien to be discharged of record within the period aforesaid, then, in addition to any other right or remedy, Landlord may, but shall not be obligated to, discharge the same of record as aforesaid in any manner permitted by law. 11.4 Prior to the execution of this Lease, Landlord and Tenant have jointly inspected the Demised Premises and reviewed a certain building repair reports dated January 13, 2015 and January 17, 2015 (collectively, the “Required Work Report”) prepared by qualified third party professionals. Landlord and Tenant hereby acknowledge and agree that certain repairs and/or replacements must be made to remedy certain defective conditions in the Demised Premises, such repairs and replacements are more fully described on Exhibit C-1 attached hereto (the “Required Work”). A description of the Required Work Reports are attached as Exhibit C-2. A. Tenant shall, at Tenant’s sole cost and expense (subject to Landlord’s reimbursement obligation below), have the one-time obligation to make or cause to be made all repairs and replacements required in connection with the Required Work. The Tenant shall use commercially reasonable efforts to complete the Required Work on or before December 31, 2015; provided, however, if the Required Work is not completed by such date Tenant will cause the Required Work to be completed no later than April 30, 2016, subject to any (i) Force Majeure Events (as hereinafter defined) or (ii) days of delay caused by any acts or omissions of Landlord. The parties acknowledge and agree that after the completion of the Required Work during the remainder of the term of the Lease, Tenant shall, at Tenant’s cost and expense, maintain in good order and repair the Demised Premises in accordance with the terms of this Lease. Tenant shall promptly commence such Required Work and shall proceed with such Required Work with due diligence until completion in such a manner as not to cause the Demised Premises to be in non-compliance with any Legal Requirements. Landlord shall cooperate with Tenant in the procurement of any permits, licenses or approvals from any governmental authority required in connection with such Required Work. B. Tenant shall use such contractors which are reasonably acceptable to Landlord for the performance of the Work. Upon (i) Landlord’s reasonable determination that the Required Work has been substantially completed, (ii) submission of written unconditional lien waivers from all contractors or subcontractors performing any of the Required Work together with copies of the invoices marked paid relating to such Required Work or in lieu thereof, a signed affidavit by an officer of Tenant stating that all Required Work has been paid for, (iii) the assignment to Landlord of any warranty or guaranty documentation for any portion of the Required Work relating to the Demised Premises and (iv) all building department sign-offs, approvals and inspection certificates and any permits required to be issued by the building department or any other governmental entities having jurisdiction thereover, if necessary, Landlord shall reimburse and pay to Tenant all costs and expenses for or in connection with the Required Work in an amount equal to fifty (50%) percent of the actual documented costs and expenses incurred in connection with the Required Work; provided, however, in no event shall the Landlord’s payment obligation in connection with the Required Work exceed Five Hundred Thousand Dollars ($500,000) (the “Landlord Payment”). Such Landlord Payment shall be made within fifteen (15) days of Landlord’s receipt of documentation satisfying all the requirements of this subparagraph (B)(i) to (iv). Notwithstanding the foregoing provisions, if Tenant is materially delayed in obtaining requirements (iii) or (iv) with respect to any portion of the Required Work, notwithstanding that the assignment of the warranty or guaranty has been requested or all necessary submissions have been made to the governmental entity and with respect to clause (iv) the only pending item is the administrative act required of the governmental entity, then Landlord shall reimburse and pay for that portion of the costs of the Required Work for which (i) to (iv) have been satisfied, and shall reimburse and pay for the remaining cost once the requirement for the remaining Required Work have been satisfied. C. Tenant, at its expense, shall carry, or cause its contractors to carry, (x) workers’ compensation insurance in statutory limits, (y) commercial general liability insurance (with completed operations endorsement) for any occurrence in or about the Demised Premises with coverage of not less than $2,000,000 for each occurrence and (z) builder’s all risk insurance (on a completed value basis), in such limits as Landlord may reasonably require, with insurers reasonably satisfactory to Landlord. The commercial general liability insurance referred to in this subparagraph shall name as additional insureds, and the builder’s all risk insurance referred to in this subparagraph shall name as loss payees, as their interest may appear, Landlord and any Superior Mortgagee. At or before the commencement of the Required Work and, on request, at reasonable intervals thereafter during the continuance of the Required Work, Tenant shall furnish Landlord with certificates of insurance evidencing that such insurance is in effect. D. In connection with the Required Work, if any mechanic’s, laborer’s or materialman’s lien at any time shall be filed against the Demised Premises or any part thereof or any interest therein as a result of any act or omission of Tenant or its respective officers, employees, agents, suppliers, materialmen, mechanics, contractors, subcontractors or sub-subcontractors, or, if any public improvement lien created or caused to be created by Tenant shall be filed against any assets of, or funds appropriated to, Landlord, then Tenant, within sixty (60) days after actual notice of the filing thereof, shall cause the same to be discharged of record in accordance with Section 11.3.

Alterations. Subject 7.1 Tenant will not make or permit anyone to make any alterations, additions or improvements, (hereinafter referred to as "Alterations"), in or to the requirements Demised Premises or the Building, other than cosmetic alterations which will not affect building systems or structure without the prior written consent of Article IX below and any insurers providing insurance coverage theretoLandlord, which consent shall not be unreasonably withheld or delayed. As a condition precedent to such written consent of Landlord, Tenant may makeagrees to obtain and deliver to Landlord upon completion, written, unconditional waivers of mechanics' and material men's liens against the Building and the land upon which it is situated from all proposed contractors, sub-contractors, laborers and material suppliers for all work, labor and services that were performed and materials furnished in connection with Alterations. If, notwithstanding the foregoing, any mechanic's lien is filed against the Demised Premises, the Building, and/or the land on which the Building is located, for work or materials done for, or furnished to, Tenant (other than for work or materials supplied by Landlord), such mechanic's lien shall be discharged by Tenant the earlier of (a) the date a responsive pleading is due in any such lien action, or (b) ten (10) days thereafter, at its Tenant's sole cost and expense, such alterations, improvements and additions by the payment thereof or by the filing of any kind bond required by law. If Tenant shall fail to discharge any such mechanic's lien, Landlord may, at its option, discharge the same and treat the cost thereof as additional rent hereunder, payable with the monthly installment of rent next becoming due; and such discharge by Landlord shall not be deemed to waive the default of Tenant in not discharging the same. Tenant will indemnify and hold Landlord harmless from and against any and all expenses (including reasonable attorney's fees), liens, claims or damages to any person or property which may or might arise by reason of the making by Tenant of any Alterations. Landlord will in turn indemnify and hold Tenant harmless from and against any and all expenses (including reasonable attorney’s fees), liens, claims or damages to any person or property which may or might arise by reason of the making of Landlord of any alterations. 7.2 Alterations may be made only at Tenant's expense, by contractors or subcontractors approved by Landlord, which approval shall not be unreasonably withheld, and only after Tenant has obtained all necessary permits from governmental authorities having jurisdiction and has furnished copies of the permits to Landlord. Landlord shall have the right to have the making of any Alterations supervised by its architects, contractors or workmen. All Alterations that affect or in any way relate to the Premises (collectively referred to herein as the “Alterations”) as Tenant deems desirable in the conduct of its business provided that such Alterations: (a) do not reducemechanical, diminish electrical, plumbing, heating, air conditioning, or otherwise adversely affect the fair market value or utility structural systems of the PremisesBuilding shall be done only by Landlord or Landlord's contractor or agent at Tenant's expense. Landlord will use its best effort to perform the work at a reasonable cost. 7.3 If any Alterations are made without the prior written consent of Landlord, Landlord may correct or any part thereof; (b) do not reduceremove the same, diminish and Tenant shall be liable for all reasonable expenses so incurred by Landlord. All Alterations in or otherwise adversely affect to the useful life of the Premises, or any part thereof; and/or (c) do not change the general character or use of the Demised Premises or any part thereof. All alterations, improvements, expansions and additions to the Premises, or any part thereof, Building made by either party shall be made in a good and workmanlike manner and in compliance with applicable laws, ordinances, rules, regulations, codes and requirements and any recorded covenants, conditions or restrictions relating to the Premises, or any part thereof. All alterations, improvements, expansions and additions which are not movable trade fixtures shall be immediately become the property of Landlord and shall remain upon and be surrendered with the Premises. To Demised Premises as a part thereof at the extent such Alterations involve changes to the structure or systems end of the Premises, as reasonably determined by Tenant’s architect or engineerterm hereof; provided however, Tenant shall furnish have the right to Landlordremove, prior to the commencement expiration of constructionthe term of this lease, all movable furniture, furnishings or equipment installed in the Demised Premises at the expense of Tenant, and if such property of Tenant is not removed by Tenant prior to the expiration or termination of this Lease, the proposed plans same shall, at Landlord's option, become the property of Landlord and specifications for Landlord’s approvalshall be surrendered with the Demised Premises as a part thereof. Should Landlord elect that Alterations installed by Tenant be removed upon the expiration or termination of this Lease, which approval it shall not be unreasonably withheldso advise Tenant at the time of its providing consent to such Alterations, conditioned or delayedTenant shall remove the same at Tenant's sole cost and expense, and upon completion of constructionif Tenant fails to remove the same, “as-built” plans Landlord may remove the same at Tenant's expense and specifications for such Alterations. Landlord shall provide Tenant with its objections, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant. Tenant shall submit revised plans reimburse Landlord for the cost of such removal together with any and specifications until all damages which Landlord may sustain by reason of such time as Landlord has approved default by Tenant’s proposed plans and specifications for such Alterations. If Landlord fails to object, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant, Landlord shall be deemed to have approved such proposed plans and specifications.

Alterations. Subject Landlord shall construct all of the Lease Improvements and Tenant Improvements, as defined in Exhibit "C". Landlord shall pay an amount not to exceed $6,529,482.00 (the “Landlord Cap”) in connection with the construction of the Tenant Improvements. If the cost of the Tenant Improvements exceeds the Landlord Cap, an amount equal to any excess shall be paid to the requirements of Article IX below Landlord as Additional Rent 15 days following Substantial Completion. The Lease Improvements and Tenant Improvements shall be performed by Landlord in accordance with Exhibit "C" attached hereto. Tenant will not make or permit anyone to make any insurers providing insurance coverage thereto, Tenant may make, at its sole cost and expense, such material alterations, improvements and decorations, additions of any kind or improvements, structural or otherwise, in or to the Premises (collectively referred to herein as or the “Alterations”) as Tenant deems desirable in Property, without the conduct of its business provided that such Alterations: (a) do not reduce, diminish or otherwise adversely affect the fair market value or utility of the Premises, or any part thereof; (b) do not reduce, diminish or otherwise adversely affect the useful life of the Premises, or any part thereof; and/or (c) do not change the general character or use of the Premises or any part thereof. All alterations, improvements, expansions and additions to the Premises, or any part thereof, shall be made in a good and workmanlike manner and in compliance with applicable laws, ordinances, rules, regulations, codes and requirements and any recorded covenants, conditions or restrictions relating to the Premises, or any part thereof. All alterations, improvements, expansions and additions which are not movable trade fixtures shall be the property prior written consent of Landlord and shall remain upon and be surrendered with the Premises. To the extent such Alterations involve changes to the structure or systems of the Premises, as reasonably determined by Tenant’s architect or engineer, Tenant shall furnish to Landlord, prior to the commencement of construction, the proposed plans and specifications for Landlord’s approval(''Alterations''), which approval shall not be unreasonably withheld, conditioned or delayed, denied, or conditioned; provided, however, that any such proposed Alterations are in accordance with an approved Part B and upon completion Part 2 from the THC and NPS, respectively, and would not otherwise prevent availability of constructionfederal or state Historic Tax Credits or cause recapture of federal Historic Tax Credits. All of such Alterations must conform to all applicable rules and regulations established from time to time by the Underwriters' Association of the local area and conform to all applicable requirements of the Federal, “as-built” plans state and specifications for such Alterationslocal governments, including any requirements or approvals set forth in Section 50 of this Lease. Landlord shall provide Tenant with When granting its objections, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant. Tenant shall submit revised plans and specifications until such time as Landlord has approved Tenant’s proposed plans and specifications for such Alterations. If Landlord fails to object, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenantconsent, Landlord shall be deemed to have approved such proposed may impose any conditions it deems reasonably appropriate, including, without limitation, approval of plans and specifications, selection of contractor and obtaining of specified insurance, provided the foregoing conditions are reasonable in nature.

Alterations. Subject to the requirements of Article IX below and 8.1 Tenant shall not make any insurers providing insurance coverage thereto, Tenant may make, at its sole cost and expense, such alterations, additions, modifications or improvements and additions of any kind in or to the Premises (collectively referred to herein as the “Alterations”) as Tenant deems desirable in the conduct of its business provided that such Alterations: (a) do not reduce, diminish or otherwise adversely affect the fair market value or utility of the Premises, or any part thereof; (b) do not reduce, diminish or otherwise adversely affect the useful life of the Premises, or any part thereof; and/or (c) do not change the general character or use of the Premises or any part thereof, or attach any fixtures or equipment thereto (collectively, "Alterations"), without ▇▇▇▇▇▇▇▇'s prior written consent. All alterationsNotwithstanding the preceding sentence, improvementsTenant may make such Alterations without Landlord's consent only if the total cost is fifty thousand dollars ($50,000) or less and it will not affect in any way the structural, expansions and additions to exterior, entry or roof elements of the Building or the Premises, or the mechanical, electrical, plumbing, utility or life safety systems of the Building, but Tenant shall give prior written notice of any part thereof, such Alterations to Landlord. All Alterations (except the Landlord's Work to be installed by Landlord pursuant to Exhibit B and the Tenant's Work to be installed by Landlord pursuant to Exhibit B) in or to the Premises to which Landlord consents shall be made by Tenant at Tenant's sole cost and expense as follows: (a) Tenant shall submit to Landlord in a good accordance with the delivery requirements of Section 30.1 below and workmanlike manner via email, for Landlord's prior written approval, complete plans and specifications for all work to be done by ▇▇▇▇▇▇. Such plans and specifications shall be prepared by responsible licensed architect(s) and engineer(s) approved in compliance writing by Landlord, shall comply with all applicable codes, laws, ordinances, rules, rules and regulations, codes and requirements and any recorded covenants, conditions or restrictions relating to shall not adversely affect the Premises, basic Building shell or any part thereof. All alterationssystems, improvementscomponents or elements of the Building, expansions and additions which are not movable trade fixtures shall be in a form sufficient to secure the property approval of Landlord all government authorities with jurisdiction over the approval thereof, and shall remain upon be otherwise satisfactory to Landlord in Landlord's reasonable discretion. Landlord shall respond to ▇▇▇▇▇▇'s plans and specifications (and to any resubmittal of plans) within ten (10) business days of Landlord's receipt thereof, and ▇▇▇▇▇▇▇▇'s approval shall not be surrendered unreasonably withheld, conditioned or delayed. In the event Tenant submits (or resubmits) such plans and specifications in accordance with the Premisesdelivery requirements set forth in this Section 8.1(a) and Landlord fails to respond within such ten (10) business day period, the submitted plans and specifications shall be deemed approved by Landlord. Tenant shall provide Landlord advance written notice of the licensed architect(s) and engineer(s) whom ▇▇▇▇▇▇ proposes to engage to prepare such plans and specifications; provided, however, Landlord hereby approves of Tenant using ▇▇▇▇▇▇▇ Architecture Corporation as ▇▇▇▇▇▇'s architect, as well as Pacific Rim Mechanical (Design Build) for mechanical/plumbing engineering, WME (▇▇▇▇▇▇▇ ▇▇▇▇ and Associates) and/or MPE Electric for electrical engineering, and GSSI Structural Engineers for structural engineering. To the extent Tenant desires to use any alternative architects or engineers, Landlord shall notify Tenant in writing whether Landlord approves or disapproves such Alterations involve changes to the structure or systems of the Premisesalternative architect(s) and engineer(s), as reasonably determined by Tenant’s architect or engineer, Tenant shall furnish to Landlord, prior to the commencement of construction, the proposed plans and specifications for Landlord’s approval, which provided that ▇▇▇▇▇▇▇▇'s approval shall not be unreasonably withheld, conditioned or delayed, and any disapproval shall be accompanied by a reasonable explanation as to why the approval was withheld. ▇▇▇▇▇▇▇▇'s approval or consent to any such work shall not impose any liability upon completion Landlord, and no action taken by Landlord in connection with such approval, including, without limitation, attending construction meetings of constructionTenant's contractors, “as-built” shall render Tenant the agent of Landlord for purposes of constructing any Alterations. (b) If Landlord disapproves such plans and specifications specifications, or any portion thereof, Landlord shall notify Tenant in writing of such disapproval and the reason for such Alterationsdisapproval, and of the reasonable revisions which Landlord requires in order to obtain ▇▇▇▇▇▇▇▇'s approval. Landlord shall provide Tenant with its objectionsThereafter, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant. Tenant shall submit to Landlord, in accordance with the delivery requirements of Section 30.1 below and via email, revised plans and specifications incorporating the revisions required by Landlord. Such revisions shall be subject to ▇▇▇▇▇▇▇▇'s prior written approval. Landlord shall respond to ▇▇▇▇▇▇'s 1131701.06/SF372493-00050/1-31-20/pwn/pwn -12- resubmitted plans and specifications (and to any subsequent resubmittal of plans) within three (3) business days of Landlord's receipt thereof, such approval not to be unreasonably withheld, conditioned or delayed. In the event Tenant resubmits such plans and specifications in accordance with the delivery requirements set forth in this Section 8.1(b) and Landlord fails to respond within such three (3) business day period, the resubmitted plans and specifications shall be deemed approved by Landlord. If Landlord again disapproves such revised plans and specifications, or any portion thereof, Landlord shall notify Tenant in writing of such disapproval, the reason for such disapproval and of the reasonable revisions which Landlord requires in order to obtain Landlord's approval. The process shall repeat until such time as Landlord has approved or is deemed to have approved the further revised plans and specifications. Tenant shall pay all costs, including the fees and expenses of the licensed architect(s) and engineer(s), in preparing such plans and specifications. (c) Tenant shall pay for all work (including, without limitation, the cost of all utilities, permits, fees, taxes, and property and liability insurance premiums in connection therewith) required to make the Alterations. Tenant shall engage responsible licensed contractor(s) approved in writing by Landlord to perform all work, such approval not to be unreasonably withheld, conditioned or delayed; provided, however, Landlord hereby approves of Tenant using BN Builders or DPR Construction as the general contractor, ▇▇▇▇ Electric, Bergelectric and/or ▇▇▇▇▇▇ Electric as the electrical contractor, and Pacific Rim Mechanical for mechanical/plumbing contracting. Tenant shall provide Landlord advance written notice of the contractors, subcontractors, mechanics and materialmen whom ▇▇▇▇▇▇ proposes to engage for the work, all of which shall be licensed in the State of in which the Building is located and capable of being bonded. To the extent Tenant desires to use any alternative contractors, Landlord shall notify Tenant in writing whether Landlord approves or disapproves such contractor(s) within a reasonable period of time, such approval not to be unreasonably withheld, conditioned, or delayed. All contractors and other persons shall at all times be subject to Landlord's control while in the Building. Prior to the commencement of any Alterations, if required by Landlord, Tenant shall provide Landlord with evidence that Tenant carries "Builder's All Risk" insurance in form and amount approved by Landlord covering such Alterations. Under no circumstances shall Landlord be liable to Tenant for any liability, loss, cost or expense incurred by Tenant on account of Tenant’s proposed 's plans and specifications, ▇▇▇▇▇▇'s contractors or subcontractors, design of any work, construction of any work, or delay in completion of any work. In addition, ▇▇▇▇▇▇ acknowledges and agrees that any and all Alterations have not been expressly or impliedly required as a condition to the execution of this Lease for the use of the Premises permitted under this Lease or in lieu of payment of rent. (d) Tenant shall give written notice to Landlord of the date on which construction of any work will be commenced at least ten (10) business days prior to such date(or such additional time as may be necessary under applicable laws) to afford Landlord the opportunity of posting and recording appropriate notices of non-responsibility. Tenant shall cause all work to be performed by the licensed contractor(s) approved in writing by Landlord in accordance with the plans and specifications approved in writing by Landlord and in full compliance with all applicable codes, laws, ordinances, rules and regulations. (e) All changes in the plans and specifications approved by Landlord shall be subject to Landlord's prior written approval, such approval not to be unreasonably withheld, conditioned or delayed. If Tenant wishes to make any such change in such approved plans and specifications, Tenant shall have Tenant's architect(s) and engineer(s) prepare plans and specifications for such Alterationschange and submit them to Landlord for Landlord's written approval. If Landlord fails to objectdisapproves such change, Landlord shall specify in writing, to Tenant’s proposed writing the reasons for disapproval and such plans and specifications within fifteen shall be revised by ▇▇▇▇▇▇ and resubmitted to Landlord for Landlord's written approval. After Landlord's written approval of such change, such change shall become part of the plans and specifications approved by Landlord. (15f) days after receipt Tenant shall pay Landlord on demand prior to or during the course of construction of any Alterations an amount (the "Supervision Fee") equal to five percent (5%) of the total cost of such Alteration (and for purposes of calculating the Supervision Fee, such cost shall include architectural and engineering fees, but shall not include permit fees) as compensation to Landlord for Landlord's review of the plans and specifications for such Alterations and general oversight of the construction; provided, however, in the event the cost of any Alteration is greater than Fifty Thousand Dollars ($50,000), then the Supervision Fee shall be equal to one percent (1%) of the total cost of such 1131701.06/SF372493-00050/1-31-20/pwn/pwn -13- Alteration. In addition, Tenant shall pay to Landlord any direct costs incurred by Landlord with respect to any Alterations made by Tenant (beyond the normal services provided to tenants in the Building) and shall reimburse Landlord for all out-of-pocket expenses incurred by Landlord in connection with the review, approval and supervision of such Alterations. 8.2 All Alterations, including, without limitation, carpeting and all other improvements made pursuant to Exhibit B, if any, whether temporary or permanent in character, made in or to the Premises either by Tenant or by Landlord shall become part of the Building and Landlord's property. At Landlord's sole election any or all Alterations made for or by Tenant shall be removed by Tenant from the Premises at the expiration or sooner termination of this Lease. Upon Tenant’s express written request making specific reference to this Section 8.2, Landlord shall advise Tenant at the time of Landlord’s approval of any Alteration requested by ▇▇▇▇▇▇ (or within ten (10) Business Days after receipt of Tenant’s notice to Landlord with respect to those Alterations not requiring Landlord’s approval) whether Landlord will require the removal of the Alteration and restoration of the Premises to its previous condition at the expiration or sooner termination of this Lease. ▇▇▇▇▇▇▇▇’s failure to expressly waive in writing Tenant’s removal obligation as to any Alterations shall preserve Landlord’s right to make its foregoing election with respect to such Alterations. In the event Landlord requires such removal, the Premises shall be deemed restored by Tenant to have their condition prior to the making of the Alterations, ordinary wear and tear excepted. The removal of the Alterations and the restoration of the Premises shall be performed by a general contractor selected by ▇▇▇▇▇▇ and approved by Landlord, in which event Tenant shall pay the general contractor's fees and costs in connection with such proposed plans work. Movable furniture, equipment, trade fixtures and specificationspersonal property (except partitions) shall remain the property of Tenant and Tenant shall, at Tenant's expense, remove all such property from the Building at the end of the Lease Term. Termination of this Lease shall not affect the obligations of Tenant pursuant to this section 8.2 to be performed after such termination.

Alterations. Subject to the requirements of Article IX below and Tenant shall not make any insurers providing insurance coverage thereto, Tenant may make, at its sole cost and expense, such alterations, improvements and additions improvements, additions, installations, or changes of any kind nature in or to the Premises (collectively referred to herein as any of the preceding, “Alterations”) as unless (i) Tenant deems desirable in the conduct of its business first obtains Landlord’s written consent, which consent will not unreasonably be withhold (and provided that no such Alterations: (a) do consent will be required—although Tenant must still notify Landlord in advance—if the Alteration is Landlord /s/ JC Tenant /s/ RCB non-structural, not reduce, diminish or otherwise adversely affect visible from the fair market value or utility exterior of the Premises, and costs, on a per-project basis, less than $10,000.00), (ii) Tenant complies with all reasonable conditions which may be imposed by Landlord, including but not limited to Landlord’s selection of specific contractors or any part thereof; (b) do not reduce, diminish or otherwise adversely affect construction techniques and the useful life requirements of the Premisesattached 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 part thereof; and/or such Alterations. At least 20 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, (cI) do not change acquire (and deliver to Landlord a copy of) any required permit from the general character or use 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 Premises date 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 and cause any part thereofcontractors so involved to additionally carry such statutorily required coverage (which insurance shall be maintained on an occurrence basis, and in force until completion of the Alterations). All alterations, improvements, expansions and additions Alterations (other than personal property which is not attached to the Premises, or any part thereof, ) shall be made in a good and workmanlike manner and in compliance with applicable laws, ordinances, rules, regulations, codes and requirements and any recorded covenants, conditions or restrictions relating to the Premises, or any part thereof. All alterations, improvements, expansions and additions which are not movable trade fixtures shall be upon installation become the property of Landlord and shall remain upon on and be surrendered with the Premises. To Premises on the extent such Alterations involve changes Expiration Date, except that Landlord may, at its election, require Tenant to remove any or all of the Alterations, by so notifying Tenant in writing on or about the Expiration Date, in 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 the structure or systems condition of the Premises, as reasonably determined by Tenant’s architect or engineer, Tenant shall furnish to Landlord, Premises prior to the commencement installation of construction, the proposed plans and specifications for Landlord’s approval, Alterations which approval shall not are to be unreasonably withheld, conditioned or delayed, and upon completion of construction, “as-built” plans and specifications for such Alterations. Landlord shall provide Tenant with its objections, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenantremoved. Tenant shall submit revised plans pay all costs for Alterations and specifications until other construction done or caused to be done by Tenant and Tenant shall keep the Premises free and clear of all mechanics’ and materialmen’s liens resulting from or relating to any Alterations or other construction. Tenant may, at its election, contest the correctness or validity of any such time as lien provided that (a) immediately on demand by Landlord, Tenant procures and records a lien release bond, issued by a corporation satisfactory to Landlord has approved Tenant’s proposed plans and specifications for such Alterations. If Landlord fails authorized to objectissue surety bonds in California, in writingan amount equal to 125 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 Tenantpay Landlord’s proposed plans attorneys’ fees and specifications within fifteen (15) days after receipt from Tenant, Landlord shall be deemed to have approved costs incurred in participating in such proposed plans and specificationsan action.

Alterations. Subject Tenant shall not make or suffer to the requirements be made any alteration, addition or improvement to or of Article IX below and any insurers providing insurance coverage thereto, Tenant may make, at its sole cost and expense, such alterations, improvements and additions of any kind to the Premises or any part thereof (collectively referred to herein as the “Alterationsalterations”) as without (i) the prior written consent of Landlord, (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. Notwithstanding the foregoing, Tenant deems desirable in shall have the conduct of its business right, without Landlord’s prior written consent, to make any alteration that is decorative only (e.g., carpet installation, painting, decorating, shelving that is not permanently fixed, and the like), provided that all such Alterations: (a) decorative non-structural alterations do not reduce, diminish or otherwise adversely affect the fair market value or utility of in any single case exceed Five Thousand Dollars ($5,000.00). Any alteration made by Tenant (excluding moveable furniture and trade fixtures not attached to the Premises, or any ) shall at once become a part thereof; (b) do not reduce, diminish or otherwise adversely affect the useful life of the Premises, or any part thereof; and/or (c) do not change the general character or use of the Premises or any part thereofand belong to Landlord. All alterationsWithout limiting the foregoing, improvementsall heating, expansions lighting, electrical (including all wiring, conduit, outlets, drops, ▇▇▇▇ ducts, main and additions subpanels), air conditioning, partitioning, drapery and carpet installations made by Tenant, regardless of how attached to the Premises, or any together with all other alterations that have become an integral part thereofof the Project in which the Premises are a part, shall be made in a good and workmanlike manner become part of the Premises and in compliance with applicable lawsbelong to Landlord upon installation and shall not be deemed trade fixtures, ordinances, rules, regulations, codes and requirements and any recorded covenants, conditions or restrictions relating to the Premises, or any part thereof. All alterations, improvements, expansions and additions which are not movable trade fixtures shall be the property of Landlord and shall remain upon and be surrendered with the PremisesPremises at the termination of the lease. To If Landlord consents to the extent 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, and the same shall be made at such Alterations involve time and in such manner as Landlord may from time to time designate. At the time Landlord gives its consent to any alteration, Landlord shall advise Tenant whether such alteration must be removed upon the expiration sooner termination of the lease. Upon the expiration or sooner termination of the term, Tenant, at Tenant’s sole cost and expense, shall promptly both remove any such alteration made by Tenant and designated by Landlord to be removed at the time consent was given thereto and repair any damage to the Premises caused by such removal. Any moveable furniture and equipment or trade fixtures remaining on the Premises at the expiration or other termination of the term shall become the property of the Landlord unless promptly removed by Tenant. If during the term, and subject to paragraph 7 above, any alteration, addition or change of the interior non-structural portions of the Premises is required by law, regulation, ordinance or order of any public or quasi-public authority, Tenant, at its sole cost and expense, shall promptly make the same. If during the term any alterations, additions or changes to the structure or systems structural components of the Premises, as reasonably determined by Tenant’s architect the Common Area or engineer, Tenant shall furnish to Landlord, prior to the commencement Project in which the Premises is located is required by law, regulation, ordinance or order of construction, the proposed plans and specifications for Landlord’s approval, which approval shall not be unreasonably withheld, conditioned any public or delayed, and upon completion of construction, “asquasi-built” plans and specifications for such Alterations. Landlord shall provide Tenant with its objections, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant. Tenant shall submit revised plans and specifications until such time as Landlord has approved Tenant’s proposed plans and specifications for such Alterations. If Landlord fails to object, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenantpublic authority, Landlord shall make such alterations, additions or changes and the cost thereof shall be deemed a operating cost and Tenant shall pay its percentage share of such operating cost to have approved such proposed plans and specificationsLandlord as provided in paragraph 16.

Alterations. Subject to the requirements of Article IX below and any insurers providing insurance coverage theretoExcept as provided in Section 4(B)(2)(v), Tenant may make, at its sole cost and expense, such will not make any alterations, additions or improvements and additions of any kind in or to the Premises (collectively referred to herein as the “Alterations”) as Tenant deems desirable or add, disturb or in the conduct of its business provided that such Alterations: (a) do not reduceany way change any plumbing, diminish wiring, life/safety or otherwise adversely affect the fair market value mechanical systems, locks, or utility structural portions of the Premises, or Building (any part thereof; (b) do not reduce, diminish or otherwise adversely affect the useful life of the Premisessame, or any part thereof; and/or (c"Alterations") do not change without the general character or use prior written consent of the Premises or any part thereof. All alterations, improvements, expansions and additions Landlord as to the Premisescharacter of the Alterations, or the manner of doing the work, and the contractor doing the work (approval of the Preliminary Plans, Final Plans and any part thereof, Change Requests shall be made in a good and workmanlike manner and in compliance with applicable laws, ordinances, rules, regulations, codes and requirements and any recorded covenants, conditions or restrictions relating to the Premises, or any part thereof. All alterations, improvements, expansions and additions which are not movable trade fixtures shall be the property of Landlord governed by Article 4 and shall remain upon and be surrendered with the Premisesnot require separate consent under this Article 12). To the extent such Alterations involve changes to the structure or systems of the Premises, as reasonably determined by Tenant’s architect or engineer, Tenant shall furnish to Landlord, prior to the commencement of construction, the proposed plans and specifications for Landlord’s approval, which approval Such consent shall not be unreasonably withheld, conditioned or delayed, and upon completion of construction, “as-built” plans and specifications for such Alterations. Landlord shall provide Tenant with its objections, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant. Tenant shall submit revised plans and specifications until such time as Landlord has approved Tenant’s proposed plans and specifications for such Alterations. If Landlord fails to object, approve or disapprove any proposed Alterations in writing, to Tenant’s proposed plans and specifications writing within fifteen five (155) business days after of receipt of a request therefor from Tenant, then such Alterations shall be deemed approved by Landlord. All such work shall comply with all applicable governmental laws, ordinances, rules and regulations. Landlord shall not be permitted to charge any supervisory or other fees or charges with respect to, or otherwise profit from, any Alterations. Tenant shall have the right to perform approved Alterations 24 hours per day, seven days per week, together with reasonable access to freight elevators, loading docks and other common areas; provided that Tenant will use reasonable efforts to avoid undue disturbance of other tenants of the Building between 8:00 a.m. and 5:00 p.m. weekdays. Landlord, in connection with its approval of any Alterations, shall provide Tenant with a list of those improvements which Landlord will require Tenant to remove at the end of the Term (or last Renewal Term, if applicable) pursuant to Article 19 below. Any improvements not on such list, or if Landlord fails to supply such list to Tenant prior to the approval of the Alterations, then Landlord shall be deemed to have approved waived its rights under Article 19 to require Tenant to so remove such proposed plans improvements. Notwithstanding the foregoing in connection with any Tenant's equipment or other personal property and/or trade fixtures being removed by Tenant, unless otherwise agreed in writing by Landlord, Tenant shall remove all conduit, cabling, piping and specificationswiring which Tenant installed in connection with such property being removed, and shall restore the Premises and/or repair any damage thereto resulting from such removal. Tenant shall own, and have the right to remove at any time during or at the end of the Term (or last Renewal Term, if applicable), all personal property installed in the Premises by Tenant and all of Tenant's equipment, including, without limitation, generators, removable HVAC equipment, batteries, and UPS systems.

Alterations. Subject 9.1 The original improvement of the Premises shall be accomplished by Landlord in accordance with Exhibit B. Landlord is under no obligation to the requirements of Article IX below and make any insurers providing insurance coverage thereto, Tenant may make, at its sole cost and expense, such alterations, decorations, additions, improvements and additions of any kind to the Premises or other changes (collectively referred to herein as the “Alterations”) in or to the Premises except as set forth in Exhibit B or otherwise expressly provided in this Lease. 9.2 Tenant deems desirable shall not make or permit anyone to make any Alteration in or to the conduct Premises or the Building without Landlord’s prior written consent, which consent shall not be unreasonably withheld or delayed with respect to proposed Alterations that are not visible from the exterior of its business provided that such Alterationsthe Premises, do not affect the Building’s structure, and do not impair the Building’s mechanical, electrical, plumbing or HVAC systems. Any Alteration made by Tenant shall be subject to the preceding sentence and shall be made: (a) do not reducein a good, diminish or otherwise adversely affect the fair market value or utility of the Premisesworkmanlike, or any part thereoffirst-class and prompt manner; (b) do not reduce, diminish or otherwise adversely affect the useful life of the Premises, or any part thereofusing new materials only; and/or (c) do by a contractor and in accordance with plans and specifications and procedures reasonably approved in writing by Landlord; (d) in accordance with legal requirements and requirements of any insurance company insuring the Building; (el after obtaining any required consent of any Mortgagee; and (f) after obtaining a workmen’s compensation insurance policy reasonably approved in writing by Landlord and any other insurance reasonably required by Landlord (provided, however, that this requirement shall be satisfied if such insurance is carried by the contractor performing the work). Upon completion of the Alteration, Tenant shall deliver to Landlord written, unconditional waivers of mechanics’ and materialmen’s liens against the Premises and the Building from all contractors, subcontractors, laborers and material suppliers for all work and materials in connection with such Alteration. If any lien (or a petition to establish a lien) is filed in connection with any Alteration, then such lien (or petition) shall be discharged by Tenant at Tenant’s expense within twenty (20) days thereafter by the payment thereof or filing of a bond acceptable to Landlord. Landlord’s consent to the making of an Alteration shall be deemed not change the general character or use of to constitute Landlord’s consent to subject its interest in the Premises or the Building to liens which may be filed in connection therewith. Tenant shall hire Landlord (or its designee) to perform any part thereofstructural Alteration, provided that the charge to Tenant therefor is reasonable. Notwithstanding anything to the contrary contained in this Article IX, Tenant shall have the right from time to time and at any time, without Landlord’s consent, to perform the following work within the Premises: (i) paint and install wall coverings, (ii) install and remove office furniture, (iii) relocate existing electrical outlets, (iv) install and remove workstations, (v) install and remove Tenant’s equipment and perform cable pulls in connection therewith (provided no work within the walls or above the ceiling tiles is performed in connection with such installation and removal), and (vi) install and remove carpeting and other floor coverings. If appropriate in view of the nature and scope of the Alterations, Tenant shall furnish Landlord with an updated set of “as-built” drawings reflecting any alterations made by Tenant. 9.3 If any Alteration for which Landlord’s consent is required is made without Landlord’s prior written consent, then Landlord shall have the right at Tenant’s expense to remove and correct such Alteration and restore the Premises and the Building to their condition immediately prior thereto or to require Tenant to do the same. All alterations, improvements, expansions and additions Alterations to the Premises, Premises or any part thereof, the Building made by either party shall be made in a good and workmanlike manner and in compliance with applicable laws, ordinances, rules, regulations, codes and requirements and any recorded covenants, conditions or restrictions relating to the Premises, or any part thereof. All alterations, improvements, expansions and additions which are not movable trade fixtures shall be the immediately become Landlord’s property of Landlord and shall remain upon and be surrendered with the Premises. To Premises at the extent such Alterations involve changes to the structure expiration or systems earlier termination of the PremisesLease Term; provided, as reasonably determined by Tenant’s architect or engineerhowever, that Tenant shall furnish have the right to Landlordremove, prior to the commencement expiration or earlier termination of constructionthe Lease Term, the proposed plans all of Tenant’s trade fixtures, movable furniture, furnishings and specifications for Landlord’s approval, which approval shall not be unreasonably withheld, conditioned or delayed, and upon completion of constructionequipment (collectively, “as-built” plans and specifications for such Alterations. Landlord shall provide Tenant with its objections, in writing, to Tenant’s proposed plans Removables”); and specifications within fifteen (15) days after receipt from Tenant. except that Tenant shall submit revised plans be required to remove all Alterations to the Premises or the Building which Landlord designates in writing for removal at the time Landlord approves installation of such Alteration. Movable furniture, furnishings and specifications until such time as Landlord has approved Tenant’s proposed plans and specifications for such Alterations. If Landlord fails to object, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant, Landlord equipment shall be deemed to exclude any item which would normally be removed from the Premises with the assistance of any tool or machinery other than a dolly. Landlord shall have approved the right to repair at Tenant’s expense all damage to the Premises or the Building caused by such proposed plans removal or to require Tenant to do the same. If any such furniture, furnishing or equipment is not removed by Tenant prior to the expiration or earlier termination of the Lease Term, then the same shall become Landlord’s property and specificationsshall be surrendered with the Premises as a part thereof; provided, however, that Landlord shall have the right to remove from the Premises at Tenant’s expense such furniture, furnishing or equipment and any Alteration which Landlord designated in writing for removal as set forth above.

Alterations. Subject Tenant shall not make any alterations, additions or improvements to the requirements Premises or Property (“Alterations”) without the prior written consent of Article IX below Landlord. Tenant shall have the right at any time during the Lease Term, without needing Landlord’s prior written consent, to make cosmetic, non-material and non-structural alterations to the Premises which cost shall not exceed Ten Thousand Dollars ($10,000.00) in any insurers providing insurance coverage theretoone calendar year. Tenant shall make no Alterations to the Premises, Tenant may makeincluding, without limitation any Alterations (i) which will adversely impact the Building’s mechanical, electrical or heating, ventilation or air conditioning systems, or (ii) which will adversely impact the structure of the Building, or (iii) which are visible from the exterior of the Premises or (iv) which will result in the penetration or puncturing of the roof, without first obtaining Landlord’s prior written consent or approval to such Alterations (which consent or approval shall be in the Landlord’s sole and absolute discretion). Notwithstanding the aforesaid, Tenant, at its Tenant’s sole cost and expense, may install such alterations, improvements and additions of any kind to the Premises (collectively referred to herein as the “Alterations”) trade fixtures as Tenant deems desirable in the conduct of its business provided that may deem necessary, so long as such Alterations: (a) trade fixtures do not reducepenetrate or disturb the structural integrity and support provided by the roof, diminish exterior walls or otherwise adversely affect the fair market value or utility of the Premises, or any part thereof; (b) do not reduce, diminish or otherwise adversely affect the useful life of the Premises, or any part thereof; and/or (c) do not change the general character or use of the Premises or any part thereofsub-floors. All alterations, improvements, expansions and additions to the Premises, or any part thereof, such trade fixtures shall be made constructed and/or installed by contractors approved by Landlord, in a good and workmanlike manner manner, and in compliance with all applicable governmental and quasi-governmental laws, ordinances, rules, ordinances and regulations, codes and as well as all requirements of Landlord’s insurance carrier. Upon the expiration or earlier termination of this Lease, Tenant shall remove all trade fixtures and any recorded covenants, conditions or restrictions relating to other Alterations installed by Tenant within the Premises; and, or any part thereofupon such removal, Tenant shall restore the Premises to a condition substantially similar to that condition when received by Tenant. All alterationsHowever, improvementsnotwithstanding the aforesaid, expansions and additions which are not movable trade fixtures upon Landlord’s written election, such Alterations shall be the property of revert to Landlord and shall remain upon and be surrendered with within the Premises. To the extent such Alterations involve changes In no event shall Landlord have any right to the structure or systems any of the Premises, as reasonably determined by Tenant’s architect trade fixtures; and, except as otherwise set forth in this Lease, Tenant may remove such trade fixtures upon the termination of this Lease, provided Tenant repairs any damage caused by such removal. If Tenant does not timely remove such property, then Tenant shall be conclusively presumed to have, at Landlord’s election (i) conveyed such property to Landlord without compensation or engineer(ii) abandoned such property, and Landlord may dispose of or store any part thereof in any manner at Tenant’s sole cost, without waiving Landlord’s right to claim from Tenant all expenses arising out of Tenant’s failure to remove the property, and without liability to Tenant or any other person. Landlord shall have no duty to be a bailee of any such personal property. If Landlord elects abandonment, Tenant shall furnish pay to Landlord, prior to the commencement of constructionupon demand, the proposed plans and specifications any expenses incurred for Landlord’s approval, which approval shall not be unreasonably withheld, conditioned or delayed, and upon completion of construction, “as-built” plans and specifications for such Alterations. Landlord shall provide Tenant with its objections, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant. Tenant shall submit revised plans and specifications until such time as Landlord has approved Tenant’s proposed plans and specifications for such Alterations. If Landlord fails to object, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant, Landlord shall be deemed to have approved such proposed plans and specificationsdisposition.

Alterations. Subject The Lessee shall have the right, at any time and from time to time, to make such Alterations, structural or otherwise, to the requirements of Article IX below and any insurers providing insurance coverage theretoLeased Property as the Lessee shall deem necessary or desirable, Tenant may make, at its sole cost and expense, such alterations, improvements and additions of any kind subject to the Premises (collectively referred to herein as the “Alterations”) as Tenant deems desirable in the conduct of its business provided that such Alterations: following conditions: (a) do not reduceNo Alterations shall be undertaken until the Lessee shall have procured and paid for, diminish or otherwise adversely affect so far as the fair market value or utility same may be required from time to time, all required municipal and other governmental permits and authorizations of the Premisesvarious municipal departments and governmental subdivisions having jurisdiction, and the Lessor, at the Lessee's expense, shall join in the application for such permits or authorizations whenever such action is necessary; (b) Any structural Alterations, or any part thereofAlterations undertaken as a single project and involving an estimated cost aggregating more than $100,000, shall, if requested by the Lender, be conducted under the supervision of an architect or engineer licensed as such in the State where the applicable Parcel is located; (b) do not reduceselected by the Lessee and reasonably acceptable to the Lender, diminish and no such work shall be undertaken until preliminary plans and outline specifications and budget estimates therefor, prepared and approved in writing by such architect or otherwise adversely affect engineer, stating that the useful life same comply with the provisions of this Article, shall have been submitted to and approved by the Premises, or any part thereof; and/or Lessor and the Lender; (c) do not change All Alterations will comply in all respects with the general character or use provisions of the Premises or any part thereof. All alterations, improvements, expansions Operative Documents and additions to the Premises, or any part thereof, shall be made of such a character that, when completed, the Fair Market Sales Value of the Improvements shall be not less than the Fair Market Sales Value of the Improvements immediately before any such Alterations. (d) All work done in connection with any Alterations shall be done in a good and workmanlike manner and in compliance with applicable laws, ordinances, rules, regulations, codes building and requirements zoning laws and with all other Applicable Laws; the cost of any recorded covenants, conditions or restrictions relating to the Premises, or any part thereof. All alterations, improvements, expansions and additions which are not movable trade fixtures such Alterations shall be paid in cash or its equivalent, so that the Leased Property shall at all times be free of Liens for labor and materials supplied or claimed to have been supplied (other than inchoate liens or liens bonded off in accordance with Applicable Law and with Lender's consent); and the work of any Alterations shall be prosecuted with reasonable dispatch, unavoidable delays excepted; and (e) Worker's compensation insurance covering all persons employed in connection therewith and with respect to whom death or bodily injury claims could be asserted against the Lessor, the Lender or the Lessee or the Leased Property and general liability and property of Landlord and shall remain upon and damage insurance (which may be surrendered with effected by indorsement, if obtainable, on the Premises. To insurance required to be carried pursuant to Section 9.2) for the extent such Alterations involve changes to the structure or systems mutual benefit of the Premises, as reasonably determined by Tenant’s architect or engineer, Tenant shall furnish to Landlord, prior to the commencement of constructionLessor, the proposed plans and specifications for Landlord’s approval, which approval shall Lender or the Lessee with limits of not less than those required to be unreasonably withheld, conditioned or delayed, and upon completion of construction, “as-built” plans and specifications for such Alterations. Landlord shall provide Tenant with its objections, in writing, carried pursuant to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant. Tenant shall submit revised plans and specifications until such time as Landlord has approved Tenant’s proposed plans and specifications for such Alterations. If Landlord fails to object, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant, Landlord said Section 9.2 shall be deemed to have approved such proposed plans and specificationsmaintained by the Lessee at all times when any work is in process in connection with any Alterations.

Alterations. Subject Tenant shall make no alterations, additions or improvements to the Premises without the prior written consent of Landlord and only in accordance with the requirements of Article IX below and Landlord’s Construction Manual. Notwithstanding the foregoing, after notice to Landlord but without any insurers providing insurance coverage theretorequirement for Landlord’s consent, Tenant may makeperform cosmetic alterations in the Premises which do not affect the Building’s structure or base building systems and cost no more than Fifty Thousand and 00/100 Dollars ($50,000.00) in the aggregate for a single project, at its sole cost provided such alterations are made in accordance with Landlord’s Construction Manual. Tenant shall obtain all state, local and expense, other necessary permits before undertaking any such alterations, additions or improvements. Tenant shall carry such insurance as Landlord shall reasonably require. Any alterations, additions and improvements and additions of any kind to the Premises (collectively referred to herein as the “Alterations”) as Tenant deems desirable in the conduct of its business provided that such Alterations: (a) do not reduce, diminish or otherwise adversely affect the fair market value or utility of the Premises, or any part thereof; (b) do not reduceexcept movable furniture and trade fixtures, diminish or otherwise adversely affect the useful life of the Premises, or any part thereof; and/or (c) do not change the general character or use of the Premises or any part thereofshall belong to Landlord. All alterations, improvements, expansions additions and additions improvements to the Premises, or any part thereof, Premises shall be made in a good and workmanlike manner and in compliance with applicable laws, ordinances, rules, regulations, codes and requirements and at Tenant’s sole cost. If any recorded covenants, conditions or restrictions mechanic’s lien (which term shall include all similar liens relating to the Premisesfurnishing of labor and materials) is filed against the Building which is claimed to be attributable to Tenant, its agents, employees, contractors, or persons working under Tenant’s direction or control, then Tenant shall give Landlord immediate notice of such lien and shall discharge the same by payment or filing any part thereofnecessary bond within ten (10) days after Tenant has notice (from any source) of such lien. All alterations, improvements, expansions Landlord’s approval of the construction documents shall signify Landlord’s consent to the work shown thereon only and additions which are not movable trade fixtures Tenant shall be the property of Landlord and shall remain upon and be surrendered with the Premisessolely responsible for any errors or omissions contained therein. To the extent such Alterations involve changes to the structure or systems of the Premises, as reasonably determined by Tenant’s architect or engineer, Tenant shall furnish to Landlord, prior to the commencement of construction, the proposed plans and specifications for Landlord’s approval, which approval approvals under this Section 5.10 shall not be unreasonably withheld, conditioned or delayed, and upon completion of construction, “as-built” plans and specifications for such Alterations. Landlord shall provide Tenant with its objections, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant. Tenant shall submit revised plans and specifications until such time as Landlord has approved Tenant’s proposed plans and specifications for such Alterations. If Landlord fails to object, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant, Landlord shall be deemed to have approved such proposed plans and specifications.

Alterations. Subject to the requirements No structural alteration, addition, improvement, service or refinishing of Article IX below and any insurers providing insurance coverage thereto, Tenant may make, at its sole cost and expense, such alterations, improvements and additions of any kind or to the Premises (collectively referred to herein as the “Alterations”) as Tenant deems desirable in the conduct of its business provided that such Alterations: (a) do not reduce, diminish or otherwise adversely affect the fair market value or utility of the Premises, or any part thereof; (b) do not reduce, diminish or otherwise adversely affect the useful life of the Premises, or any part thereof; and/or (c) do not change the general character or use of the Premises or any part thereof. All alterations, improvements, expansions and additions to the Premises, or any part thereof, exceeding $10.00 per square foot shall be made in a good and workmanlike manner and in compliance with applicable laws, ordinances, rules, regulations, codes and requirements and any recorded covenants, conditions or restrictions relating to by Tenant without the Premises, or any part thereof. All alterations, improvements, expansions and additions which are not movable trade fixtures shall be the property prior written consent of Landlord and shall remain upon and be surrendered with the Premises. To the extent such Alterations involve changes to the structure or systems of the Premises, as reasonably determined by Tenant’s architect or engineer, Tenant shall furnish to Landlord, prior to the commencement of construction, the proposed plans and specifications for Landlord’s approval, which approval shall not be unreasonably withheld, conditioned conditioned, or delayed. The work described in the prior sentence, and upon completion of constructionall other work to the Premises by Tenant (collectively, “as-built” plans Alterations”) shall be performed strictly in accordance with all applicable building codes and specifications governmental authority regulations and, where required, pursuant to validly issued permits required for such work. All such Alterations. , additions or improvements and any fixtures installed by Tenant shall become the property of Landlord shall provide Tenant with its objectionsupon the expiration or sooner termination of this Lease, provided that, unless Landlord provides otherwise in writing, prior to Tenant’s proposed plans expiration or earlier termination of this Lease Tenant shall remove: (1) all cabling installed by Tenant or on behalf of Tenant in the Premises and specifications within fifteen Building; and (152) days after receipt any items that were expressly identified by Landlord for removal at or prior to the time of approval of their installation, and Tenant shall repair any damage from Tenantremoval. Tenant shall submit revised plans and specifications until such time as Landlord has approved not permit any mechanics’ liens to be filed against the Building or Property or land on which it is located or against Tenant’s proposed plans and specifications for such Alterationsleasehold interest in the Premises by reason of work, labor, services or materials supplied or claimed to have been supplied to Tenant or anyone holding the Premises through or under Tenant, whether prior or subsequent to the commencement of the Term hereof. If Landlord fails to object, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant, Landlord any such mechanics’ lien shall at any time be deemed to have approved such proposed plans and specificationsfiled it shall constitute a default under the provisions of this Lease.

Alterations. Subject After the Occupancy Date. Lessee shall make no alterations, installations, additions or additional improvements (hereinafter collectively called “Alterations”) in or to the requirements Demised Premises or the Building without Lessor’s prior written consent except for those “Lessee’s Improvements approved by Lessor pursuant to section 9(B) above and which are installed pursuant to Exhibit B-2. Consent by Lessor to Lessee’s Alterations shall not be unreasonably withheld, except that Lessor may withhold its consent in its sole and absolute discretion with regard to requested Alterations by Lessee which affect the structure of Article IX below and the Building, or the mechanical, plumbing or electrical systems of the Building, or any insurers providing insurance coverage theretocommon areas of the Building, Tenant may makeor any exterior or interior architectural or visual aspects or parts of the Building, or any portion of the Demised Premises visible from the exterior of the Building, or any other tenant or tenants of the Building. Lessee, at its sole cost and expense, shall provide Lessor with such alterationsarchitectural or other plans as shall be deemed necessary by Lessor prior to performance of such Alterations, improvements and additions after installation of such Alterations Lessee, at its sole cost and expense, shall provide Lessor with such revised as-built full-floor mechanical and electrical plans for the floor or floors on which the Alterations are to be made, as shall be deemed necessary by Lessor, to show Lessee’s Alterations. If any kind to Alterations are made without the Premises (collectively referred to herein as prior written consent of Lessor, Lessor may correct or remove the “Alterations”) as Tenant deems desirable same, and Lessee shall be liable for any and all expenses incurred by Lessor in the conduct performance of its business provided that this work, plus fifteen percent (15%) of such Alterations: (a) do not reduce, diminish or otherwise adversely affect the fair market value or utility of the Premises, or any part thereof; (b) do not reduce, diminish or otherwise adversely affect the useful life of the Premises, or any part thereof; and/or (c) do not change the general character or use of the Premises or any part thereofexpenses as an administrative cost to Lessor. All alterations, improvements, expansions and additions to the Premises, or any part thereof, Alterations shall be made in a good compliance with all laws and workmanlike manner regulations and at Lessee’s sole expense, at such times and in compliance with applicable lawssuch manner as Lessor may designate, ordinancesand only by such contractors or mechanics as are approved in writing by Lessor. Approval of contractors or mechanics by Lessor, rulesshall be based, regulationswithout limitation, codes upon the contractors or mechanics being properly licensed, bonded and requirements insured, their financial posture, experience and any recorded covenants, conditions or restrictions relating past job performance. All Alterations to the Demised Premises, whether made by Lessor or Lessee, and whether at Lessor’s or Lessee’s expense, or the joint expense of Lessor and Lessee, shall be and remain the property of Lessor. Notwithstanding the foregoing, however, any Alterations, fixtures or any other property installed in the Demised Premises at the sole expense of Lessee, and which can be removed without causing material damage to the Demised Premises or the Building, shall be and remain the property of Lessee if (and only if) Lessee provides to Lessor a list of each such Alteration prior to the installation of such Alteration (as such may be approved by Lessor), and if Lessee fails to list any such Alteration as aforesaid then Lessor shall have the option, by written notice to Lessee, to require Lessee to remove such Alteration at the expiration or earlier termination of this Lease or to leave it in place as Lessor’s property at the expiration or earlier termination of this Lease. In the event Lessee removes any of these Alterations and the like, Lessee agrees, at Lessor’s election, to: i) to repair any damage to the Building caused by said removal and to restore the Demised Premises to a condition equal to that on the Occupancy Date; or ii) pay Lessor, as additional Rent, for all costs incurred by Lessor to undertake such repairs. Any replacements of any property or improvements of Lessor, whether made at Lessee’s expense or otherwise, shall be and remain the property of Lessor. If Lessor consents to the Alterations, Lessor, may elect to require Lessee to remove all or any part thereof. All alterationsof the Alterations made by Lessee subsequent to the Occupancy Date at the expiration or earlier termination of the term of this Lease, improvements, expansions and additions such election which are not movable trade fixtures shall be indicated by Lessor to the Lessee in writing at the time Lessor consents to the Alterations. Removal of Lessee’s Alterations shall be at Lessee’s cost and expense, and Lessee shall, at its cost and expense, repair any damage to the Demised Premises or the Building caused by such removal. Lessee shall remove all of Lessee’s property at the expiration or earlier termination of this Lease, unless otherwise specified by Lessor, as set forth above. In the event Lessee does not remove Lessee’s property at the expiration or earlier termination of the Lease, such property shall become the property of Landlord and shall remain upon and Lessor. In the event Lessee fails to remove its property or the Alterations requested to be surrendered with removed by Lessor on or before the Premises. To the extent such Alterations involve changes to the structure expiration, or systems earlier termination, of the Premisesterm of the Lease, then Lessor may remove such property and Alterations from the Demised Premises at Lessee’s expense, and Lessee hereby agrees to pay to Lessor, as reasonably determined by Tenant’s architect or engineer, Tenant shall furnish to Landlord, prior to the commencement of constructionadditional Rent, the proposed plans cost of such removal together with any and specifications for Landlord’s approval, all damages which approval shall not be unreasonably withheld, conditioned or delayed, Lessor may suffer and upon completion sustain by reason of construction, “as-built” plans and specifications for such Alterationsthe failure of Lessee to remove the same. Landlord shall provide Tenant with its objections, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant. Tenant shall submit revised plans and specifications until such time as Landlord has approved Tenant’s proposed plans and specifications for such Alterations. If Landlord fails to object, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant, Landlord Said amount of additional Rent shall be deemed to have approved such proposed plans due and specificationspayable upon receipt by Lessee of a written statement of costs and damages from Lessor.

Alterations. Subject Except as otherwise required herein, Tenant shall not make any alterations, additions or improvements to the requirements exterior or structural portions of Article IX below and any insurers providing insurance coverage thereto, Tenant may make, at its sole cost and expense, such alterations, improvements and additions of any kind to the Premises (collectively including, without limitation, the roof) (herein referred to herein collectively as the “AlterationsAlteration”) as without the prior written consent of Landlord and the Association (to the extent it has jurisdiction), which consent Landlord and the Association shall not unreasonably withhold. Tenant deems desirable may install in the conduct of its business provided that such Alterations: (a) do not reduce, diminish or otherwise adversely affect the fair market value or utility of the Premises, or any part thereof; (b) do not reduce, diminish or otherwise adversely affect the useful life of the Premises, or any part thereof; and/or (c) do not change the general character or use interior of the Premises or any part thereof. All alterationswithout the consent of Landlord, improvementsunattached, expansions and additions to the Premises, or any part thereof, shall be made in a good and workmanlike manner and in compliance with applicable laws, ordinances, rules, regulations, codes and requirements and any recorded covenants, conditions or restrictions relating to the Premises, or any part thereof. All alterations, improvements, expansions and additions which are not movable trade fixtures shall and furniture which may be installed without drilling, cutting or otherwise defacing the property of Landlord and shall remain upon and be surrendered with the PremisesPremises (herein referred to as “Removable Trade Fixtures”). To the extent such Alterations involve changes to the structure or systems of the Premises, as reasonably determined by Tenant’s architect or engineer, Tenant shall furnish submit to LandlordLandlord for its review and approval, prior to the commencement of construction, the proposed complete plans and specifications for Landlord’s approval, which any proposed Alteration at the time approval shall not be unreasonably withheld, conditioned or delayedis sought, and upon completion of constructionif necessary, “as-built” plans and specifications for such Alterations. Landlord shall provide Tenant with its objectionsresubmit the same from time to time, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt of written notice of disapproval thereof from TenantLandlord or the Association, until the same are approved by Landlord and the Association if applicable. Tenant shall submit revised plans and specifications until such time as Landlord has approved Tenant’s proposed plans and specifications for such Alterations. If In the event the Association or Landlord fails to object, in writing, to grant its approval (or disapproval) of Tenant’s proposed plans and specifications within fifteen ten (1510) days after receipt from of Tenant’s submission (and/or resubmission) of the same, then Landlord and/or the Association, as the case may be, shall be deemed to have approved such proposed plans the same. In connection with any Alteration of the Premises by Tenant, Tenant shall comply with all applicable federal, state, county and specificationslocal laws and ordinances (including, without limitation, the ADA), and all rules and regulations of any governmental authority having jurisdiction over the Premises.

Alterations. Subject to the requirements of Article IX below and any insurers providing insurance coverage thereto, Tenant may makenot make any improvement, at its sole cost and expensealteration, such alterations, improvements and additions of any kind addition or change to the Premises or to any mechanical, plumbing or HVAC facilities or other systems serving the Premises (collectively referred an “Alteration”) without Landlord’s prior consent, which consent shall be requested by Tenant not less than 30 days before commencement of work and shall not be unreasonably withheld by Landlord, provided it shall be deemed reasonable for Landlord to herein as withhold its consent to any Alteration which could adversely affect the Base Building or is visible from the exterior of the Building (collectively, “Significant Alterations”) as ). Notwithstanding the foregoing, Tenant deems desirable in the conduct of its business shall be permitted to make Alterations without Landlord’s prior consent, provided that such Alterations: Alterations (a) cost less than Fifty Thousand Dollars ($50,000.00) per project and do not reduceconstitute Significant Alterations hereunder (“Minor Alterations”), diminish or otherwise adversely affect the fair market value or utility and (b) prior to commencing any such Alterations, Tenant provides Landlord with not less than ten (10) business days’ prior written notice thereof, which shall include a copy of the Premisesany governmental permits required to complete such Alterations. For any Significant Alterations and for any Minor Alterations that require governmental approvals, or any part thereof(a) Tenant, before commencing work, shall deliver to Landlord, and obtain Landlord’s approval of, plans and specifications; (b) do not reduceLandlord, diminish or otherwise adversely affect the useful life of the Premisesin its discretion, or any part thereofmay require Tenant to obtain security for performance satisfactory to Landlord; and/or (c) do not change Tenant shall deliver to Landlord “as built” drawings (in CAD format, if requested by Landlord), completion affidavits, full and final lien waivers, and all governmental approvals; and (d) Tenant shall pay Landlord upon demand (i) Landlord’s reasonable out-of-pocket expenses incurred in reviewing the general character or use work, and (ii) a coordination fee equal to 3% of the Premises or any part thereof. All alterations, improvements, expansions and additions to the Premises, or any part thereof, shall be made in a good and workmanlike manner and in compliance with applicable laws, ordinances, rules, regulations, codes and requirements and any recorded covenants, conditions or restrictions relating to the Premises, or any part thereof. All alterations, improvements, expansions and additions which are not movable trade fixtures shall be the property of Landlord and shall remain upon and be surrendered with the Premises. To the extent such Alterations involve changes to the structure or systems cost of the Premiseswork; provided, as reasonably determined by Tenant’s architect or engineerhowever, Tenant shall furnish to Landlord, prior to the commencement of construction, the proposed plans and specifications for Landlord’s approval, which approval that this clause (d) shall not be unreasonably withheld, conditioned or delayed, and upon completion of construction, “as-built” plans and specifications for such Alterations. Landlord shall provide apply to any Tenant with its objections, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant. Tenant shall submit revised plans and specifications until such time as Landlord has approved Tenant’s proposed plans and specifications for such Alterations. If Landlord fails to object, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant, Landlord shall be deemed to have approved such proposed plans and specificationsImprovements.

Alterations. Subject Tenant shall make no alterations, installations, changes or additions in or to the requirements of Article IX below and any insurers providing insurance coverage theretoPremises or the Project (collectively, "Alterations") without Landlord's prior written consent. Notwithstanding anything to the contrary contained herein, Tenant may makemake 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 $20,000.00 in any twelve (12) month period, 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 Project, or (iii) affect the exterior appearance of the Project. Tenant shall give Landlord at least ten (10) days prior notice of such Cosmetic Alterations, which notice shall be accompanied by reasonably adequate evidence that such changes meet the criteria contained in this Section 9(c). As used herein, the term "Alterations" does not include any of the Tenant Improvements. Any Alterations approved by Landlord must be performed in accordance with the terms hereof, using only contractors approved by Landlord in writing and upon the approval by Landlord in writing of fully detailed and dimensioned plans and specifications pertaining to the Alterations in question, to be prepared and submitted by Tenant at its sole cost and expense, such alterations, improvements . Tenant shall at its sole cost and additions of expense obtain all necessary approvals and permits pertaining to any kind Alterations. Tenant shall cause all Alterations to the Premises (collectively referred to herein as the “Alterations”) as Tenant deems desirable in the conduct of its business provided that such Alterations: (a) do not reduce, diminish or otherwise adversely affect the fair market value or utility of the Premises, or any part thereof; (b) do not reduce, diminish or otherwise adversely affect the useful life of the Premises, or any part thereof; and/or (c) do not change the general character or use of the Premises or any part thereof. All alterations, improvements, expansions and additions to the Premises, or any part thereof, shall be made performed in a good and workmanlike manner manner, in conformance with all applicable federal, state, county and municipal laws, rules and regulations, pursuant to a valid building permit (if one is required), and in compliance conformance with applicable lawsLandlord's construction rules and regulations. If Landlord, ordinancesin approving any Alterations, rules, regulations, codes and requirements and any recorded covenants, conditions or restrictions relating to the Premises, or any part thereof. All alterations, improvements, expansions and additions which are not movable trade fixtures shall be the property of Landlord and shall remain upon and be surrendered with the Premises. To the extent such Alterations involve changes to the structure or systems of the Premises, as reasonably determined by Tenant’s architect or engineerspecifies a commencement date therefor, Tenant shall furnish not commence any work with respect to Landlord, such Alterations prior to the commencement of construction, the proposed plans and specifications for Landlord’s approval, which approval such date; provided that Tenant shall not be unreasonably withheld, conditioned or delayed, and upon completion of construction, “as-built” plans and specifications for entitled to commence such Alterations. Landlord shall provide Tenant with its objections, in writing, to Tenant’s proposed plans and specifications work within fifteen thirty (1530) days after receipt from Tenantsuch approval is given. Tenant shall submit revised plans hereby agrees to indemnify, defend, and specifications until such time as hold Landlord has approved Tenant’s proposed plans free and specifications for such Alterations. If Landlord fails to objectharmless from all liens and claims of lien, in writingand all other liability, to Tenant’s proposed plans claims and specifications within fifteen (15) days after receipt from Tenant, Landlord shall be deemed to have approved such proposed plans and specifications.demands arising out

Alterations. Subject to the requirements of Article IX below and any insurers providing insurance coverage thereto, Tenant may make, at its sole cost and expense, such alterations, improvements and additions of any kind to the Premises (collectively referred to herein as the “Alterations”) as Tenant deems desirable in the conduct of its business provided that such Alterations: (a) do not reduceThe Lessee shall not, diminish or otherwise adversely affect without first obtaining the fair market value or utility written consent of the Premises, or any part thereof; (b) do not reduce, diminish or otherwise adversely affect the useful life of the Premises, or any part thereof; and/or (c) do not change the general character or use of the Premises or any part thereof. All alterations, improvements, expansions and additions to the Premises, or any part thereof, shall be made in a good and workmanlike manner and in compliance with applicable laws, ordinances, rules, regulations, codes and requirements and any recorded covenants, conditions or restrictions relating to the Premises, or any part thereof. All alterations, improvements, expansions and additions which are not movable trade fixtures shall be the property of Landlord and shall remain upon and be surrendered with the Premises. To the extent such Alterations involve changes to the structure or systems of the Premises, as reasonably determined by Tenant’s architect or engineer, Tenant shall furnish to Landlord, prior to the commencement of construction, the proposed plans and specifications for Landlord’s approvalLessor, which approval consent shall not be unreasonably withheld, conditioned withheld or delayed, and upon completion make in the Apartment or Building, or on any roof, penthouse, terrace or balcony appurtenant thereto, any alteration, enclosure or addition or any alteration of constructionor addition to the water, “as-built” plans and specifications for such Alterationsgas or steam risers or pipes, heating or air conditioning system or units, electrical conduits, wiring or outlets, plumbing fixtures, intercommunication or alarm system, or any other installation or facility in the Apartment or Building. Landlord shall provide Tenant with its objections, The performance by Lessee of any work in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant. Tenant shall submit revised plans and specifications until such time as Landlord has approved Tenant’s proposed plans and specifications for such Alterations. If Landlord fails to object, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant, Landlord the Apartment shall be deemed in accordance with any applicable rules and regulations of the Lessor and governmental agencies having jurisdiction thereof. The Lessee shall not in any case install any appliances which will overload the existing wires or equipment in the Building. Anything herein or in subparagraph (b) below to have approved the contrary notwithstanding, the consent of the Lessor shall not be required for any of the foregoing alterations, enclosures or additions made by, or the removal of any additions, improvements or fixtures from the Apartment by, a holder of Unsold Shares, but the consent only of the Lessor's then managing agent will be sufficient, which consent shall not be unreasonably withheld or delayed. Notwithstanding the foregoing, no alterations or improvements shall be made by a holder of Unsold Shares in the public areas of the Building or in any apartment not leased to such proposed plans holder of Unsold Shares without first obtaining the consent of the Lessor (which consent shall not be unreasonably withheld or delayed) and specifications(if applicable) the lessee of such other apartment. While a holder of Unsold Shares maintains a majority of the Board of Directors, it shall make no additions, alterations, improvements or purchases not contemplated in the Plan which would necessitate a special assessment or a substantial increase in the monthly assessment unless required by a governmental agency, title insurance company, mortgage lender or in the event of an emergency.

Alterations. Subject (a) Tenant shall not make or cause to be made any alterations, additions, renovations, improvements or installations in or to the requirements Premises or the Building (“Alterations”) without Landlord’s prior consent, which consent may be granted or withheld in Landlord’s sole and absolute discretion; provided, however, that (i) Landlord will not unreasonably withhold its consent to interior, non-structural Alterations in the Premises which do not affect any of Article IX below the central or base-Building mechanical, electrical and plumbing systems of the Building; and (ii) Tenant, without Landlord’s consent may make interior, non-structural Alterations in the Premises that are of a purely cosmetic nature (and that do not violate any insurers providing insurance coverage theretoother provision of this Lease). (b) All work performed by Tenant in the Premises or (if permitted) outside the Premises, including any Alterations, shall be performed: (i) promptly and in a workmanlike manner with first-class materials; (ii) by duly qualified or licensed Persons; (iii) without interference with, or disruption to, the operations of Landlord or other tenants or occupants of the Project; and (iv) in accordance with (a) plans and specifications approved in writing in advance by Landlord (as to both design and materials) which approval may be granted or withheld in Landlord’s sole and absolute discretion, except as otherwise expressly provided herein, and (b) all applicable governmental permits, legal requirements, rules and regulations. Upon completion of any Alterations, Tenant may makeshall deliver to Landlord’s management office a reproducible copy of the “as built” drawings of such work as well as all permits, at its sole cost approvals and expenseother documents issued by any governmental agency in connection with such work. (c) All present and future alterations, such alterationsadditions, renovations, improvements and additions of any kind installations made to the Premises (collectively referred to herein as the collectively, “AlterationsLeasehold Improvements”) as Tenant deems desirable in the conduct of its business provided that such Alterations: (a) do not reduce), diminish including any HVAC system located therein or otherwise adversely affect the fair market value or utility of exclusively serving the Premises, or any part thereof; (b) do not reduce, diminish or otherwise adversely affect the useful life of the Premises, or any part thereof; and/or (c) do not change the general character or use of the Premises or any part thereof. All alterations, improvements, expansions and additions to the Premises, or any part thereof, shall be made in a good and workmanlike manner and in compliance with applicable laws, ordinances, rules, regulations, codes and requirements and any recorded covenants, conditions or restrictions relating deemed to the Premises, or any part thereof. All alterations, improvements, expansions and additions which are not movable trade fixtures shall be the property of Landlord and when made and, upon Tenant’s vacation or abandonment of the Premises, unless Landlord directs otherwise, shall remain upon and be surrendered with the Premises. To Premises in good order, condition and repair; provided, however, that upon the extent such Alterations involve changes direction of Landlord, Tenant, upon the expiration or sooner termination of the Term, shall (i) remove any Leasehold Improvements that Landlord requires to the structure or systems of be removed, and (ii) repair and restore all damage to the Premises, as reasonably determined the Project or the Building that is caused by the installation of such Leasehold Improvements and/or such removal. All movable goods, inventory, office furniture, equipment, trade fixtures (including exterior signs) and other movable personal property belonging to Tenant that are not permanently affixed to the Premises, shall remain Tenant’s architect property (“Tenant’s Property”) and shall be removable by Tenant at any time, provided that Tenant: (i) is not in default under this Lease, and (ii) shall repair any damage to the Premises, the Project or engineerthe Building caused by the removal of any of Tenant’s Property. (d) Tenant shall cause any contractor performing work on the Premises to obtain, carry and maintain, at no expense to Landlord: (i) worker’s compensation insurance and employer’s liability insurance as required by the jurisdiction in which the Building is located; (ii) builder’s risk insurance with a deductible no greater than Ten Thousand Dollars ($10,000.00), in the amount of the full replacement cost of the Tenant’s Property and the Leasehold Improvements; (iii) Commercial General Liability Insurance providing on an occurrence basis a minimum combined single limit of One Million Dollars ($1,000,000.00) per occurrence (and Two Million Dollars ($2,000,000.00) general aggregate, if applicable); and (iv) business automobile liability insurance including the ownership, maintenance and operation of the automotive equipment, owned, hired and non-owned coverage with a combined single limit of not less than One Million Dollars ($1,000,000.00) for bodily injury and property damage. If the contractor fails to acquire such insurance, Tenant shall furnish to Landlord, prior to the commencement of construction, the proposed plans provide such insurance (except worker’s compensation insurance and specifications for Landlordemployer’s approval, which approval shall not be unreasonably withheld, conditioned or delayed, liability) at its sole cost and upon completion of construction, “as-built” plans and specifications for such Alterations. Landlord shall provide Tenant with its objections, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant. Tenant shall submit revised plans and specifications until such time as Landlord has approved Tenant’s proposed plans and specifications for such Alterations. If Landlord fails to object, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant, Landlord shall be deemed to have approved such proposed plans and specificationsexpense.

Alterations. Subject Tenant agrees not to the requirements make or suffer to be made any alteration, addition Alterations or improvement to or of Article IX below and any insurers providing insurance coverage thereto, Tenant may make, at its sole cost and expense, such alterations, improvements and additions of any kind to the Premises (collectively hereinafter referred to herein as the “Alterations”) as Tenant deems desirable in the conduct of its business provided that such Alterations: (a) do not reduce, diminish or otherwise adversely affect the fair market value or utility of the Premises, or any part thereof; (b) do not reduce, diminish or otherwise adversely affect the useful life of the Premises, or any part thereof; and/or (c) do not change the general character or use of the Premises or any part thereof. All alterations, improvements, expansions and additions to the Premises), or any part thereof, without the prior written consent of Landlord, which consent shall not be unreasonably withheld, conditioned, or delayed; provided, however, (i) Tenant acknowledges that, by way of example and without limitation, it shall be reasonable for Landlord to withhold its consent to Alterations materially adversely affecting the structural portions of the Building or the Building Systems, and (ii) the term Alterations as used in this Section 8 shall not be deemed to include the Tenant Improvements, it being understood that the parties rights and obligations with respect to the construction of the Tenant Improvements shall be governed by Exhibit C to this Lease. Alterations made by Tenant, including without limitation any partitions (movable or otherwise) or carpeting, shall become a part of the Building and belong to Landlord; provided, however, that equipment, trade fixtures and movable furniture shall remain the property of Tenant. If Landlord consents to the making of any Alterations, the same shall be designed and constructed or installed by Tenant at Tenant’s expense (including expenses incurred in complying with Applicable Laws). All Alterations shall be performed only by contractors or mechanics approved by Landlord, which approval shall not be unreasonably withheld, conditioned, or delayed; provided, however, that if Landlord consents to any Alterations that require work to be performed outside the Premises, Landlord may elect to perform such work at Tenant’s reasonable expense, provided that such work shall be performed at prevailing and competitive rates (taking into account the scope of the services, the financial strength, reputation and quality of Landlord’s selected contractor, and the requirement that harmonious labor relations be maintained within the Project). All Alterations shall be made in accordance with complete and detailed architectural, mechanical and engineering plans and specifications approved in writing by Landlord (which approval shall not be unreasonably withheld, conditioned, or delayed) and shall be designed and diligently constructed in a good and workmanlike manner and in compliance with applicable lawsall Applicable Laws. Tenant shall cause any Alterations to be made in such a manner and at such times so that any such work shall not unreasonably disrupt or unreasonably interfere with the use or occupancy of other tenants or occupants of the Project. Under no circumstances shall Landlord be liable to Tenant for any damage, ordinancesloss, rulescost or expense incurred by Tenant on account of Tenant’s plans and specifications, regulationsTenant’s contractors or subcontractors, codes and requirements and design of any recorded covenantswork, conditions construction of any work, or restrictions relating delay in completion of any work, except to the Premisesextent that any of the foregoing is caused by Landlord’s or any of Landlord’s agents, employees, or any part thereof. All alterationscontractors negligence or willful misconduct, improvements, expansions and additions which are not movable trade fixtures shall be the property of Landlord and shall remain upon and be surrendered with the Premises. To the extent such Alterations involve changes to the structure or systems of the Premises, as reasonably determined by Tenant’s architect or engineer, Tenant shall furnish to Landlord, prior to the commencement of construction, the proposed plans and specifications for Landlord’s approvalviolation of Applicable Laws, which approval or Landlord’s breach of this Lease. Notwithstanding the foregoing, Landlord’s consent shall not be unreasonably withheldrequired for any Minor Alterations (as defined below), conditioned or delayedprovided that Tenant shall provide Landlord at least ten (10) days’ notice prior to commencing such Minor Alterations, and upon completion such Minor Alterations shall otherwise comply with the provisions of constructionthis Paragraph 8. As used herein, a “as-builtMinor Alteration” plans is any Alteration that satisfies all of the following criteria: (1) is not visible from the exterior of the Premises or Building; (2) will not adversely affect the Building Systems or structural portions of the Building (including exterior walls and specifications for such Alterations. Landlord shall provide Tenant with its objections, in writing, to Tenant’s proposed plans shear walls); and specifications within fifteen (153) days after receipt from Tenant. Tenant shall submit revised plans and specifications until such time as Landlord has approved Tenant’s proposed plans and specifications for such Alterations. If Landlord fails to object, in writing, to Tenant’s proposed plans and specifications within fifteen does not cost more than One Hundred Thousand Dollars (15$100,000.00) days after receipt from Tenant, Landlord shall be deemed to have approved such proposed plans and specificationsper project.

Alterations. Subject Tenant will not make or permit anyone to the requirements of Article IX below and any insurers providing insurance coverage thereto, Tenant may make, at its sole cost and expense, such make alterations, improvements and decorations, additions of any kind or improvements, structural or otherwise, in or to the Premises (collectively referred to herein as the “Alterations”) as Tenant deems desirable in the conduct of its business provided that such Alterations: (a) do not reduce, diminish or otherwise adversely affect the fair market value or utility of the Premises, or any part thereof; (b) do not reduce, diminish or otherwise adversely affect Building without the useful life prior written consent of the Premises, or any part thereof; and/or (c) do not change the general character or use of the Premises or any part thereof. All alterations, improvements, expansions and additions to the Premises, or any part thereof, shall be made in a good and workmanlike manner and in compliance with applicable laws, ordinances, rules, regulations, codes and requirements and any recorded covenants, conditions or restrictions relating to the Premises, or any part thereof. All alterations, improvements, expansions and additions which are not movable trade fixtures shall be the property of Landlord and shall remain upon and be surrendered with the Premises. To the extent such Alterations involve changes to the structure or systems of the Premises, as reasonably determined by Tenant’s architect or engineer, Tenant shall furnish to Landlord, prior to the commencement of construction, the proposed plans and specifications for Landlord’s approval, which approval consent shall not be unreasonably withheld, conditioned or delayed. All of such alterations, decorations, additions or improvements permitted by Landlord must conform to all rules and regulations established from time to time by the Underwriters Association of the local area and conform to all requirements of the Federal, State and Local Governments. As condition precedent to such written consent of Landlord, Tenant agrees to obtain and deliver to Landlord four (4) sets of complete construction drawings prepared by Tenant’s Architect including structural, mechanical, plumbing, electrical and architectural drawings of the alterations planned for the Premises and in a form ready for application for Alteration Permit, but only if the Alterations will cost over $5,000.00. Also, Tenant shall obtain written and unconditional waivers of mechanics and materialmen’s liens upon completion the Lands and Building of constructionwhich the Premises are a part for all work, “as-built” plans labor and specifications services to be performed and materials to be furnished by them in connection with such work, signed by all contractors, subcontractors, materialmen and laborers to become involved in such work. If, notwithstanding the foregoing, any mechanic’s or materialmen’s lien is filed against the Premises, the Building and/or the Land, for work claimed to have been done for, or materials claimed to have been furnished to Tenant, such Alterationslien shall be discharged or bonded by Tenant within ten (10) days thereof or by filing any bond required by law. If Tenant shall fail to discharge or bond any such mechanic’s or materialmen’s lien, Landlord may, at its option, discharge the same and treat the cost thereof as additional rent payable with the monthly installment of rent next becoming due; it being hereby expressly covenanted and agreed, that such discharge by Landlord shall provide not be deemed to waive, or release, the default of Tenant with in not discharging the same. It is understood and agreed by Landlord and Tenant that any such alterations, decorations, additions or improvements shall be conducted on behalf of Tenant. It is further understood and agreed that in the event Landlord shall give its objections, in writing, written consent to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant. Tenant making any such alterations, decorations, additions or improvements, such written consent shall submit revised plans and specifications until such time as Landlord has approved Tenant’s proposed plans and specifications for such Alterations. If Landlord fails to object, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant, Landlord shall not be deemed to have approved be an agreement or consent by Landlord to subject Landlord’s interest in the Premises, the Building or the Land to any mechanic’s or materialmen’s liens which may be filed in respect to any such proposed plans alterations, decorations, additions or improvements made by or on behalf of Tenant. Notwithstanding the above, Landlord hereby agrees and specificationsconsents to Tenant recarpeting and repainting the Premises at the sole cost and obligation of Tenant.

Alterations. Section 7.01 Subject to the requirements of Article IX below and any insurers providing insurance coverage theretoSection 7.02, Tenant will make no alterations, installations, repairs, additions, improvements or replacements (hereinafter singularly and collectively called “Tenant Changes”) in, to or about the Demised Premises without Landlord’s prior consent. Section 7.02 Landlord’s consent shall not be unreasonably withheld or delayed for non-structural Tenant Changes within the Building. Section 7.03 Tenant Changes, including but not limited to, those consented to or approved by Landlord or within the purview of Section 7.02 hereof shall be performed in accordance with the following provisions: (a) No part of the Building or the Demised Premises shall be adversely affected; (b) The proper functioning of any of the mechanical, HVAC, electrical, plumbing, sanitary, or other systems of the Building shall not be adversely affected, and the usage of such systems by Tenant shall not be increased; (c) At least ten Business Days prior to commencement of any Tenant Changes, Tenant will furnish Landlord with a statement in reasonable detail of the nature and scope of the proposed Tenant Changes, an estimate of the cost thereof, and coordinated plans and specifications therefor in Auto Cad format, and if the cost of the proposed Tenant Changes can reasonably be estimated by Landlord to exceed $50,000, the foregoing plans and specifications as well as the estimate shall be prepared and signed by an architect licensed by the State of New York to whom Landlord has no reasonable objection; and if the nature of the proposed Tenant Changes, regardless of cost, in the sole discretion of Landlord requires it, the foregoing plans and specifications must also be approved by a professional engineer, licensed by the State of New York and selected by Landlord, whose reasonable charge shall be paid by Tenant, as Additional Rent promptly after being billed therefor; (d) Tenant agrees to pay to Landlord, as Additional Rent promptly after being billed therefor, a sum equal to Landlord’s actual costs and expenses for reviewing the plans and specifications for such proposed Tenant Changes; (e) Tenant Changes shall be done only by contractors and subcontractors satisfactory to and first approved by Landlord. Such approval will not be unreasonably withheld or delayed. However, elements of such Tenant Changes, regardless of cost, of a nature described in subdivisions (a) and (b) hereof shall be performed by contractors or subcontractors, as the case may makebe, satisfactory to and first approved by Landlord; (f) Tenant Changes shall be commenced promptly and prosecuted to completion by Tenant diligently and in a good and workmanlike manner; ​ (g) Tenant Changes shall be effected in compliance with the foregoing plans and specifications, Requirements and this Lease (including applicable provisions of this Lease); (h) Tenant, at its Tenant’s sole cost and expense, such alterationsshall file all required plans and specifications necessary to obtain, improvements and additions shall obtain, all Approvals pertaining to Tenant Changes; (i) Tenant Changes are to be effected in a manner which will not cause or create a dangerous or hazardous condition; (j) All costs and expenses of any kind or incidental to the Premises Tenant Changes, including those reflected in clause (collectively referred to herein as the “Alterations”d) as Tenant deems desirable in the conduct of its business provided that such Alterations: (a) do not reduce, diminish or otherwise adversely affect the fair market value or utility of the Premises, or any part thereof; (b) do not reduce, diminish or otherwise adversely affect the useful life of the Premises, or any part thereof; and/or (c) do not change the general character or use of the Premises or any part thereof. All alterations, improvements, expansions and additions to the Premises, or any part thereofthis Section 7.03, shall be made in a good borne solely by Tenant who shall establish to the reasonable satisfaction of Landlord prior to the commencement thereof and workmanlike manner during its progress that these costs can and will be paid when due and that completion of the Tenant Changes will be effected as herein and in compliance with applicable lawsthe other provisions of this Lease provided; and (k) Throughout the performance of Tenant Changes, ordinancesTenant, rulesin addition to and not in limitation of the provisions of Article XIV hereof, regulationsshall maintain or cause to be maintained (i) Worker’s Compensation insurance, codes in statutory limits, for all eligible workmen engaged in performing Tenant Changes and requirements and any recorded covenants, conditions or restrictions relating (ii) Builder’s All-Risk insurance in an amount equal to the Premises, or any part thereof. All alterations, improvements, expansions and additions which are not movable trade fixtures shall be value of Tenant Changes on the property of completion thereof naming Landlord and shall remain upon and be surrendered with the Premises. To the extent such Alterations involve changes to the structure or systems of the PremisesTenant as insureds, as reasonably determined by Tenant’s architect or engineertheir interests may appear, Tenant and shall furnish to Landlord, Landlord with certificates evidencing the existence of such insurance prior to the commencement of constructionany Tenant Changes, the proposed plans and specifications for each of which by its terms shall state that such insurance is not to be terminated without giving Landlord not less than thirty (30) days prior notice of such termination. Section 7.04 Landlord’s approvalapproval of Tenant Changes or of plans, which approval specifications or working drawings therefor or of the architect or professional engineer shall not be unreasonably withheldcreate no responsibility or liability on the part of Landlord, conditioned as to the contents of such plans, specifications and drawings, for their completeness, design sufficiency, or delayedfor the performance of the architect or professional engineer or for compliance with Requirements, and upon completion or otherwise in respect of construction, “as-built” plans and specifications for such Alterations. Landlord shall provide Tenant with its objections, in writing, or attributable to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant. Tenant shall submit revised plans and specifications until such time as Landlord has approved Tenant’s proposed plans and specifications for such Alterations. If Landlord fails to object, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant, Landlord shall be deemed to have approved such proposed plans and specificationsany of the foregoing.