Common use of Alterations Clause in Contracts

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

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

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

Alterations. Tenant agrees that it will Except as otherwise agreed by the Parties in writing, Operator shall not paint, decorate, install canopies or awnings, or in any way change the Building exterior (a) demolish or undertake any the appearance thereof). No remodeling, additions, alterations, or structural alterations of any of change shall be made in the buildings or other improvements erected upon or otherwise comprising the Demised Premises, Building by Operator without the prior written consent of Landlord or (b) make any other alterations which would change the character of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses and charges thereof, (b) make the same in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approvalIPS, which approval shall not be unreasonably withheld withheld. Operator shall have the right to install all furniture, furnishings, equipment and signage it reasonably deems necessary or delayeddesirable for its operation of the School, andall at no cost to IPS. No additions to the existing Building or the construction of new buildings by Operator shall be permitted. Operator may attach non-permanent materials and fixtures to the walls of the Facilities including, except without limitation, the cafeteria, library, common areas, grounds, parking lot and driveways of the Building. Upon the expiration or earlier termination of this Agreement, Operator may remove any non-permanent materials and movable fixtures that it installed that are not attached to real property. Any improvements, furnishings, and equipment installed on the Building shall be maintained by Operator, at Operator’s expense, in good condition and repair. All permitted alterations, changes, partitions, and installations of improvements (the “Alterations”) shall be performed by a contractor duly licensed by the state or local authority responsible for removable trade licensing building contractors and approved by IPS, such approval not to be unreasonably withheld. Operator hereby agrees to indemnify and save harmless IPS from any and all costs or expenses, including attorneys’ fees, that IPS may incur by reason of any claim for labor performed or material furnished or violation of any federal, state, or local statute, regulation, code, ordinance, or other law that may arise by reason of the installation of any Alteration or fixtures, shall at once when equipment, or partitions by Operator as herein provided. No installation of, repair to, or other activity concerning equipment within or other Alterations made or installed be deemed to have attached to the freehold Building shall: (a) adversely affect the structural integrity of the Building; (b) impair or affect the weather-tight condition of the roof or decrease the roof’s useful life; (c) overload electrical circuits or equipment; (d) overload or unreasonably burden plumbing, water, or sanitary sewage disposal facilities; (e) overload, unreasonably burden, or otherwise adversely affect heating, air conditioning, and other mechanical facilities or equipment; or (f) otherwise affect the Building in any materially adverse way. Any and all personal property and unattached equipment installed by Operator may be removed at the termination of this Agreement, provided that Operator shall repair any and all damage caused by the removal of any such personal property or unattached equipment. Any personal property and unattached equipment remaining in the Building upon termination of this Agreement shall, if not removed within 10 days after written demand from IPS to have Operator to remove the same, at IPS’ option in its sole discretion, become the property of Landlord IPS, and IPS may retain or dispose of such personal property and unattached equipment in its sole discretion and without liability to account to Operator; provided, Operator shall reimburse IPS for the costs of storing or disposal of such personal property or unattached equipment. Operator shall submit to IPS detailed plans and specifications in connection with any Alterations and evidence that said plans and specifications are in compliance with Applicable Law. If such Alterations are not in compliance with Applicable Law, Operator shall, at Operator’s cost, make such modification or alteration to the completed Alterations as shall be required to bring the same in compliance with Applicable Law. IPS’ consent to the plans and specifications, or any work proposed or completed by Operator, shall not be deemed a representation or affirmation regarding compliance with any such Applicable Law. In any event, Operator shall not remove any improvements and shall remain for surrender the benefit of Landlord Facilities at the end of the term or other expiration of this Lease Term in as good order condition and condition as they were when installedrepair, reasonable ordinary wear and tear and damage by casualty or condemnation excepted. In the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additions.

Alterations. Tenant agrees that it will (A) Not to affix to or drill into any slab, wall or column bounding the demised premises. (i) Subject to sub-paragraph (C), not (a) demolish or undertake any structural alterations of any of the buildings or other improvements erected upon or otherwise comprising the Demised Premises, without the prior written consent of Landlord or (b) to make any other alterations which would change the character of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses and charges thereof, (b) make the same in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted demised premises or any installations, conduits, plant or machinery serving them. (ii) For the avoidance of doubt, and without prejudice to be made by Tenant hereunderthe generality of sub-paragraph (i) above, shall be made in accordance with all applicable laws and plans and specifications previously submitted not to make any change to the architectural style of the WCs within the demised premises. (C) Not to erect, alter or remove any demountable partitioning within the demised premises or carry out any other non-structural alterations to the demised premises without the consent of the Landlord for Landlord’s approval, which approval shall (such consent not to be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed ) and otherwise than in accordance with a method statement submitted to have attached and approved by the Landlord prior to the freehold commencement of the works such approval not to be unreasonably withheld or delayed. (D) To procure that any such erection, alteration or removal is carried out in strict accordance with the approved method statement by contractors approved by the Landlord such approval not to be unreasonably withheld or delayed. (E) To procure if the landlord reasonably so requires that where appropriate the contractors carrying out such erection, alteration or removal and the architects, engineers or other persons engaged in a consultative capacity in connection with their design or supervision enter into collateral assurances with the Landlord acknowledging in terms reasonably acceptable to the Landlord a duty of care to the Landlord in connection with the carrying out, design or supervision as the case may be. (F) To remove on demand all alterations and additions made in contravention of this paragraph or in respect of which any licence, approval, permission or consent is lawfully withdrawn or lapses and make good all damage caused by such removal and restore all parts of the demised premises affected to a good and substantial condition and properly decorated under the supervision and to have become the property of Landlord and shall remain for the benefit of Landlord at the end reasonable satisfaction of the term or other expiration of this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additionsLandlord.

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

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

Alterations. 15.1 Tenant agrees that it will shall not (a) demolish make or undertake allow to be made any structural alterations of any of alterations, physical additions, or improvements in or to the buildings or other improvements erected upon or otherwise comprising Premises without first obtaining the Demised Premises, without the prior written consent of Landlord or (b) make any other alterations which would change in each instance. As used herein, the character of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect term “Minor Alteration” refers to any alterations permitted to be made by Tenant pursuant to this Article Ten, Tenant shall an alteration that (a) pay all costs, expenses does not affect the outside appearance of the Building and charges thereofis not visible from the Common Areas, (b) make is non-structural and does not impair the strength or structural integrity of the Building, and (c) does not materially or adversely affect the mechanical, electrical, HVAC or other systems of the 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 reasonable discretion. Notwithstanding the foregoing, Landlord consents to any repainting, recarpeting, or other purely cosmetic changes or upgrades to the Premises, so long as (i) the aggregate cost of such work is less than $25,000.00 in any twelve-month period, (ii) such work constitutes a Minor Alteration (iii) no building permit is required in connection therewith, and (iv) such work conforms to the then existing Building standards. At the time of said request, Tenant shall submit to Landlord plans and specifications of the proposed alterations, additions, or improvements; and Landlord shall have a period of not less than fifteen (15) 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 not less than thirty (30) days in which to review and approve or disapprove said plans. Tenant shall pay to Landlord upon demand the 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 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 at any time such entry by one or more persons furnishing labor or materials for Tenant’s work shall cause such disharmony or interference, the consent granted by Landlord to Tenant may be withdrawn immediately upon written notice from Landlord to Tenant. If Tenant is using Tenant’s Contractors for Tenant’s construction, the contract with such Tenant’s Contractor(s) shall provide for a guaranteed maximum price or a stipulated sum as the contract amount and 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 commencement and 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 laws and building codes requirements of insurance bodies. All alterations, additions, or improvements shall be diligently performed in a good and workmanlike manner, (c) cause the same using new materials and equipment at least equal in quality and class to be performed 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 qualified contractors who Landlord, Tenant shall not create any labor provide Landlord copies of all waivers or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord releases of lien from and against any mechaniceach of Tenant’s liens or other liens or claims in connection with the making thereof and (e) by reason of such Contractors. No alterations, not thereby and (e) by reason of such alterationsmodifications, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and or additions to the Demised 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 entitled to any reimbursement or compensation resulting from its payment of the cost of constructing all or any portion of said improvements or modifications thereto unless otherwise expressly agreed by Landlord in writing. 15.2 Landlord’s approval of Tenant’s plans for work shall create no responsibility or liability on the part of Landlord for their completeness, design sufficiency, or compliance with all laws, rules, and regulations of governmental agencies or authorities, including, but not limited to, the Americans with Disabilities Act. Landlord may, at its option, at Tenant’s expense, require that Landlord’s contractors be engaged for any work upon the integrated Building mechanical or electrical systems or other Building or leasehold improvements. 15.3 At least five (5) days prior to the commencement of any work permitted to be made done by persons requested by Tenant hereunderon the Premises, Tenant shall notify Landlord of the proposed work and the names and addresses of Tenant’s Contractors. During any such work on the Premises, Landlord, or its representatives, shall have the right to go upon and inspect the Premises at all reasonable times, and shall have the right to post and keep posted thereon building permits and notices of non-responsibility or to take any further action which Landlord may deem to be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord proper for the protection of Landlord’s interest in the Premises. 15.4 During such times as Tenant is performing work or having work or services performed in or to the Premises, Tenant shall require its contractors, and their subcontractors of all tiers, to obtain and maintain commercial general liability, automobile, workers compensation, employer’s liability, builder’s risk, and equipment/property insurance in such amounts and on such terms as are customarily required of such contractors and subcontractors on similar projects. The amounts and terms of all such insurance are subject to Landlord’s written approval, which approval shall not be unreasonably withheld withheld. The commercial general liability and auto insurance carried by Tenant’s contractors and their subcontractors of all tiers pursuant to this section shall name Landlord, Landlord’s managing agent, and such other persons as Landlord may reasonably request from time to time as additional insureds with respect to liability arising out of or delayedrelated to their work or services (collectively, and, except for removable trade fixtures, “Additional Insureds”). Such insurance shall at once when made provide primary coverage without contribution from any other insurance carried by or installed be deemed to have attached to the freehold and to have become the property of Landlord and shall remain for the benefit of Landlord at Landlord, Landlord’s managing agent, or other Additional Insureds. Such insurance shall also waive any right of subrogation against each Additional Insured. Tenant shall obtain and submit to Landlord, prior to the end earlier of (i) the entry onto the Premises by such contractors or subcontractors or (ii) commencement of the term work or other expiration services, certificates of insurance evidencing compliance with the requirements of this section. All of such alterations shall be insured by Tenant pursuant to Article 13 of this Lease in as good order immediately upon completion thereof. 15.5 Tenant’s initial improvement of the Premises shall be governed by Exhibit C and condition as they were when installed, reasonable wear and tear excepted. In not the event in the making provisions of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additionsthis Article 15 (other than Section 15.4).

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

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

Alterations. Tenant agrees that it will shall not make any alterations, improvements, or changes (acollectively the “Changes”) demolish or undertake any structural alterations of any kind to the Premises, other than (so long as (x) such Changes do not require the issuance of permits, do not impact the structure of the buildings Building (the “Building’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 improvements erected upon or otherwise comprising Tenant personal property within the Demised Premises, (B) installing decorations within the Premises, and (C) cosmetic changes to the interior of the Premises such as repainting and recarpeting), without securing the prior written consent of Landlord, in the reasonable exercise of its discretion and in accordance with the procedure outlined below; however, Landlord may withhold its consent to any Changes that would (a) adversely affect (in the sole discretion of Landlord) the Building’s Structure or the Building’s Systems (including restrooms or mechanical rooms), or (b) make any adversely affect (in the reasonable discretion of Landlord) (1) the provision of services to other alterations which would change the character occupants of the buildings or other improvements comprising Property, (2) the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value exterior appearance of the Demised Premises and/or Building, or (3) the buildings and other improvements comprising appearance of the Demised PremisesProperty’s common areas or elevator lobby areas. With respect to any alterations permitted to All Changes, as well as the work described in the preceding sentence, shall be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses and charges thereof, (b) make the same in accordance with all applicable laws and building codes completed in a good prompt and workmanlike manner, (c) cause the same to be performed by qualified contractors who shall not create any labor materially alter or other disturbance at impair the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens character or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value use of the Demised Building or the Premises. All alterations, improvements and additions to and, only in the Demised Premises permitted to be made by Tenant hereunderevent 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 accordance 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 restrictions that apply to the Property, all applicable laws federal, state, and plans local laws, ordinances, and specifications previously submitted to Landlord for regulations (including the acquisition of permits and the payment of fees), as well as any requirements imposed by Landlord’s approvalinsurer 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, at its sole expense, promptly comply with any notice from any federal, state, or local authorities, relating to the Premises or the Building, which approval is served upon it or upon Landlord, where caused either by Tenant’s use of the Premises or by any Changes made by Tenant. Tenant shall not be unreasonably withheld discharge or delayed, and, except for removable trade fixtures, shall at once when bond off any liens arising from any Changes made or installed be deemed other work done within the Premises by Tenant or under a contract to have attached to the freehold and to have become the property which Tenant is a party within thirty (30) days of Landlord and shall remain for the benefit of Landlord at the end Tenant’s notice of the term or other expiration of this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additionsfiling thereof.

Alterations. Tenant agrees that it The following provisions regarding alterations shall supplement and be in addition to the provisions of the Prime Lease regarding alterations: (i) SUBLESSEE'S ALTERATIONS. Sublessee shall not make any alterations, 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 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 (ai) demolish or undertake any are non-structural alterations of any and do not affect the building systems, (ii) are performed by contractors approved by Sublessor and/or Landlord to perform such Alterations, (iii) affect only the Subleased Premises and are not visible from outside of the buildings Subleased Premises or other improvements erected upon the Building, (iv) do not affect the certificate of occupancy issued for the Building or otherwise comprising the Demised Subleased Premises, without (v) are consistent with the prior written consent design, construction and equipment of the Building, (vi) do not adversely affect any service furnished by Landlord or (b) make any other alterations which would change the character of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses and charges thereof, (b) make the same in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims Sublessor in connection with the making thereof operation of the Building, (vii) are in compliance with all the terms of the Prime Lease and (eviii) are consented to by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce Landlord pursuant to the economic value terms of the Demised PremisesPrime Lease. All alterations, improvements and additions Notwithstanding anything to the Demised Premises permitted to be made contrary herein, all alterations by Tenant hereunder, Sublessee shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approval, which approval shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached architecturally similar to the freehold and to have become the property of Landlord and shall remain for the benefit of Landlord at the end of the term or other expiration of this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event existing improvements in the making building in Sublessor's reasonable judgment and all construction materials and laboratory furnishings shall be of such alteration, improvements equal or greater quality than those currently existing in the Building and additions as herein provided, Tenant further agrees to indemnify any fume hoods and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting biosafety cabinets installed by Sublessee shall be from the undertaking or making of such alterations, improvements and additionssame manufacturer.

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

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

Alterations. Tenant agrees that it will not (a) demolish Notwithstanding anything contained herein to the contrary, Tenant shall inspect the demised premises on the Commencement Date and agrees to accept same “as is,” so long as Landlord’s Work has been completed pursuant to Article 89, and to be responsible, at Tenant’s sole expense, for any and all structural and nonstructural improvements, additions, changes, repairs, alterations, violations, and other work desired by Tenant or undertake any structural required by law within the demised premises. (b) Tenant shall not make improvements, changes, additions or alterations of any of the buildings kind or other improvements erected upon or otherwise comprising the Demised Premisesnature, whatsoever, without the first obtaining Landlord’s prior written consent of Landlord or (b) make any other alterations which would change the character of the buildings or other improvements comprising the Demised Premises or which would weakenthereto in each instance, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect such consent not to any alterations permitted to be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses and charges thereof, (b) make the same in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approval, which approval shall not be unreasonably withheld or delayed; provided, andhowever, Landlord shall not unreasonably withhold its consent for alterations which (i) are within the demised premises, (ii) are non-structural in nature, (iii) will not affect any Building system, (iv) do not require the issuance of any building permits, and (v) cost less than $200,000.00 in the aggregate. Tenant shall not construct or expand any mezzanines, if any. No consent or approval by Landlord shall be binding or effective unless in writing. Any alteration or repair which Tenant is either required or permitted to make under this Lease shall only be performed by contractors reasonably approved in writing by Landlord. In addition, notwithstanding the foregoing, Tenant may perform alterations which are non-structural and purely decorative in nature, such as painting and wall and floor covering, without Landlord’s prior written consent. (c) All work to be performed at or with respect to the demised premises and all other work necessary for the operation of Tenant’s business at the demised premises shall be performed by Tenant and shall constitute “Tenant’s Work” hereunder. Such work shall be performed by Tenant at Tenant’s sole cost and expense using materials reasonably approved by Landlord and in accordance with the plans and specifications prepared by Tenant’s registered architect and duly licensed engineer in conformity with the provisions hereof. Tenant shall prepare and submit to Landlord for approval two (2) complete sets of plans and specifications covering Tenant’s Work prepared in conformity with the applicable provisions hereof which shall include complete, detailed architectural and engineering drawings and specifications, including construction, demolition, structural, mechanical, electrical, reflected ceiling, partition layout and all other applicable drawings and plans for any such improvements, changes, additions or alterations to be performed by Tenant that are structural in nature or require building permits (the “Plans and Specifications”). The Plans and Specifications shall contain sufficient information to convey Tenant’s proposed design to Landlord. If Landlord shall notify Tenant of any objections to such Plans and Specifications, Tenant shall make necessary revisions and resubmit the same for Landlord’s approval. (d) Tenant, at Tenant’s sole cost and expense, shall complete Tenant’s Work in accordance with the provisions of this Article 53 and the Lease. Tenant’s Work shall be deemed completed at such time as (i) all final certifications, approvals, licenses and permits with respect to Tenant’s Work and the permitted use that may be required from any governmental authority having jurisdiction, and from the New York Board of Fire Underwriters or any similar body for the use and occupancy of the demised premises have been obtained in accordance with the provisions of this Lease and delivered to Landlord; and (ii) Tenant, at its sole cost and expense, shall: (1) furnish evidence reasonably satisfactory to Landlord that all of Tenant’s Work has been completed and paid for in full, including without limit, delivery of final lien waivers, (and such work has been accepted by Landlord) and that any and all liens therefor that have been filed have been discharged of record (by payment, bond, order of a court of competent jurisdiction or otherwise) or waived and no security interest relating thereto are outstanding; (2) pay Landlord for the reasonable, out-of-pocket third party cost of any Tenant’s Work done for Tenant by Landlord and all other charges due hereunder with respect to Tenant’s initial alterations only, (3) to the extent not previously provided, furnish to Landlord the insurance and certificates required by this Lease; and (4) furnish an affidavit in the form recommended by the American Institute of Architects from Tenant’s registered architect certifying that all work performed in the demised premises is in accordance with the Final Plans and Specifications. (e) All Tenant’s Work shall comply with: (i) all codes, laws, ordinances, order and regulations of all governmental authorities having jurisdiction, including, without limitation, the Building and Fire Codes of the City of New York; (ii) all applicable standards of the New York Board of Fire Underwriters, The National Electrical Code, The Occupational Safety and Health Administration, The American Society of Heating, Refrigeration and Air Conditioning Engineers, I.S.O., and any similar or successor bodies thereto; and (iii) the requirements of Landlord’s insurance carriers. (f) In connection with Tenant’s Work, Tenant shall cause to be prepared all drawings, plans and specifications, and all other reports, applications and materials, required by the Building Department of the City of New York and any other governmental authorities having jurisdiction with respect to Tenant’s Work and any permits and special licenses which may be required for or in connection with Tenant’s Work or the permitted use. Any and all filings of such drawings, plans, specifications, reports, applications and other materials with the Building Department of the City of New York and any other governmental authorities having jurisdiction shall be made solely by Tenant at Tenant’s sole cost and expense. Nothing herein shall be deemed to, or operate to, create any liability or other obligation on the part of Landlord in the event that any such filings shall not be approved by the Building Department of the City of New York or any other governmental authority having jurisdiction; provided, however, that Landlord shall use good faith efforts to assist or provide approvals with requests to Tenant’s obligations to obtain such permits, at no cost to Landlord. After such filings have been so approved, unless Landlord shall otherwise direct, Tenant, at its own cost and expense, shall cause the contractor and/or Tenant’s registered architect to: (i) prior to the commencement of Tenant’s Work, obtain all necessary permits and licenses required for Tenant’s Work from the Building Department of the City of New York and any other governmental authorities having jurisdiction; and (ii) upon completion of Tenant’s Work, obtain all necessary certificates of acceptance or completion which may be required from the Building Department of the City of New York and any other governmental authorities having jurisdiction. (g) Tenant’s contractors and subcontractors shall be required to provide, in addition to the insurance required of Tenant pursuant to the Lease, builders’ risk insurance, workers compensation, and public liability insurance, which policies shall contain endorsements naming the Landlord, and any Superior Mortgagee and any Superior Lessor as additional insured under such policies. The policies of insurance required to be carried under this Section 53(g) shall contain the following endorsement: “It is understood and agreed that the coverage of this policy shall not be canceled or modified by the company until the company has mailed written notice, by registered or certified mail, return receipt requested, to Landlord stating when, but in no event less than ten (10) days thereafter, such cancellation or modification in coverage shall be effective.” Prior to the commencement of Tenant’s Work, Tenant and Tenant’s contractors and subcontractors shall provide Landlord with copies of certificates or memoranda of insurance showing coverage as required under this Article 53, which certificate shall name Landlord, and any superior landlord and superior mortgagee as additional insured. Any insurance which Tenant, Tenant’s contractors or Tenant’s subcontractors are obligated to carry hereunder shall be issued by insurance companies authorized to do business in the State of New York and reasonably satisfactory to Landlord. (h) No item shall be mounted on or hung from the interior or exterior of the Building (except within the Demised Premises) by Tenant without Landlord’s prior written approval which may be arbitrarily withheld. If Tenant desires to mount or hang anything outside of the Demised Premises, Tenant shall notify Landlord of the loads involved and shall pay all costs involved. (i) Any approval or consent by Landlord shall in no way obligate Landlord in any manner whatsoever in respect to the finished product designed and/or constructed by Tenant, nor be deemed a representation or warranty of Landlord as to the adequacy or sufficiency of any matter approved or consented to for removable Tenant’s purposes or otherwise. Any deficiency in design or construction, although approved by Landlord, shall be solely the responsibility of Tenant. All work performed by or on Tenant’s behalf shall be done in a workmanlike manner. (j) Subject to Article 13 of this Lease, Landlord shall have the right to inspect Tenant’s Work at any time to verify compliance by Tenant with the provisions of this Article 53. (k) All improvements, additions or alterations to the demised premises, including, without limitation, light fixtures, HVAC equipment, plumbing and connected equipment such as sinks and toilets, all bathroom fixture, kitchen equipment, but excluding Tenant’s moveable trade fixtures, shall at once when made or installed be deemed to have attached to cabling, wiring, floor covering, wall covering, millwork, electronic security system shall, in accordance with the freehold and to have provisions of Article 3, become the property of Landlord and shall remain for in the benefit of Landlord at demised premises on the end of the term Expiration Date or other expiration sooner termination of this Lease unless, simultaneously with Landlord’s consent of the performance of same, Landlord requires removal of any such property upon the expiration or sooner termination of the Term in accordance with the provisions of Article 3. (l) All improvements, additions or alterations shall be promptly commenced and completed and shall be performed in such manner so as good order not to interfere with the occupancy of any other Tenant nor delay or impose any additional expense upon Landlord in the maintenance, cleaning, repair, safety, management and condition as they were when installedsecurity of the Building or the Building’s equipment or in the performance of any improvements in the Building. (m) Tenant agrees that it will not at any time prior to or during the Term of this Lease, reasonable wear either directly or indirectly, knowingly employ or permit the employment of any contractor, mechanic or laborer or permit any materials in the demised premises, if the use of such contractor, mechanic or laborer or such materials would, in Landlord’s sole and tear exceptedexclusive opinion, create any difficulty, work slowdown, sabotage, wild-cat strike, strike or jurisdictional dispute with other contractors, mechanics and/or laborers engaged by Tenant or Landlord or others, or would in any way disturb the peaceful and harmonious construction, maintenance, cleaning, repair, management, security or operation of the Building or any part thereof or in any other building owned by Landlord (or an affiliate of Landlord or co-venturer of Landlord). In the event of any interference or conflict, Tenant, upon demand of Landlord, shall cause all contractors, mechanics or laborers, or all materials causing, in Landlord’s sole and exclusive opinion, such interference, difficulty or conflict, to leave or be removed from the Building immediately. Tenant shall use only Landlord’s contractors or such other contractors approved in writing in advance by Landlord. This Section 53(m) shall survive the expiration or sooner termination hereof. (n) Tenant shall do all things reasonably necessary to prevent the filing of any mechanic’s or other lien against the demised premises or any other portion of the Building or the interest of Landlord or any mortgagee by reason of any work, labor, services or materials performed or supplied or claimed to have been performed for or supplied to Tenant, or anyone holding the demised premises, or any part thereof, through or under Tenant. If any such lien due to Tenant shall at any time be filed, Tenant shall either cause the same to be vacated and canceled of record within thirty (30) days after the date of the filing thereof or, if Tenant in good faith determines that such lien should be contested, Tenant shall furnish such security, by surety bond or otherwise, as may be necessary or prescribed by law to release the same as a lien against the demised premises and the Building and to prevent any foreclosure of such lien during the pendency of such contest. If Tenant shall fail to vacate or release such lien in the making manner and within the time period aforesaid, or such additional time as may be reasonably necessary in the event Tenant is prosecuting the removal of such alterationlien in good faith, improvements then, in addition to any other right or remedy of Landlord resulting from Tenant’s said default, Landlord may, but shall not be obligated to, vacate or release the same either by paying the amount claimed to be due or by procuring the release of such lien by giving security or in such other manner as may be prescribed by law. Tenant shall repay to Landlord, on demand, all reasonable out of pocket sums disbursed or deposited by Landlord pursuant to the foregoing provisions of this Article, including Landlord’s cost and additions expenses and reasonable attorneys’ fees incurred in connection therewith. Nothing in this Lease contained shall be deemed or construed in any way as herein providedconstituting the consent or request of Landlord, express or implied by inference or otherwise, to any contractor, subcontractor, laborer or materialman for the performance of any labor or the furnishing of any materials for any specific improvement, alteration to or repairs of the demised premises, the Building or any part thereof, nor as giving Tenant a right, power or authority to contract for or permit the rendering of any services or the furnishing of any materials that would give rise to the filing of any mechanics or other liens against Landlord’s interest in the demised premises or the Building. Notice is hereby given that neither Landlord, Landlord’s agents, nor any mortgagee shall be liable for any labor or materials furnished or to be furnished to Tenant upon credit, and that no mechanic’s or other lien for such labor or materials shall attach to or affect any estate or interest of Landlord, or any mortgagee in and to the demised premises or the Building. (o) Before commencing any work or alteration that will cost more than $200,000.00 (exclusive of the cost of work purely decorative in nature), as estimated by an architect or contractor designated by Landlord, Tenant further agrees shall furnish to indemnify Landlord either (i) a performance bond and hold harmless Landlord from a labor and against all costsmaterials payment bond (issued by a corporate surety licensed to do business in New York and approved by Landlord), expenses, liens, claims each in an amount equal to 125% of such estimated cost and damages arising out ofin form satisfactory to Landlord, or resulting from the undertaking or making of (ii) such alterations, improvements and additionsother security as shall be satisfactory to Landlord in its sole judgment.

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

Alterations. For purposes of this Lease, any physical improvement, addition, enhancement or change with respect to all or any portion of the Premises is referred to as an "ALTERATION." Tenant agrees or Franchisor shall have the right at any time and from time to time during the Term to make or cause to be made any Alteration in or to the Premises (i) without Landlord's consent, if such Alteration consists of the demolition of the Building and reconstruction of a new prototypical building so long as: (A) the new building is constructed in compliance with applicable codes and Permitted Exceptions, (B) Tenant continues to pay Rent, (C) construction is completed within nine (9) months following demolition of the Building, subject to extension for force majeure events, (D) Landlord has approved in advance the construction budget (which shall include a contingency) for the new building, such approval not to be unreasonably withheld, delayed or conditioned, and (E) either (y) in the case where the Guaranty is in full force and effect prior to demolition Tenant has provided Landlord with a commercially reasonable completion bond for the project or such other assurance of performance as Landlord may reasonably accept, or (z) prior to demolition the Tenant deposits with Landlord cash (the "Deposit") sufficient to construct the building and improvement pursuant to the approved budget, with the Deposit being disbursed pursuant to the Landlord's then current construction disbursement procedures; (ii) without Landlord's consent, if such Alteration is performed in order to comply with any of Tenant's agreements with Franchisor and such Alteration does not adversely affect any structural component of the Building, and (iii) in the case of any Alteration other than those permitted under clause (ii) above, with Landlord's prior consent, which consent shall not be unreasonably withheld provided that it will such Alteration does not (aA) demolish or undertake any structural alterations of any of the buildings or other improvements erected upon or otherwise comprising the Demised Premises, without the prior written consent of Landlord or (b) make any other alterations which would change the character of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen diminish the value of the Demised Premises and/or (including, by way of example only, but without limitation, by diminishing the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses and charges thereof, (b) make the same in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value utility of the Demised PremisesImprovements for use as a restaurant or diminishing the useful life of the Improvements, except to a de minimis extent, or (B) adversely affect any structural component of the Building. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, Every Alteration shall be made in accordance with all applicable laws laws, legal requirements and plans and specifications previously submitted the Permitted Encumbrances. If Tenant shall submit a request to Landlord for Landlord’s 's approval of an Alteration which requires Landlord's approval, Landlord shall (x) approve such Alteration proposed by Tenant within twenty-one (21) days of receiving Tenant's proposal and request for approval or (y) disapprove Tenant's proposal in writing with a detailed explanation of its objections within twenty-one (21) days of receiving Tenant's proposal and request for approval. If Tenant submits a proposal to Landlord and Landlord disapproves such proposal within the twenty-one (21) day time period, Tenant may submit another proposal with modifications thereto made in response to Landlord's objections and Landlord shall so approve or disapprove same within seven (7) days after submission of such modified proposal. If Landlord does not approve or disapprove any proposal or modified proposal in writing with a detailed explanation of its objections within the applicable seven (7) or twenty-one (21) day period, Tenant may submit to Landlord a reminder notice, which shall state that Landlord's failure to disapprove the applicable proposal within seven (7) days after receipt of such reminder notice shall be deemed to constitute Landlord's approval thereof. If Landlord does not disapprove such proposal or modified proposal in writing with a detailed explanation of Landlord's objections to Tenant's modifications within seven (7) days after receipt of Tenant's reminder notice, Landlord shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached to approved the freehold and to have become the property of Landlord and shall remain for the benefit of Landlord at the end of the term or other expiration of this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additionsAlterations proposed by Tenant.

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

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

Alterations. For purposes of this Lease, any physical improvement, addition, enhancement or change with respect to all or any portion of the Premises is referred to as an "Alteration." Tenant agrees or Franchisor shall have the right at any time and from time to time during the Term to make or cause to be made any Alteration in or to the Premises (i) without Landlord's consent, if such Alteration consists of the demolition of the Building and reconstruction of a new prototypical building so long as: (A) the new building is constructed in compliance with applicable codes and Permitted Exceptions, (B) Tenant continues to pay Rent, (C) construction is completed within nine (9) months following demolition of the Building, subject to extension for force majeure events, (D) Landlord has approved in advance the construction budget (which shall include a contingency) for the new building, such approval not to be unreasonably withheld, delayed or conditioned, and (E) either (y) in the case where the Guaranty is in full force and effect prior to demolition Tenant has provided Landlord with a commercially reasonable completion bond for the project or such other assurance of performance as Landlord may reasonably accept, or (z) prior to demolition the Tenant deposits with Landlord cash (the "Deposit") sufficient to construct the building and improvement pursuant to the approved budget, with the Deposit being disbursed pursuant to the Landlord's then current construction disbursement procedures; (ii) without Landlord's consent, if such Alteration is performed in order to comply with any of Tenant's agreements with Franchisor and such Alteration does not adversely affect any structural component of the Building, and (iii) in the case of any Alteration other than those permitted under clause (ii) above, with Landlord's prior consent, which consent shall not be unreasonably withheld provided that it will such Alteration does not (aA) demolish or undertake any structural alterations of any of the buildings or other improvements erected upon or otherwise comprising the Demised Premises, without the prior written consent of Landlord or (b) make any other alterations which would change the character of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen diminish the value of the Demised Premises and/or (including, by way of example only, but without limitation, by diminishing the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses and charges thereof, (b) make the same in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value utility of the Demised PremisesImprovements for use as a restaurant or diminishing the useful life of the Improvements, except to a de minimis extent, or (B) adversely affect any structural component of the Building. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, Every Alteration shall be made in accordance with all applicable laws laws, legal requirements and plans and specifications previously submitted the Permitted Encumbrances. If Tenant shall submit a request to Landlord for Landlord’s 's approval of an Alteration which requires Landlord's approval, Landlord shall (x) approve such Alteration proposed by Tenant within twenty-one (21) days of receiving Tenant's proposal and request for approval or (y) disapprove Tenant's proposal in writing with a detailed explanation of its objections within twenty-one (21) days of receiving Tenant's proposal and request for approval. If Tenant submits a proposal to Landlord and Landlord disapproves such proposal within the twenty-one (21) day time period, Tenant may submit another proposal with modifications thereto made in response to Landlord's objections and Landlord shall so approve or disapprove same within seven (7) days after submission of such modified proposal. If Landlord does not approve or disapprove any proposal or modified proposal in writing with a detailed explanation of its objections within the applicable seven (7) or twenty-one (21) day period, Tenant may submit to Landlord a reminder notice, which shall state that Landlord's failure to disapprove the applicable proposal within seven (7) days after receipt of such reminder notice shall be deemed to constitute Landlord's approval thereof. If Landlord does not disapprove such proposal or modified proposal in writing with a detailed explanation of Landlord's objections to Tenant's modifications within seven (7) days after receipt of Tenant's reminder notice, Landlord shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached to approved the freehold and to have become the property of Landlord and shall remain for the benefit of Landlord at the end of the term or other expiration of this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additionsAlterations proposed by Tenant.

Alterations. Tenant agrees that it will not (a) The Tenant shall not: (i) demolish the Premises or undertake do anything which would or might damage or injure them or divide them up or merge them with any structural alterations of any of the buildings or other improvements erected upon or otherwise comprising the Demised Premises, without the prior written consent of Landlord or property; (bii) make any other external alterations or additions to or do anything which would change the character external appearance of the buildings Premises; (iii) make any structural alterations or additions to the Premises; or (iv) erect any new structure on or make any other improvements comprising alteration or addition to the Demised Premises or which would weaken, impair or otherwise Premises; except in any way affect accordance with the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses and charges thereof, following provisions. (b) The Tenant shall not be permitted to make structural alterations, additions, demolish or change the same external appearance of the Premises other than in accordance with all applicable laws and building codes in a good and workmanlike manner, relation to either the Building Improvement Works or the Capital Premises Works. (c) cause the same The Tenant shall be entitled to be performed by qualified contractors who shall not create any labor make internal non structural alterations or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted and to be made by Tenant hereunderput up, shall be made take down and alter internal free- standing partitions: (i) which do not affect or prejudice the Landlord's rights under any warranties as to the design and construction of the Premises or anything in accordance them; (ii) which do not affect or interfere with all applicable laws and plans and specifications previously submitted to Landlord for any Services or Service Media in the Premises; (iii) with the consent of the Landlord’s approval, which approval shall not be unreasonably withheld or delayed; in which case the Tenant shall comply with the following obligations. (d) Before commencement of any of the works referred to in clause (c) above, and, except for removable trade fixtures, shall at once when made the Tenant shall: (i) obtain an Approved Set of Drawings from the Landlord and supply the Landlord with a duplicate set of those drawings; (ii) notify the Landlord in writing of the full reinstatement cost of anything which the Tenant will be installing in the Premises which may be or installed be deemed to have attached to the freehold and to have become the property of the Landlord; (iii) enter into such covenants as the Landlord shall reasonably require with regard to the execution of the work and the reinstatement of the Premises; (iv) obtain all necessary consents for the work, under any Enactment; (v) notify the Landlord in writing of its intention to commence the work so that the Landlord may notify its insurers; (vi) make a written declaration that the Tenant is the sole client for the purposes of the Construction Regulations; (vii) provide the Landlord with a copy of that declaration and the acknowledgement of it from the Health and Safety Executive; and (viii) provide any security which the Landlord reasonably requires to enable the Landlord to reinstate the Premises or to complete any work which the Tenant starts but does not finish. (e) The Tenant shall use all reasonable endeavours to start and finish such work within such time frame as the Landlord and Tenant shall remain agree acting reasonably and shall carry out and complete that work in accordance with the Approved Set of Drawings and all the other provisions of this lease. (f) The Tenant shall notify the Landlord, immediately and in writing, on completion of such work. (g) Neither the Landlord nor its advisers shall be liable for the benefit design or execution of any alterations or additions made by the Tenant, even though they may have approved the drawings for them or supervised their execution. (h) Where the Landlord at has reasonably required in the end giving of its consent in accordance with sub-clause 6.8(d)(iii) the term Tenant shall remove any alterations or other expiration of this Lease in as good order additions from the Premises and restore the Premises to the condition as they were when installedevidenced by the Schedule of Condition, reasonable wear and tear excepted. In unless the event in Landlord gives the making of such alteration, improvements and additions as herein provided, Tenant further agrees written permission not to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additionsdo so.

Alterations. Tenant agrees that it will not Lessee, at its own cost and expense: (ai) demolish may make or undertake cause to be made such alterations and modifications in and additions to the Airframe or any structural alterations Engine as Lessee may reasonably deem desirable in the furtherance of any recommendations from time to time of the buildings Manufacturer and the engine manufacturer and the standards of the FAA, or other improvements erected upon to comply with any law, rule, directive, bulletin, regulation or otherwise comprising order of any governmental entity, and (ii) may from time to time make such alterations and modifications in and additions to the Demised PremisesAirframe or any Engine as Lessee may deem desirable in the proper conduct of its business; provided, however, that no such alteration, modification or addition shall diminish the value or utility of the Airframe or such Engine, or impair the condition or airworthiness thereof, below the value, utility, condition and airworthiness thereof immediately prior to such alteration, modification or addition assuming the Airframe or such Engine was then of the value or utility and in the condition and airworthiness required to be maintained by the terms of this Agreement provided further that no such alteration, modification, or addition with an estimated cost in excess of $25,000 shall be made pursuant to this Clause 13.6(ii) without the prior written consent of Landlord or Lessor. (biii) make any other alterations which would change Notwithstanding the character foregoing, Lessee may, at its sole cost and expense modify the interior layout of the buildings or other improvements comprising Aircraft; provided, however, that such modification has, in the Demised Premises or which would weakenopinion of the Lessor, impair or otherwise in any way affect the structural aspects of integrity of or lessen no material adverse effect on the value of the Demised Premises and/or the buildings and other improvements comprising the Demised PremisesAircraft. With respect Except as otherwise provided in this Clause 13.6, title to any alterations permitted to be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses and charges thereof, (b) make the same Parts incorporated or installed in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens attached or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions added to the Demised Premises permitted to be made by Tenant hereunder, shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approval, which approval shall not be unreasonably withheld Airframe or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached to such Engine as the freehold and to have become the property of Landlord and shall remain for the benefit of Landlord at the end of the term or other expiration of this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in the making result of such alteration, improvements and additions as herein providedmodification or addition shall, Tenant without further agrees act, vest in Lessor. Upon transfer of title to indemnify and hold harmless Landlord from and against Lessor of the installed Parts title to all costs, expenses, liens, claims and damages arising out of, Parts replaced or resulting removed from the undertaking Airframe or making such Engine as the result of such alterationsalteration, improvements modification or addition shall vest in Lessee, free and additionsclear of all Lessor Liens, and shall no longer be deemed Parts hereunder. Nothing herein shall permit Lessee to (and Lessee shall not) make any modification or alteration that shall require the permanent removal of any Part that is not replaced with a replacement part (with title vested in Lessor as provided above).

Alterations. Tenant agrees that it will Except as otherwise agreed by the Parties in writing, Operator shall not paint, decorate, install canopies or awnings, or in any way change the Building exterior (a) demolish or undertake any the appearance thereof). No remodeling, additions, alterations, or structural alterations of any of change shall be made in the buildings or other improvements erected upon or otherwise comprising the Demised Premises, Building by Operator without the prior written consent of Landlord or (b) make any other alterations which would change the character of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses and charges thereof, (b) make the same in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approvalIPS, which approval shall not be unreasonably withheld withheld. Operator shall have the right to install all furniture, furnishings, equipment and signage it reasonably deems necessary or delayeddesirable for its operation of the School, andall at no cost to IPS. No additions to the existing Building or the construction of new buildings by Operator shall be permitted, except unless otherwise permitted by this Agreement. Operator may attach non-permanent materials and fixtures to the walls of the Facilities. Upon the expiration or earlier termination of this Agreement, Operator may remove any non-permanent materials and movable fixtures that it installed that are not permanently attached to real property. Any improvements, furnishings, and equipment installed on the Building shall be maintained by Operator, at Operator’s expense, in good condition and repair. All permitted alterations, changes, partitions, and installations of improvements (the “Alterations”) shall be performed by a contractor duly licensed by the state or local authority responsible for removable trade licensing building contractors and approved by IPS, such approval not to be unreasonably withheld. Operator hereby agrees to indemnify and save harmless IPS from any and all costs or expenses, including reasonable attorneys’ fees, that IPS may incur by reason of any claim for labor performed or material furnished or violation of any federal, state, or local statute, regulation, code, ordinance, or other law that may arise by reason of the installation of any Alterations or fixtures, shall at once when equipment, or partitions by Operator as herein provided. No installation of, repair to, or other activity concerning equipment within or other Alterations made or installed be deemed to have attached to the freehold Building by, on behalf of, or at the direction of Operator shall: (a) adversely affect the structural integrity of the Building; (b) impair or affect the weather-tight condition of the roof or decrease the roof’s useful life; (c) overload electrical circuits or equipment; (d) overload or unreasonably burden plumbing, water, or sanitary sewage disposal facilities; (e) overload, unreasonably burden, or otherwise adversely affect heating, air conditioning, and other mechanical facilities or equipment; or (f) otherwise affect the Building in any materially adverse way. Any and all personal property and unattached equipment installed by, on behalf of, or at the direction of Operator may be removed at the termination of this Agreement, provided that Operator shall repair any and all damage caused by the removal of any such personal property or unattached equipment. Any personal property and unattached equipment remaining in the Building upon termination of this Agreement shall, if not removed within 10 days after written demand from IPS to have Operator to remove the same, at IPS’ option in its sole discretion, become the property of Landlord IPS, and IPS may retain or dispose of such personal property and unattached equipment in its sole discretion and without liability to account to Operator; provided, Operator shall reimburse IPS for the costs of storing or disposal of such personal property or unattached equipment. Operator shall submit to IPS detailed plans and specifications in connection with any Alterations and evidence that said plans and specifications are in compliance with Applicable Law. If such Alterations are not in compliance with Applicable Law, Operator shall, at Operator’s cost, make such modification or alteration to the completed Alterations as shall be required to bring the same in compliance with Applicable Law. IPS’ consent to the plans and specifications, or any work proposed or completed by Operator, shall not be deemed a representation or affirmation regarding compliance with any such Applicable Law. In any event, Operator shall not remove any improvements and shall remain for surrender the benefit of Landlord Facilities at the end of the term or other expiration of this Lease Term in as good order condition and condition as they were when installedrepair, reasonable ordinary wear and tear and damage by casualty or condemnation excepted. In the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additions.

Alterations. Tenant agrees that it will shall not make or permit to be made any alte▇▇▇▇▇ns, additions, modifications or improvements to the Premises (aincluding without limitation painting and carpeting) demolish or undertake any structural alterations of any of the buildings or other improvements erected upon or otherwise comprising the Demised Premises, without the prior written consent of Landlord Landlord, which consent will not be unreasonably withheld, provided that such alterations, additions, modifications or (b) improvements are not structural or involve Building systems in which case Landlord’s consent may be withheld in Landlord’s sole discretion. If Tenant desires to make any other alterations such alterations, additions, modifications or improvements, a duplicate set of plans for the same shall first be submitted to and approved by Landlord and Landlord shall have the right to request reasonable revisions and corrections to the plans, all of which would change the character of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings corrections and other improvements comprising the Demised Premises. With respect to any alterations permitted to revisions shall be made incorporated by Tenant pursuant (with revised duplicate sets delivered to this Article TenLandlord). All such work shall be done by Tenant, at its own expense, and Tenant agrees that all such work shall (a) pay all costs, expenses and charges thereof, (b) make the same in accordance with all applicable laws and building codes be done in a good and workmanlike mannermanner (Landlord having the right to approve all contractors, all of whom shall be bonded and properly licensed) in accordance with the approved plans therefor and all applicable Requirements, that the structural integrity of the Building shall not be impaired, that no liens shall attach to the Premises or the Property by reason therefor, and that Tenant will secure all necessary permits pertaining to the aforementioned alterations, additions, modifications or improvements. Tenant shall reimburse Landlord upon demand therefor for all reasonable costs and expenses incurred by Landlord in connection with its review of such plans and the inspection of the work contemplated thereby. Tenant has no authority or power, express or implied, to create or cause to be created or to consent to any lien, charge or encumbrance of any kind against the Premises or the Property. Tenant shall pay before delinquency all costs for work done or caused to be done by Tenant in the Premises which could result in any lien or encumbrance on Landlord’s interest in the Property or any part thereof, shall keep the title to the Property and every part thereof free and clear of any lien or encumbrance with respect to such work and shall indemnify and hold harmless Landlord against any claim, loss, lien, cost, demand or legal or other expense, whether in respect of any lien, injury to person or property (cincluding the Building) or otherwise, arising out of the work performed or to be performed at the Premises or the supply of material, services or labor for such work. Tenant shall immediately notify Landlord of any such lien, claim of lien or other action of which it has knowledge and which affects the title to the Property or any part thereof and shall cause the same to be performed removed within ten (10) days, failing which Landlord may take such action as Landlord deems necessary to remove the same and the cost thereof (including reasonable attorneys’ fees) shall be immediately due and payable by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised PremisesTenant to Landlord. All alterations, additions, improvements and additions fixtures (other than Tenant’s personal property, provided the same are installed at no cost or expense to the Demised Premises permitted to Landlord) which may be made by Tenant hereunder, shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approval, which approval shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed by either party upon the Premises shall be deemed to have attached to the freehold and to have become remain the property of Landlord and shall remain upon and be surrendered with the Premises, unless Landlord requests their removal, in which event Tenant shall remove the same and restore the Premises to its original condition, taking into account normal wear and tear, at Tenant’s sole cost and expense and Tenant shall pay the entire cost of such removal. If Tenant fails to remove such property and restore the Premises as aforesaid, Landlord may do so and Tenant shall pay the entire cost thereof to Landlord within ten (10) days after Tenant’s receipt of Landlord’s written demand therefor. In connection with the installation of any alterations, additions, modifications and improvements, including without limitation, any described in Article 2 hereof, Tenant shall be responsible for and pay any construction management fee charged by the benefit of Landlord at property manager, provided the end fee does not exceed ten percent (10%) of the term sum of hard costs, soft costs and permit fees of any such installation of alterations, additions, modifications or other expiration of this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of such alteration, improvements and additions as herein improvements; provided, however, that the construction management fee shall not exceed five percent (5%) with respect to the initial Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additionsImprovements described in Section 2.4.

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

Alterations. Tenant Notwithstanding anything to the contrary herein, it is understood and agreed that this Article 54 shall not apply to the Design Build Program. In addition to the requirements of Article 3: A) TENANT, at its expense, shall obtain all necessary governmental permits and certificates for the commencement and prosecution of any alterations made by TENANT in and to the demised premises (“TENANT’S Changes”) and for final approval thereof upon completion, and shall cause TENANT’S Changes to be performed in compliance therewith and with all applicable laws and requirements of insurance bodies, and in good and workmanlike manner, using new materials and equipment at least equal in quality and class to the original installations in the building . Further, OWNER may designate a supervising engineer at the expense of TENANT to review plans for any TENANT’S Changes to assure compliance with all applicable legal and safety requirements provided such expense is reasonable and competitive and represents the actual out-of-pocket costs paid or payable by OWNER for such plan review. TENANT’S Changes shall be performed in such manner as not to unreasonably interfere with and not to impose any material additional expense upon OWNER in the maintenance or operation of the building. Throughout the performance of TENANT’S Changes, TENANT, at its expense, shall carry, or cause to be carried, workmen’s compensation insurance in statutory limits and general liability insurance, under which OWNER and its agents shall be named as additional insureds, in such limits as OWNER may reasonably prescribe, with insurers reasonably satisfactory to OWNER. TENANT shall furnish OWNER, on request, with satisfactory evidence that such insurance is in effect at or before the commencement of TENANT’S Changes and, at reasonable intervals thereafter during the continuance of TENANT’S Changes. Except as otherwise expressly provided herein, the provisions of Article 3 shall apply to all of TENANT’S Changes made hereunder. TENANT shall not permit, other than with respect to trade fixtures or equipment, to the reservation of any title to or a security interest in such goods by any conditional vendor. All electrical and plumbing work in connection with TENANT’S Changes shall be performed by contractors or subcontractors licensed therefor by all governmental agencies having or asserting jurisdiction. B) TENANT agrees that it will the exercise of its rights pursuant to the provisions of this Article or Article 51 shall not (a) demolish be done in a manner, which would create any work stoppage, picketing, or undertake labor disruption or violate any structural alterations union contracts affecting the land and/or building nor unreasonable interference with the business of OWNER or any lessee or occupant of the building. In the event of the occurrence of any condition described above arising from the exercise by TENANT of its rights pursuant to the provisions of this Article or Article 51, TENANT shall, immediately upon notice from OWNER, cease the manner of exercise of such rights giving rise to such conditions. In the event TENANT fails to cease such manner of exercise of its rights as aforesaid, OWNER, in addition to any rights available to it under this lease and pursuant to law, shall have the right to injunction upon notice hand delivered to TENANT. C) TENANT, at its expense, and with due diligence and dispatch, shall within thirty (30) days after notice from OWNER procure the cancellation or discharge of all notices of violation arising from or otherwise connected with TENANT’S Changes which shall be issued by the Department of Buildings or any other public or quasi-public authority having or asserting jurisdiction. Provided OWNER shall give TENANT notice thereof, TENANT shall defend, indemnify and save harmless OWNER against any and all mechanic’s and other liens filed in connection with TENANT’S Changes, including the liens of any security interest in, conditional sales of, or chattel mortgages upon, any materials, fixtures or articles so installed in and constituting part of the buildings or other improvements erected upon or otherwise comprising the Demised Premises, without the prior written consent of Landlord or (b) make any other alterations which would change the character of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings demised premises and other improvements comprising the Demised Premises. With respect to any alterations permitted to be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay against all costs, expenses and charges thereofliabilities incurred in connection with any such lien, security deposit, conditional sale or chattel mortgage or any action or proceeding brought thereon. TENANT, at its expense, shall procure the satisfaction or discharge of all such liens by bonding or otherwise within ten (10) business days after receiving notice of the filing of any such lien. Notice is hereby given that TENANT has no power, authority or right to do any act or make any contract which may create or be the foundation for any lien upon the fee or leasehold estate of the OWNER in the demised premises or upon the land or building of winch they are a part or the improvements now or hereafter erected upon the demised premises or the land or the building of which they are a part. If TENANT shall fail to procure the satisfaction or discharge of all liens as hereinabove provided, OWNER may pay the amount of such lien or discharge the same by deposit or by bond or in any manner according to law, and pay any judgment recovered in any action to establish or foreclose such lien or order, and any amount so paid, together with expenses incurred by the OWNER, (bincluding all attorney’s fees and disbursements incurred in and the defense of any such action, bonding or other proceeding) make shall be payable by TENANT as additional rent hereunder. D) All alterations, additions or improvements to the same demised premises, including those installed by and at the expense of TENANT, in accordance with all applicable laws the terms of Articles 3, 42 and building codes in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder54 hereof, shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approval, which approval shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached to the freehold and to have become the property of Landlord and shall remain for the benefit of Landlord OWNER at the end of the term or other expiration of this Lease lease, except all furnishings, equipment, trade fixtures and all moveable items. E) Notwithstanding anything to the contrary in as good order and condition as they were when installedthis lease, reasonable wear and tear excepted. In the event TENANT may, upon notice to OWNER, make non-structural alterations which do not adversely affect building systems (including without limitation, windows) not to exceed a cost of $100,000 in the making aggregate, for any particular project provided that all other requirements of such alteration, improvements this Article and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additionsArticle 3 are first met.

Alterations. Tenant agrees that it will not The Lessee shall have the right, at any time and from time to time, to make such Alterations, structural or otherwise, to the Leased Property as the Lessee shall deem necessary or desirable, subject to the following conditions: (a) demolish or undertake any structural alterations of any No Alterations shall be undertaken until the Lessee shall have procured and paid for, so far as the same may be required from time to time, all required municipal and other governmental permits and authorizations of the buildings various municipal departments and governmental subdivisions having jurisdiction, and the Lessor, at the Lessee's expense, shall join in the application for such permits or other improvements erected upon or otherwise comprising the Demised Premises, without the prior written consent of Landlord or authorizations whenever such action is necessary; (b) make Any structural Alterations, or any other alterations which would change Alterations undertaken as a single project and involving an estimated cost aggregating more than $200,000, shall, if requested by the character Lender, be conducted under the supervision of an architect or engineer licensed as such in the State; selected by the Lessee and reasonably acceptable to the Lender, 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 engineer, stating that the same comply with the provisions of this Article, shall have been submitted to and approved by the Lessor and the Lender; (c) All Alterations will comply in all respects with the provisions of the buildings or other improvements comprising Operative Documents and shall be of such a character that, when completed, the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value Fair Market Sales Value of the Demised Premises and/or Improvements shall be not less than the buildings and other improvements comprising Fair Market Sales Value of the Demised Premises. With respect to Improvements immediately before any alterations permitted to such Alterations. (d) All work done in connection with any Alterations shall be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses and charges thereof, (b) make the same in accordance with all applicable laws and building codes done in a good and workmanlike mannermanner and in compliance with applicable building and zoning laws and with all other Applicable Laws; the cost of any 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 (cother 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; (e) cause 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 same Lessor, the Lender or the Lessee or the Leased Property and general liability and property damage insurance (which may be effected by indorsement, if obtainable, on the insurance required to be performed carried pursuant to Section 9.2) for the mutual benefit of the Lessor, the Lender or the Lessee with limits of not less than those required to be carried pursuant to said Section 9.2 shall be maintained by qualified contractors who shall not create the Lessee at all times when any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims work is in process in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approval, which approval shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached to the freehold and to have become the property of Landlord and shall remain for the benefit of Landlord at the end of the term or other expiration of this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additionsany Alterations.

Alterations. Tenant agrees that it will The LESSEE shall not (a) demolish or undertake any make structural alterations of any of the buildings or other improvements erected upon or otherwise comprising the Demised Premises, without the prior written consent of Landlord or (b) make any other alterations which would change the character of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses and charges thereof, (b) make the same in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to ADDITIONS the Demised Premises permitted to be made by Tenant hereunderleased premises, shall be made but may make non-structural alterations provided the LESSOR consents thereto in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approvalwriting, which approval consent shall not be unreasonably withheld withheld, conditioned or delayed. All such allowed alterations shall he at LESSEE’S expense and shall be in quality at least equal to the construction at the time such alterations are performed. LESSEE shall not permit any mechanics’ liens or similar liens, and, except to remain upon the leased premises for removable trade fixtures, shall at once when made labor and material furnished to LESSEE or installed be deemed claimed to have attached been furnished to the freehold and LESSEE in connection with work of any character performed or claimed to have been performed at the direction of LESSEE and shall cause any such lien to be released of record or bonded off forthwith without cost to LESSOR. Any alterations or improvements made by the LESSEE shall become the property of the LESSOR at the termination of occupancy as provided herein. Notwithstanding the foregoing, LESSEE shall have the right to install additional heating, ventilation and air conditioning and/or other utility system of sufficient capacity, size and other specifications to satisfy LESSEE’S operational needs, as determined by LESSEE, in its sole but reasonable discretion, in the leased premises during the initial term or any extended term, and Landlord and hereby expressly consents thereto, provided such system(s) shall remain for the benefit property of Landlord at LESSEE. Any such additional heating, ventilation and air condition and/or other utility system installed by LESSEE shall remain in the end of Leased Premises upon the term expiration or other expiration earlier termination of this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additionsLease.

Alterations. (A) Except as provided in Section 3.4 hereof, Tenant agrees shall not make any Alterations without Landlord's prior consent. Landlord shall not unreasonably withhold, condition or delay its consent to any proposed nonstructural Alterations, provided that it will such Alterations (i) are not visible from the ground level outside of the Building, (aii) demolish do not affect in any material and adverse respect any part of the Building other than the Premises or undertake require any structural alterations alterations, installations, improvements, additions or other physical changes to be performed in or made to any portion of the Building or the Real Property other than the Premises, (iii) do not affect in any material and adverse respect any service required to be furnished by Landlord to Tenant or to any other tenant or occupant of the Building, (iv) do not affect in any material and adverse respect the proper functioning of any Building System, (v) do not reduce the value or utility of the buildings Building, and (vi) do not require a change to the certificate of occupancy for the Building or other improvements erected upon or otherwise comprising the Demised Premises. (B) (1) Prior to making any Alterations, including, without limitation, the prior written consent of Landlord or (b) make any other alterations which would change the character of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to be made by Tenant pursuant to this Article TenInitial Alterations, Tenant shall (ai) pay submit to Landlord detailed plans and specifications (including layout, architectural, mechanical and structural drawings) for each proposed Alteration and shall not commence any such Alteration without first obtaining Landlord's approval of such plans and specifications (except with respect to any nonstructural Alteration referred to in Section 3.4 hereof for which Landlord's approval is not required), which, in the case of nonstructural Alterations which meet the criteria set forth in Section 3.1(A) above, shall not be unreasonably withheld, conditioned or delayed, (ii) at Tenant's expense, obtain all costspermits, expenses approvals and charges certificates required by any Governmental Authorities, it being agreed that all filings with Governmental Authorities to obtain such permits, approvals and certificates shall be made, at Tenant's expense, by a Person designated by Landlord (it being understood that (x) the Person initially so designated by Landlord is ▇▇▇▇▇▇▇ ▇▇▇▇▇ & Associates ("CR&A"), and (y) Tenant shall not discharge CR&A unless CR&A's fees are not commercially competitive or Tenant in good faith believes CR&A is not performing its services properly), and (iii) furnish to Landlord duplicate original policies or certificates thereof of worker's compensation (covering all persons to be employed by Tenant, and Tenant's contractors and subcontractors in connection with such Alteration) and general commercial public liability (including property damage coverage) insurance in such form, with such companies, for such periods and in such amounts as Landlord may reasonably approve, naming Landlord and its agents, any Lessor and any Mortgagee, as additional insureds. Upon completion of such Alteration, Tenant, at Tenant's expense, shall obtain certificates of final approval of such Alteration required by any Governmental Authority and shall furnish Landlord with copies thereof, together with the "as-built" plans and specifications for such Alterations, it being agreed that all filings with Governmental Authorities to obtain such permits, approvals and certificates shall be made, at Tenant's expense, by a Person designated by Landlord (bit being understood that (x) make the same Person initially so designated by Landlord is CR&A, and (y) Tenant shall not discharge CR&A unless CR&A's fees are not commercially competitive or Tenant in good faith believes CR&A is not performing its services properly). All Alterations shall be made and performed substantially in accordance with the plans and specifications therefor as approved by Landlord (unless Landlord's consent to the Alteration is not required), all applicable laws Requirements, the Rules and building codes Regulations, and all rules and regulations relating to Alterations promulgated by Landlord in its reasonable judgment. The rules and regulations for Alterations that exist as of the date hereof are attached as Exhibit "D" and made a good part hereof. Tenant shall not be required to comply with any new or revised rule or regulation promulgated by Landlord after the commencement of a particular Alteration if such new or revised rule or regulation has more than a de minimis effect on the design or performance of such Alteration. All materials and workmanlike mannerequipment to be incorporated in the Premises as a result of any Alterations or a part thereof shall be first quality and no such materials or equipment (other than Tenant's Property) shall be subject to any lien, (c) cause encumbrance, chattel mortgage or title retention or security agreement. If, as a result of any Alterations performed by Tenant, including, without limitation, the same Initial Alterations, any alterations, installations, improvements, additions or other physical changes are required to be performed by qualified contractors who shall not create or made to any labor portion of the Building or the Real Property other than the Premises in order to comply with any Requirement(s), which alterations, installations, improvements, additions or other disturbance physical changes would not otherwise have had to be performed or made pursuant to applicable Requirement(s) at the Demised Premises while performing samesuch time, (d) fully Landlord, at Tenant's sole cost and completely indemnify and hold harmless Landlord from and against any mechanic’s liens expense, may perform or make such alterations, installations, improvements, additions or other liens or claims physical changes and take such actions as Landlord shall deem reasonably necessary and Tenant, within five (5) days after demand therefor by Landlord, shall provide Landlord with such security as Landlord shall reasonably require, in connection with an amount equal to the making thereof and (e) by reason cost of such alterations, not thereby and (e) installations, improvements, additions or other physical changes, as reasonably estimated by reason of such alterationsLandlord's architect, not thereby reduce the economic value of the Demised Premisesengineer or contractor. All alterations, improvements and additions to Alteration(s) requiring the Demised Premises permitted to be made by Tenant hereunder, consent of Landlord shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for performed only under the supervision of an independent licensed architect approved by Landlord’s approval, which approval shall not be unreasonably withheld withheld, conditioned or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached to the freehold and to have become the property . Landlord hereby approves Tenant's use of Landlord and shall remain Aplusi Design Corp. as Tenant's architect for the benefit of Landlord at Initial Alterations and ▇▇▇▇▇ & ▇▇▇▇▇ Consulting Engineers, LLP as Tenant's mechanical engineer for the end of the term or other expiration of this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additionsInitial Alterations.

Alterations. Section 3.01. Tenant agrees that it will shall not (a) demolish make or undertake perform, or permit the making or performance of, any structural alterations of any of the buildings alterations, installations, decorations, improvements, additions or other improvements erected upon physical changes in or otherwise comprising the Demised Premises, without the prior written consent of Landlord or (b) make any other alterations which would change the character of the buildings or other improvements comprising about the Demised Premises (referred to collectively, as "Alterations") without Owner's prior consent. Owner agrees not unreasonably to withhold its consent to any non-structural Alterations proposed to be made at any time during the Demised Term by Tenant to adapt the Demised Premises for Tenant's business purposes. Notwithstanding the foregoing provisions of this Section or Owner's consent to any Alterations, all Alterations shall be made and performed in conformity with and subject to the following provisions: All Alterations shall be made and performed at Tenant's sole cost and expense and at such time and in such manner as Owner may, from time to time, reasonably designate; Alterations shall be made only by contractors or mechanics approved by Owner, such approval not unreasonably to be withheld (notwithstanding the foregoing, all Alterations requiring mechanics in trades with respect to which would weaken, impair Owner has adopted or otherwise may hereafter adopt a list or lists of approved contractors shall be made only by contractors selected by Tenant from such list or lists provided there shall be at least three (3) contractors on each such list and the prices charged by the contractors on each such list shall be comparable to the generally prevailing prices then charged by contractors in any way affect the structural aspects Borough of integrity of Manhattan for similar work); no Alteration shall be made to the partitioning separating the Demised Premises and the public corridors or lessen the value entrance doors of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to be made by Tenant pursuant to this Article Ten, (Tenant shall (a) pay all costs, expenses and charges thereof, (b) have the right to make an Alteration to the same in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions entrance door to the Demised Premises permitted to be made by Tenant hereunder, provided that such Alteration shall be made in accordance with all applicable laws of the provisions of this Lease, including, but not limited to, the provisions of this Article 3 and Article 6), no Alteration shall affect any part of the Building other than the Demised Premises or adversely affect any service required to be furnished by Owner to Tenant or to any other tenant or occupant of the Building or reduce the value or utility of the Building; no Alteration shall affect the outside appearance of the Building or the color 3 or style of any venetian blinds (except that Tenant may remove any venetian blinds provided that they are promptly replaced by Tenant with blinds of a similar type, material and color): all business machines and mechanical equipment shall be placed and maintained by Tenant in settings sufficient, in Owner's reasonable judgment, to absorb and prevent vibration, noise and annoyance to other tenants or occupants of the Building; Tenant shall submit to Owner detailed plans and specifications previously submitted to Landlord (including layout, architectural, mechanical and structural drawings) for Landlord’s approval, each proposed Alteration and shall not commence any such Alteration without first obtaining Owner's approval of such plans and specifications which approval shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached delayed prior to the freehold commencement of each proposed Alteration. Tenant shall furnish to Owner duplicate original policies of workmen's compensation insurance covering all men to be employed in connection with such Alteration, including those to be employed by all contractors and to have become the subcontractors, and of comprehensive public liability insurance (including property of Landlord damage coverage) in which Owner, its agents and any lessor under any ground or underlying lease shall be named as parties insured, which policies shall be issued by companies, and shall remain be in form and amounts reasonably satisfactory to Owner and shall be maintained by Tenant until the completion of such Alteration: all Alterations in or to the electrical facilities in or serving the Demised Premises shall be subject to the provisions of subsection C(2) of Section 29.04 (relating to increases in the Fixed Rent); all fireproof wood test reports, electrical and air conditioning certificates, and all other permits, approvals and certificates required by all governmental authorities shall be timely obtained by Tenant and submitted to Owner; notwithstanding Owner's approval of plans and specifications for any Alteration, all Alterations shall be made and performed in full compliance with all applicable laws, orders and regulations (including, but not limited to, the benefit New York State Energy Conservation Construction Code) of Landlord at the end Federal, State, County and Municipal authorities and with all directions, pursuant to law, of all public officers, and with all applicable rules, orders, regulations and requirements of the term New York Board of Fire Underwriters and the New York Fire Insurance Rating Organization or other expiration any similar body; all Alterations shall be made and performed in accordance with the Building Rules and Building Rules for Alterations; all materials and equipment to be installed, incorporated or located in the Demised Premises as a result of all Alterations shall be in good condition and good working order and first quality; no such materials or equipment shall be subject to any lien, encumbrance, chattel mortgage or title retention or security agreement of any kind; in the event Owner or its agents employ any independent architect or engineer to examine any plans or specifications submitted by Tenant to Owner in connection with any proposed Alteration, Tenant agrees to pay Owner a sum equal to any reasonable fees incurred by Owner in connection therewith. Owner agrees to cooperate with Tenant, at Tenant's expense, in Tenant's filing to obtain the necessary governmental permits for any Alteration made by Tenant in accordance with the provisions of this Lease in as good order Lease, including, but not limited to, Article 6 and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additionsthis Article.

Alterations. Tenant agrees 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 Building, interior or exterior, or the Premises or any portion thereof ("Alterations"), provided, however, that minor items of repair, adjustment and decoration not exceeding a cost of $30,000.00 for any one project (soft costs and hard costs together) shall not be deemed "Alterations" for the purposes of this Lease, but 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 Lessee's sole cost and expense. Further, it will not is agreed, stipulated and understood (ai) demolish or undertake that together with Lessee's request for Lessor's consent to any structural alterations Alterations, Lessee shall submit to Lessor detailed plans and specifications and such other information with respect to the proposed Alterations as Lessor shall reasonably request, (ii) that Powers Construction Company shall be provided with reasonable opportunity to bid with respect to carrying out of any 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 buildings 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 (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 case may be, until the completion of 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 improvements erected upon lien or otherwise comprising any notice of intention to file a lien is filed against the Demised PremisesPremises in connection with any Alterations, without the prior written consent of Landlord or (b) make any other alterations which would change the character of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to be made by Tenant pursuant to this Article Ten, Tenant Lessee shall (a) pay all costs, expenses and charges thereof, (b) make the same in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) promptly cause the same to be performed discharged of record by qualified contractors who payment, bond, order of a court of competent jurisdiction or any other method permitted by law, and in any event, within sixty (60) days after receiving notice of the same. Lessee shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold save Lessor harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approval, which approval shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached to the freehold and to have become the property of Landlord and shall remain for the benefit of Landlord at the end of the term or other expiration of this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expensesliabilities, lienssuits, claims penalties, claims, and demands (including reasonable counsel fee and disbursements) in connection with the commencement and prosecution of the foreclosure 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 such lien, the cost thereof to be payable by Lessee to Lessor within ten (10) days of receiving a bill therefor, as Additional Rent hereunder. 10.5. Notwithsta▇▇▇▇g Lessor's approval of plans and specifications for any Alterations, all Alterations shall be made and performed in full compliance with all applicable Laws then in effect and all necessary Permits, and 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, specifications or selection of materials by Lessee in connection with any Alterations shall not constitute an assumption of any responsibility by Lessor of any kind, including (but not limited to) as to their accuracy or sufficiency. Lessee shall be solely responsible for such plans, specifications and 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 ofof or as a result of any Alterations performed by Lessee or by Lessee's contractors, subcontractors, agents or resulting from employees, including reasonable attorneys fees for the undertaking defense thereof. 10.7. All Alterations and any replacements therefor, whether temporary or making permanent in character, which are made by Lessee pursuant to the 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 Lessor immediately upon the installation of the same and shall remain upon and be surrendered with the Premises as a part thereof at the expiration of the Initial 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 appropriate) Lessor shall have the option to require Lessee, at Lessee's sole cost and expense, to restore the Premises to their condition prior to the carrying out of such alterationsAlterations, improvements ordinary wear and additionstear excepted, provided that it is agreed and understood that this option of Lessor shall not apply to Lessee's Initial Work or Lessee's Additional Work, and 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 Lessor's consent and such Alterations at the time such consent was granted.

Alterations. Tenant agrees that it will not (a) demolish Lessee will not make or undertake permit any alterations, decorations, additions or improvements, structural alterations of any of the buildings or other improvements erected upon otherwise, in or otherwise comprising to the Demised PremisesPremises or the Building, without the prior written consent of Landlord Lessor, which consent may be conditioned, inter alia, upon Lessee's agreement to remove the same and restore the Demised Premises to its condition prior to the making of such alterations, at Lessee's sole cost and expense, upon the expiration or (b) make any other alterations which would change the character sooner termination of the buildings this Lease. All alterations, decorations, additions or other improvements comprising improvements, structural or otherwise, in or to the Demised Premises or the Building shall be performed by Lessor's designated contractor. (b) If any mechanic's lien is filed against the Demised Premises, or the real property of which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or are a part, for work claimed to have been done for, or materials claimed to have been furnished to, Lessee, such mechanic's lien shall be discharged by Lessee within ten (10) days thereafter, at Lessee's sole cost and expense, by the buildings payment thereof or by filing any bond required by law. Lessee shall promptly inform Lessor upon receipt, by Lessee, of any notice of the filing of any such mechanics lien(s). If Lessee shall fail to discharge any such mechanic's lien, Lessor may, at its option and other improvements comprising without inquiring into the Demised Premises. With respect to any alterations permitted to be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses and charges thereof, (b) make validity thereof discharge the same in accordance and treat the cost thereof as additional Rent payable with all applicable laws the monthly installment of Rent next becoming due; it being hereby expressly covenanted and building codes in a good and workmanlike manner, (c) cause the same to be performed agreed that such discharge by qualified contractors who Lessor shall not create any labor be deemed to waive, or other disturbance at release, the default of Lessee in not discharging the same. Lessee hereby covenants and agrees to defend, indemnify and hold Lessor, the Demised Premises while performing sameand the property upon which the Demised Premises is constructed, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s and all claims, damages, cost, expense, liability, liens and other detriment which they may suffer or other liens or claims in connection with the making thereof and (e) which may arise by reason of the making of any such alterations, not thereby decorations, additions or improvements. If any such alteration, decoration, addition or improvement is made without the prior written consent of Lessor, Lessor may correct or remove the same, and (e) Lessee shall be liable for any and all expenses incurred by reason Lessor in the performance of such alterations, not thereby reduce the economic value of the Demised Premisesthis work. All alterations, decorations, additions or improvements and additions in or to the Demised Premises permitted to be made by Tenant hereunder, either party shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approval, which approval shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached to the freehold and to have immediately become the property of Landlord Lessor and shall remain for upon and be surrendered with the benefit of Landlord Demised Premises as a part thereof at the end of the term Lease Term without disturbance, molestation or other injury; provided, however, that if Lessee is not in default in the performance of any of its obligations under this Lease, Lessee shall have the right to remove, prior to the expiration or termination of the Lease Term, movable furniture, furnishings or equipment installed in the Demised Premises at the expense of Lessee, so long as at all times the fair market value of the personal property of Lessee remaining upon the Demised Premises shall equal not less than one hundred fifty percent (150%) of the value of the remaining rental obligations of Lessee hereunder, and if such property of Lessee is not removed by Lessee prior to the expiration or termination of this Lease the same shall become the property of Lessor and shall be surrendered with the Demised Premises as a part thereof. Should the Lessor elect that alterations, decorations, and additions or improvements upon the Demised Premises be removed, upon termination of this Lease or upon termination of any renewal period hereof, Lessee hereby agrees to cause same to be removed at Lessee's sole cost and expense and should Lessee fail to remove the same, then and in as good order such event, the Lessor shall cause same to be removed at the Lessee's expense and condition as they were when installed, reasonable wear and tear excepted. In the event in Lessee hereby agrees to reimburse the making Lessor for the cost of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additions.removal

Alterations. After installation of the Tenant agrees that it will not Improvements for the ----------- Premises pursuant to the Work Letter Agreement, Tenant may, at its sole cost and expense, make alterations, additions, improvements and decorations to the interior of the Building (collectively, "Alterations") subject to and upon the following terms and conditions: (a) demolish or undertake Notwithstanding any structural alterations of any of provision in this Paragraph 13 to the buildings or other improvements erected upon or otherwise comprising the Demised Premisescontrary, without the unless Tenant has obtained Landlord's prior written consent of (which consent Landlord can withhold in its sole and absolute discretion), Tenant is absolutely prohibited from making any alterations, additions, improvements or decorations (bi) make any other alterations to the Parking Structure and to the Outside Areas, (ii) which would change affect the Building's structure, equipment, services or systems, or the proper functioning thereof, or Landlord's access thereto; (iii) which affect the outside appearance, character or use of the buildings or other improvements comprising Building, (iv) which in the Demised Premises or which would weakenreasonable opinion of Landlord, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or Building, or (v) which will violate or require a change in any occupancy certificate applicable to the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses and charges thereof, Building. (b) make the same Before proceeding with any Alterations which are not otherwise prohibited in accordance with Subparagraph 13(a) above, Tenant must first obtain Landlord's written approval thereof (including approval of all applicable laws plans, specifications and building codes in a good and workmanlike mannerworking drawings for such Alterations), (c) cause the same to be performed by qualified contractors who which approval Landlord shall not create any labor unreasonably withhold or other disturbance at the Demised Premises while performing samedelay; provided, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterationshowever, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approval, which 's prior approval shall not be unreasonably withheld required for any such Alterations which are not prohibited by Subparagraph 13(a) above, which do not require any building or delayedother governmental permits or approvals for the making thereof, andand the cost of which, except when added together with all other Alterations made by Tenant during the current Lease Year, does not exceed Fifty Thousand Dollars ($50,000) as long as (i) Tenant delivers to Landlord notice and a copy of any final plans, specifications and working drawings for removable trade fixturesany such Alterations at least ten (10) days prior to commencement of the work thereof, and (ii) Tenant and such Alterations otherwise satisfy all other conditions set forth in this Paragraph 13. (c) Any and all Alterations shall at once when be made or installed only by contractors and subcontractors which have been approved by Landlord, which approval Landlord shall not unreasonably withhold or delay. Before proceeding with any Alterations, Tenant shall provide Landlord with ten (10) days' prior written notice thereof and Tenant's contractors shall obtain, on behalf of Tenant and at Tenant's sole cost and expense all necessary governmental permits and approvals for the commencement and completion of such Alterations. Throughout the performance of the Alterations, Tenant shall obtain, or cause its contractors to obtain, workers compensation insurance and general liability insurance in compliance with the provisions of Paragraph 20 of this Lease. (d) Tenant shall pay to Landlord, as Additional Rent, the reasonable costs of Landlord's third party consultants (but not Landlord's "in-house" personnel) for review of all plans, specifications and working drawings for any Alterations, within ten (10) business days after Tenant's receipt of invoices either from Landlord or such consultants. (e) All Alterations shall be deemed performed: (i) in accordance with the approved plans, specifications and working drawings; (ii) in a lien-free and first-class and workmanlike manner; (iii) in compliance with all permits, laws, rules and regulations of all governmental agencies and authorities; and (iv) in such a manner so as not to have attached impose any additional expense upon Landlord in the performance of its maintenance obligations with respect to the freehold Building. (f) The Tenant Improvements and to have all Alterations shall become the property of Landlord and shall remain for upon and be surrendered with the benefit of Landlord Premises at the end of the term Term of this Lease; provided, however, Landlord may, by written notice delivered to Tenant concurrently with Landlord's approval of the final working drawings for any Alterations (or other if no approval is required for any such Alterations pursuant to Subparagraph 13(b)), Landlord may, by written notice delivered to Tenant within thirty (30) days after Landlord has received the final working drawings for any such Alterations) identify those items of the Alterations which Landlord shall require Tenant to remove at the end of the Term of this Lease. If Landlord requires Tenant to remove any such items as described above, Tenant shall, at its sole cost, remove the identified items on or before the expiration or sooner termination of this Lease in as good order and condition as they were when installedrepair any damage to the Premises caused by such removal (or, reasonable wear at Landlord's option, shall pay to Landlord all of Landlord's costs of such removal and tear excepted. In the event repair). (g) All articles of personal property owned by Tenant or installed by Tenant at its expense in the making Premises (including business and trade fixtures, furniture and movable partitions) shall be, and remain, the property of Tenant, and shall be removed by Tenant from the Premises, at Tenant's sole cost and expense, on or before the expiration or sooner termination of this Lease. Tenant shall repair any damage caused by such removal at its cost. (h) If Tenant fails to remove by the expiration or sooner termination of this Lease all of its personal property, or any Alterations identified by Landlord for removal pursuant to this ▇▇▇▇▇▇▇▇▇ ▇▇, ▇▇▇▇▇▇▇▇ may, at its option, treat such failure as a hold-over pursuant to Subparagraph 11(b) above, and/or may (without liability to Tenant for loss thereof), at Tenant's sole cost and in addition to Landlord's other rights and remedies under this Lease, at law or in equity: (a) remove and store such items; and/or (b) upon ten (10) days' prior notice to Tenant, sell all or any such items at private or public sale for such price as Landlord may obtain. Landlord shall apply the proceeds of any such sale to any amounts due to Landlord under this Lease from Tenant (including Landlord's attorneys' fees and other costs incurred in the removal, storage and/or sale of such alterationitems), improvements and additions as herein provided, Tenant further agrees with any remainder to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additionsbe paid to Tenant.

Alterations. Tenant agrees that it will not (a) demolish or undertake any structural alterations of any of the buildings or other improvements erected upon or otherwise comprising the Demised Premises, without the prior written consent of Landlord or (b) make any other alterations which would change the character of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses and charges thereof, (b) make the same Except in accordance with all applicable laws clause 29, the Tenant shall not make any external or structural alteration or addition to the Property and building codes shall not make any opening in a good and workmanlike mannerany boundary of the Property. The Tenant shall not make any internal, (c) cause non-structural alteration to the same Property without the consent of the Landlord, such consent not to be performed by qualified contractors who unreasonably withheld. The Tenant shall not create install any labor or other disturbance Service Media at the Demised Premises while performing sameProperty nor alter the route of any Service Media at the Property without the consent of the Landlord, such consent not to be unreasonably withheld. The Tenant shall not carry out any alteration to the Property which would, or may reasonably be expected to, have an adverse effect on the asset rating in any Energy Performance Certificate commissioned in respect of the Property. Signs The Tenant shall not attach any signs, fascia, awnings, placards, boards, posters and advertisements (dSigns) fully to the exterior of the Property or display any inside the Property so as to be seen from the outside except such name plate outside the entrance door to the Property stating the name only of the Tenant as the Landlord in its reasonable discretion may approve. The Tenant shall allow the Landlord to fix to and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection keep at the Property (but not so as to interfere with the making thereof and Tenant's business) any sale board or re-letting board (eduring the last six months of this Contractual Term only) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce as the economic value of Landlord reasonably requires. Returning the Demised Premises. All alterations, improvements and additions Property to the Demised Premises permitted to be made by Tenant hereunder, shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approval, which approval shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached to the freehold and to have become the property of Landlord and shall remain for the benefit of Landlord at At the end of the term or other expiration of this Lease the Tenant shall return the Property to the Landlord in as good order the repair and condition as they were when installedrequired by this lease. At the end of the term, reasonable wear and tear excepted. In the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting shall remove from the undertaking Property all fittings and chattels belonging to or making used by it and all stock (whether or not belonging to it). The Tenant irrevocably appoints the Landlord to be the Tenant’s agent to store or dispose of such alterationsany fittings, improvements chattels, stock or items it has fixed to the Property and additionswhich have been left by the Tenant on the Property for more than ten working days after the end of the term. The Landlord shall not be liable to the Tenant by reason of that storage or disposal. The Tenant shall indemnify the Landlord in respect of any claim made by a third party in relation to that storage or disposal.

Alterations. Tenant agrees that it will shall not (a) demolish make or undertake cause to be made any structural alterations of ----------- alterations, additions or improvements or install or cause to be installed any of the buildings fixtures, signs, floor coverings, interior or other improvements erected upon exterior lighting, plumbing fixtures, or otherwise comprising the Demised Premisesshades or awnings, without the prior written consent of Landlord or (b) make any other alterations which would change the character of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses and charges thereof, (b) make the same in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions changes to the Demised Premises permitted to be made by Tenant hereunder, shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for without first obtaining Landlord’s 's written approval, which approval shall not be unreasonably withheld withheld. Tenant shall present to the Landlord plans and specifications for such work at the time approval is sought. In the event Landlord consents to the making of any alterations, additions, or delayedimprovements to the Premises by Tenant, andthe same shall be made by Tenant at Tenant's sole cost and expense. All such work with respect to any alterations, except for removable trade fixturesadditions, and changes shall be done in a good and workmanlike manner and diligently prosecuted to completion. Any such alternations, additions, or changes shall be performed and done strictly in accordance with all laws and ordinances relating thereto. In performing the work or any such alterations, additions, or changes, Tenant shall have the same performed in such a manner as not to obstruct access to any portion of the Building. Any alterations, additions, or improvements to or of the Premises, including, but not limited to, wallcovering, paneling, and built- in cabinet work, but excepting movable furniture and equipment, shall at once when made or installed be deemed to have attached to become a part of the freehold and to have become the property of Landlord realty and shall remain for be surrendered with the benefit of Premises unless Landlord otherwise elects at the end of the term hereof. No change or other expiration alteration shall weaken, either temporarily or permanently, the structure of this Lease in as good order and condition as they were the Building nor when installedcompleted, reasonable wear and tear excepted. In the event in the making shall be of such alteration, improvements and additions character as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, (1) affect adversely the value of the Premises or resulting from Land; (2) reduce the undertaking cubic content of the Building; or making (3) diminish the general utility of such alterations, improvements and additionsthe Premises.

Alterations. Tenant agrees that it will 12.01 LESSEE shall not do or permit others under its control to do any work on the LEASED PREMISES related to any repair, rebuilding, alteration of or addition to the improvements constituting part of the LEASED PREMISES unless (a1) demolish or undertake any structural LESSEE shall have first procured and paid for all requisite municipal and other governmental permits and authorizations and (2) except for alterations which cost less than S25,000 and do not affect the structure of the LEASED PREMISES, shall have first procured LESSOR's prior written consent, which consent shall not be unreasonably withheld. If LESSOR consents to the doing of any such work on the LEASED PREMISES, LESSOR shall join in the application of the buildings any such permit or other improvements erected upon or otherwise comprising the Demised Premisesauthorization whenever required, without the prior written consent of Landlord or (b) make any other alterations but LESSEE shall indemnify and hold LESSOR harmless against and from all costs and expenses which would change the character of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premisesmay be thereby incurred by LESSOR. With respect to any alterations permitted to All such work shall be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses and charges thereof, (b) make the same in accordance with all applicable laws and building codes done in a good and workmanlike mannermanner and in compliance with all applicable building, (c) zoning and other laws, ordinances, governmental regulations and requirements and in accordance with the reasonable requirements, rules and regulations of all insurers under the policies required to be carried by the provisions of this LEASE. 12.02 If the LEASED PREMISES or any part thereof or LESSEE's interest therein shall at any time during the LEASE TERM become subject to any vendor's, mechanic's, laborer's, materialman's or other similar lien based upon furnishing of materials or labor to the LEASED PREMISES or to LESSEE and not contracted for by LESSOR, LESSEE shall cause the same to be performed discharged at its sole cost and expense within thirty (30) calendar days after LESSEE shall have actual notice of the existence thereof, unless such lien and the claim occasioning it are contested or litigated in good faith by qualified contractors who LESSEE and LESSEE shall not create any labor or other disturbance at first have posted a bond sufficient to insure that, upon final determination of the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason validity of such alterationslien or claim, not thereby LESSEE shall then immediately pay any final judgment rendered against it, with all related costs and (e) by reason charges, and shall have such lien or claim released without cost to LESSOR. 12.03 Nothing contained in this LEASE shall be construed to prohibit LESSOR from making, and LESSOR shall be entitled to enter upon the LEASED PREMISES and make, any alterations of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and or additions to the Demised Premises permitted to be made by Tenant hereunder, shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approvalimprovements that constitute part of the LEASED PREMISES, which approval shall not be unreasonably withheld alterations or delayedadditions seem desirable or necessary to LESSOR in its sole discretion, andprovided that no such alteration or addition, except for removable trade fixtures, shall at once when made or installed be deemed to have attached to the freehold and to have become the property of Landlord and shall remain for the benefit of Landlord at the end of the term or other expiration of this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in nor the making of such alterationthe same, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from shall materially interfere with LESSEE's use of the undertaking or making of such alterations, improvements and additionsLEASED PREMISES.

Alterations. Tenant agrees that it will not (a) demolish or undertake any structural alterations of any Section 9.01. Subject to the provisions of the buildings next succeeding Section, Lessee may alter or other improvements erected upon add to the Improvements as it may elect provided that the alteration or otherwise comprising addition does not change their general character or diminish their fair market value or impair the Demised Premises, without the prior written consent of Landlord or (b) make any other usefulness thereof. All alterations which would change the character of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to additions shall be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses and charges thereof, (b) make the same in accordance with all applicable laws and building codes done in a good and workmanlike manner, (c) cause the same way and shall comply with all applicable Laws relating to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing samePremises, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens enforceable restrictions relating to the setback or other liens or claims in connection with the making thereof and (e) by reason character of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of Improvements on the Demised Premises. All alterations, additions or replacements shall be located wholly within the perimeter of the property comprising the Demised Premises and shall be independent and not connected with improvements erected on adjoining property without the prior written consent of Lessor. Section 9.02. Lessee shall have the right to make alternations and additions to the Demised Premises permitted and Improvements the cost of which shall not exceed $25,000 and shall comply with the provisions of (c) and (d)(ii) and (iii) with respect thereto. Lessee’s right to make alterations and additions shall, in the case of any such work which may cost in excess of $25,000, be made by Tenant hereunder, shall be made in accordance with all applicable laws and subject to the following: (a) if plans and specifications previously submitted are necessary, or customarily prepared, in the making the same, Lessee shall cause such plans and specifications to Landlord be prepared and will furnish copies thereof to Lessor prior to the commencement of such alterations. Lessee further agrees that, before the commencement of any such alterations, it will file such plans and specifications with, and obtain the approval thereof by, all municipal or other governmental departments or authorities having jurisdiction thereof. The originals of all such approvals or a certified copy thereof satisfactory to Lessor shall be delivered to and retained by Lessor. Lessor shall execute and deliver to Lessee such consents by Lessor as may be required by any such departments or authorities, it being understood, however, that any such consent or consents by Lessor shall not operate or be construed as a consent by Lessor for Landlord’s approvalthe purpose of filing any lien or making any charge of any kind whatsoever against Lessor, which approval the Demised Premises or the Improvements and shall not be unreasonably withheld a representation or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached warranty by Lessor as to the freehold and to have become the property of Landlord and accuracy thereof but shall remain for the benefit of Landlord at the end only be a consent by Lessor in its capacity as owner of the term or other expiration of this Lease Demised Premises; (b) Lessee shall procure and maintain such liability insurance, workers compensation, performance and labor and material bonds as Lessor may reasonably require in connection with such work with carriers, and upon such terms, as good order Lessor may reasonably require; (c) Lessee shall promptly pay and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against discharge all costs, expenses, damages and other liabilities which may arise in connection with or by reason of such work; and (d) Lessee shall proceed with due diligence in completion of any work and, promptly upon completion of any such alteration or addition, Lessee shall give notice thereof to Lessor together with a certificate signed by a responsible officer of Lessee, or an architect in the event one was used in connection with the work, to the effect that (i) such alteration or addition has been completed in accordance with the plans and specifications, if any, and to the satisfaction of Lessee; (ii) all contractors, subcontractors, materialmen and other suppliers who could otherwise claim a lien on the Demised Premises or the Improvements by reason of having supplied labor or materials in connection with such alteration or addition have been paid in full or have duly and effectively waived or released all rights to any such liens, claims or that any such liens filed by any of them are being duly contested and damages arising out ofhave been bonded (unless Lessor shall have agreed to accept other security reasonably satisfactory to it); and (iii) subject to any contest of mechanics’ liens referred to in clause (ii), the Demised Premises and the Improvements are free and clear of all liens and encumbrances that might or resulting from the undertaking or making could attach thereto by reason of such alteration-or addition. Section 9.03. All alterations, improvements replacements, and additionsadditions made by Lessee on the Demised Premises shall be and become part of the Improvements and shall, upon termination of this Lease, belong to Lessor. Section 9.04. All material salvaged in connection with any work which Lessee is permitted to do hereunder shall belong to Lessee.

Alterations. Tenant agrees 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 Building, interior or exterior, or the Premises or any portion thereof (“Alterations”), provided, however, that minor items of repair, adjustment and decoration not exceeding a cost of $30,000.00 for any one project (soft costs and hard costs together) shall not be deemed “Alterations” for the purposes of this Lease, but 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 Lessee’s sole cost and expense. Further, it will not is agreed, stipulated and understood (ai) demolish or undertake that together with Lessee’s request for Lessor’s consent to any structural alterations Alterations, Lessee shall submit to Lessor detailed plans and specifications and such other information with respect to the proposed Alterations as Lessor shall reasonably request, (ii) that Powers Construction Company shall be provided with reasonable opportunity to bid with respect to carrying out of any 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 buildings 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 (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 case may be, until the completion of 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 improvements erected upon lien or otherwise comprising any notice of intention to file a lien is filed against the Demised PremisesPremises in connection with any Alterations, without the prior written consent of Landlord or (b) make any other alterations which would change the character of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to be made by Tenant pursuant to this Article Ten, Tenant Lessee shall (a) pay all costs, expenses and charges thereof, (b) make the same in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) promptly cause the same to be performed discharged of record by qualified contractors who payment, bond, order of a court of competent jurisdiction or any other method permitted by law, and in any event, within sixty (60) days after receiving notice of the same. Lessee shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold save Lessor harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approval, which approval shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached to the freehold and to have become the property of Landlord and shall remain for the benefit of Landlord at the end of the term or other expiration of this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expensesliabilities, lienssuits, claims penalties, claims, and demands (including reasonable counsel fee and disbursements) in connection with the commencement and prosecution of the foreclosure 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 such lien, the cost thereof to be payable by Lessee to Lessor within ten (10) days of receiving a ▇▇▇▇ therefor, as Additional Rent hereunder. 10.5. Notwithstanding Lessor’s approval of plans and specifications for any Alterations, all Alterations shall be made and performed in full compliance with all applicable Laws then in effect and all necessary Permits, and 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, specifications or selection of materials by Lessee in connection with any Alterations shall not constitute an assumption of any responsibility by Lessor of any kind, including (but not limited to) as to their accuracy or sufficiency. Lessee shall be solely responsible for such plans, specifications and 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 ofof or as a result of any Alterations performed by Lessee or by Lessee’s contractors, subcontractors, agents or resulting from employees, including reasonable attorneys fees for the undertaking defense thereof. 10.7. All Alterations and any replacements therefor, whether temporary or making permanent in character, which are made by Lessee pursuant to the 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 Lessor immediately upon the installation of the same and shall remain upon and be surrendered with the Premises as a part thereof at the expiration of the Initial 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 appropriate) Lessor shall have the option to require Lessee, at Lessee’s sole cost and expense, to restore the Premises to their condition prior to the carrying out of such alterationsAlterations, improvements ordinary wear and additionstear excepted, provided that it is agreed and understood that this option of Lessor shall not apply to Lessee’s Initial Work or Lessee’s Additional Work, and 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 Lessor’s consent and such Alterations at the time such consent was granted.

Alterations. Tenant agrees that it will not (a) demolish or undertake any structural Tenant may, at its expense, make additions to and alterations of any of the buildings or other improvements erected upon or otherwise comprising the Demised Premises, without the prior written consent of Landlord or (b) make any other alterations which would change the character of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses and charges thereof, (b) make the same in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions Improvements to the Demised Premises permitted and make substitutions and replacements thereto (sometimes hereinafter collectively referred to be made by Tenant hereunderas "Alterations"), shall be made in accordance with all applicable laws and plans and specifications previously submitted to provided that: (i) Landlord for Landlord’s approvalapproves, which approval shall not be unreasonably withheld withheld, conditioned or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached any Alterations to the freehold Premises before such alterations are commenced, after having received from Tenant a complete set of plans and specifications for the proposed work, (ii) in Landlord's reasonable judgment, the market value of the Premises and the Intended Use shall not thereby be reduced or impaired and the appearance of the Property will not be adversely affected; (iii) the Alterations are architecturally consistent with existing Improvements; (iv) the Alterations shall be performed in a good and workmanlike manner; (v) such work shall not violate any term of any restriction to which the Premises are subject or the requirements of any insurance policy required to be maintained by Tenant hereunder, and shall be expeditiously completed in compliance with all laws, ordinances, rules, regulations and requirements applicable thereto, including without limitation, the Americans with Disabilities Act of 1990 and all regulations issued thereunder, as the same may be amended from time to time; and (vi) no Improvements shall be demolished unless Tenant shall have become first furnished Landlord with such surety bonds or other security acceptable to Landlord as shall be necessary to assure rebuilding of such Improvements. Tenant shall promptly pay all costs and expenses of each such Alteration, discharge all liens arising therefrom and procure and pay for all permits and licenses required in connection therewith. All such Alterations shall be and remain part of the realty and the property of Landlord and shall remain for be subject to this Lease. Tenant may place upon the benefit of Landlord Premises any inventory, trade fixtures, machinery or equipment belonging to Tenant or third parties and may remove the same at any time during the end of Term. Tenant shall repair any damage to the term Premises or other expiration of this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of any portion thereof (including all Improvements thereon) caused by such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additionsremoval.

Alterations. 6.1 Not to demolish the Building or construct new Buildings or make any alteration addition or improvement to the Premises or the Building whether structural or otherwise except as expressly permitted under paragraph 6.3 6.2 The Tenant agrees may carry out alterations additions or improvements to the Building and/or the Premises which do not affact any part of the exterior or structure of the Building and/or the Premises with Consent provided that it will within 14 days of completion of such works the Tenant provides to the Landlord details of the works carried out including, where appropriate, as built drawings 6.3 The Tenant may carry out alterations additions or improvements to the Building and/or the Premises which do not affect any part of the exterior or structure of the Building and/or the Premises where: (a) demolish or undertake any structural alterations of any of the buildings or other improvements erected upon or otherwise comprising Tenant has submitted to the Demised Premises, without Landlord detailed plans and specifications showing the prior written consent of Landlord or works and (b) make any other alterations which would change the character Tenant has given to the Landlord such covenants relating to the carrying out of the buildings or other improvements comprising works as the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses and charges thereof, (b) make the same in accordance with all applicable laws and building codes in a good and workmanlike manner, Landlord may reasonably require and (c) cause the same Tenant has if reasonably so required by the Landlord provided the Landlord with suitable security which will allow the Landlord to be performed by qualified contractors who shall not create any labor or other disturbance at carry out and complete the Demised Premises while performing same, works if the Tenant fails to do so and (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions Tenant has first obtained Consent to the Demised Premises permitted to be made by Tenant hereunder, shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approval, works (which approval shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, ) 6.4 Where any works are carried out to or within the Premises to which the CDM Regulations apply and such works are carried out by or on behalf of the Tenant any undertenant (however inferior) or any other occupier of the Premises or any part thereof the Tenant (a) shall at once when made comply with the CDM Regulations and procure that any person involved in carrying out such works complies with the CDM Regulations (b) shall act (or installed if such works are to be deemed carried out by an undertenant or any other person procure that such undertenant or other person acts) as the only client in respect of such works and shall make (or procure the making of) a declaration to have attached that effect in accordance with regulation 4 of the CDM Regulations (c) procure that the declaration mentioned in paragraph 6.4(b) is sent without delay to the freehold Health and Safety Executive in accordance with paragraph 4(4) of the CDM Regulations and that a copy of the Health and Safety Executive’s notice in acknowledgement of the said declaration is delivered without delay to the Landlord (d) warrants that it or the relevant undertenant or other person has the competence to perform the duties imposed on a client by the CDM Regulations (e) provide the Landlord with a copy of the health and safety file relating to such works upon the completion thereof and (if the Landlord shall so request) copies of the whole or part of the said file immediately on request (f) make the health and safety file relating to such works available for inspection by the Landlord on request (g) hand over to the Landlord the health and safety file relating to such works on Determination (h) forthwith after becoming aware of any relevant information concerning health and safety relating to the Premises to provide such information to the Landlord and to have become obtain all necessary copyright licences permitting the property of Landlord and shall remain for the benefit of Landlord at the end of the term or other expiration of this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in the making use of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additions.information

Alterations. Tenant agrees that it will not 8.01 Except as otherwise expressly provided in this Lease, no alterations which would (a) demolish materially affect the structure or undertake any structural alterations of any utility and mechanical systems of the buildings Building or other improvements erected upon or otherwise comprising portions of the Demised Premises, (b) have a use or nature inconsistent with the improvements as of the Commencement Date (by way of example, “Alterations” shall not include converting lab space to office space and vice versa), or (c) have a material adverse effect on the market value of the Premises (by way of example, an Alteration that would, in fact, diminish the value of the Premises and is not permitted, under applicable law, to be removed or materially altered) (collectively the “Alterations”) shall be made to the Premises by or on behalf of Tenant unless Tenant shall first submit on each occasion a detailed description thereof to Landlord, together with all other material information reasonably requested, and Landlord shall consent thereto in writing, such consent not to be unreasonably withheld, conditioned or delayed. In the event that Landlord does not respond to Tenant’s request within fifteen (15) days, Landlord shall be deemed to have consented to such Alterations. All Alterations made by or on behalf of Tenant and all fixtures attached to or used in connection with the Premises, upon the completion or installation thereof and if approved or deemed approved by Landlord, (a) subject to the remaining provisions of this Section 8.01, immediately shall be and become a part of the Premises and the property of Landlord, without payment therefor by Landlord, and shall remain at the prior written consent of Landlord Premises (provided that nothing herein shall prevent Tenant from taking depreciation on or claiming an interest in Alterations made by Tenant) or (b) make any other alterations which would shall be removed at the cost of Tenant before the expiration or sooner termination of this Lease, but only if such Alterations materially change the character nature of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value Building as it existed as of the Demised Commencement Date and Landlord expressly required such removal in Landlord’s written consent to such Alterations and, in such event, Tenant shall repair all damage to the Premises caused by the installation and/or removal thereof. Notwithstanding the buildings foregoing, (i) nothing herein shall preclude Tenant’s removal of Alterations should Tenant, at any time, determine to do so, and other improvements comprising (ii) in no event may Landlord require the Demised Premises. With respect to any alterations permitted removal of office or lab Alterations whenever constructed, if materially consistent with the uses to be made by Tenant of the Premises pursuant to this Article TenLease. 8.02 In the event Landlord consents to the making of any such Alteration by Tenant, Tenant shall (a) pay all costs, expenses and charges thereof, (b) make the same in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, shall be made in accordance with all applicable laws and plans using a reputable, licensed contractor at Tenant’s sole cost and specifications previously submitted to Landlord for expense. 8.03 Notwithstanding the foregoing, without obtaining Landlord’s approvalconsent, which approval Tenant shall have the right to alter, modify or improve the Premises from time to time, provided, however, all “Alterations” must comply with Section 8.01 above; and Tenant shall have the right to install in the Premises trade fixtures required by Tenant in its business and at its option to remove such trade fixtures at any time prior to or upon expiration or earlier termination of this Lease; provided, however, that no such installation or removal shall impair the structure of or systems or utilities for the Building or other portions of the Premises. Tenant shall repair and restore before the expiration or sooner termination of this Lease, any damage or injury to the Premises caused by the installation or removal of any such trade fixtures. 8.04 For the avoidance of doubt, the provisions of Section 8 (inclusive of any removal and restoration obligations) shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached apply to the freehold and to have become the property of Landlord and shall remain for the benefit of Landlord at the end of the term or other expiration of this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additionsWork.

Alterations. Except as provided in or permitted by the Loan Agreement, or the Tenant agrees that it will not (a) demolish or undertake any structural alterations of any of the buildings or other improvements erected upon or otherwise comprising the Demised PremisesLease, Mortgagor shall not, without the prior written consent of Landlord Mortgagee, construct any new Improvements on the Premises other than those which are permitted by the following provisions of this Section 4.12. Mortgagor shall give Mortgagee Notice of, and a copy of any plans prepared for any alteration (excluding, however, tenant improvements unless they involve structural work) which is reasonably estimated to cost $1,000,000 (the "Alteration Threshold") (inclusive of architectural and engineering fees) or is structural. So long as no Event of Default shall have occurred and be continuing hereunder, Mortgagor shall have the right at any time and from time to time to make or cause to be made reasonable alterations of and additions to the Mortgaged Property or any part thereof, provided that any alteration or addition (bi) make any other alterations which would shall not change the general character of the buildings Mortgaged Property, or other improvements comprising reduce the Demised Premises fair market value thereof below its fair market value immediately before such alteration or which would weakenaddition, impair or otherwise in any way affect materially and adversely alter the structural aspects of integrity of or lessen the value overall quality of the Demised Premises and/or the buildings Mortgaged Property, (ii) shall be effected with due diligence, in a good and other improvements comprising the Demised Premises. With respect to any alterations permitted to be made by Tenant pursuant to this Article Tenworkmanlike manner and with first-class materials and in compliance in all material respects with all requirements of applicable Laws, Tenant (iii) shall (a) pay all costs, expenses and charges thereof, (b) make subject to Mortgagor's right to contest the same in accordance with all applicable laws the provisions of Section 4.6 hereof) be promptly and building codes fully paid for, or caused to be paid for, by Mortgagor at no cost or expense to Mortgagee, if failure to make such payment would result in a good lien on the Mortgaged Property, and workmanlike manner(iv) shall be made, in case the estimated cost of such alteration or addition (excluding, however, tenant improvements unless they involve structural work) exceeds the Alteration Threshold, (c1) cause only after Mortgagee shall have consented thereto prior to the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason commencement of such alterations, not thereby work and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, shall be made in all material respects in accordance with all applicable laws and plans and specifications previously submitted reasonably satisfactory to Landlord Mortgagee, (2) only after Mortgagor shall have furnished to Mortgagee a completion or performance bond, a letter of credit or cash deposit or other security reasonably satisfactory to Mortgagee as security for Landlord’s approvalthe completion of such work, which and (3) if structural, only after submission of appropriate plans to Mortgagee and approval shall thereof by Mortgagee (such approval not to be unreasonably withheld or delayed). For purposes of clause (iv) of this subsection, andthe Alteration Threshold limitation shall apply to any alteration or addition taken separately or, except for removable trade fixturesif such alteration or addition is made together with other alterations or additions that constitute a single construction plan or project (whether accomplished in successive stages or procedures), then taken in the aggregate as well. The cost of all such alterations and additions to the Mortgaged Property shall be paid in cash or its equivalent, so that the Mortgaged Property shall at once when made all times be free of liens for labor and materials supplied or installed be deemed claimed to have attached been supplied to the freehold Mortgaged Property (subject to Mortgagor's rights of contest provided for in Section 4.6 hereof). All alterations of and additions to have the Mortgaged Property shall immediately become the property of Landlord and shall remain for the benefit of Landlord at the end a part of the term or other expiration Mortgaged Property, and shall be subject to the lien of this Mortgage; but tenant improvements shall also be subject to the rights therein of the relevant tenants. To the extent that the Tenant Lease in as good order and condition as they were when installedrequires that all or any of the foregoing obligations be performed by the tenant thereunder, reasonable wear and tear excepted. In the event in the making Mortgagor shall be relieved of such alteration, improvements and additions obligations hereunder for so long as herein provided, the Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additionsLease shall be in effect.

Alterations. 8.1 Permitted Alterations. After the Commencement Date, Tenant agrees that it will shall not make or permit any Alterations in, or about the Premises without the prior written consent of Landlord (a) demolish which consent shall not be unreasonably withheld or undertake delayed), except for Alterations not exceeding Ten Thousand Dollars ($10,000.00)in any structural alterations of any of calendar year. Notwithstanding the buildings or other improvements erected upon or otherwise comprising the Demised Premisesforegoing, without the prior written consent of Landlord (which consent shall not be unreasonably withheld), in no event shall any Alterations (i) affect the exterior of the Building or the outside areas (or be visible from adjoining sites), (ii) affect or penetrate any of the structural portions of the Building including, but not limited to, the roof, (iii) require any change to the basic floor plan of the Premises, any change to the structural or mechanical components of the Premises, or any governmental approval or permit as a prerequisite to the construction thereof, (iv) interfere in any manner with the proper functioning of or Landlord's access to any mechanical, electrical, plumbing or HVAC systems, facilities or equipment located in or serving the Building, or (bv) make any other alterations which would change the character of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen diminish the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to All Alterations requiring Landlord's consent shall be made by Tenant constructed pursuant to this Article Tenplans and specifications previously provided to and, Tenant when applicable, approved in writing by Landlord, shall (a) pay all costs, expenses and charges thereof, (b) make the same be installed by a licensed contractor at Tenant's sole expense in accordance compliance with all applicable laws Applicable Laws, and building codes shall be accomplished in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully manner conforming in quality and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection design with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value Premises existing as of the Demised PremisesCommencement Date. No Hazardous Materials including, but not limited to, asbestos or asbestos-containing materials, shall be used by Tenant or Tenant's Agents in the construction of any Alterations permitted hereunder. Tenant shall, if reasonably required by Landlord, obtain and pay for, at its own expense, a completion and indemnity bond covering such work, the form and amount of which shall be subject to the approval of Landlord. All alterations, improvements and additions to the Demised Premises permitted to be Alterations made by Tenant hereunder, shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approval, which approval shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached to the freehold and to have become the property of Landlord upon the installation thereof and shall remain for not be deemed Tenant's Personal Property; provided, however, that Landlord may, at its option, require that Tenant, upon the benefit termination of Landlord this Lease, at Tenant's expense, remove any or all nonstructural Alterations installed by or on behalf of Tenant and return the end Premises to its condition as of the term or other expiration Commencement Date of this Lease in as good order and condition as they were when installedLease, reasonable normal wear and tear excepted. In the event in the making Notwithstanding any other provisions of such alteration, improvements and additions as herein providedthis Lease, Tenant further agrees shall be solely responsible for the maintenance, repair and replacement of any and all Alterations made by or on behalf of Tenant (including without limitation by Landlord on behalf of Tenant) to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additionsPremises.

Alterations. Tenant agrees that it will not (a) demolish Borrower shall, or undertake any structural alterations of any of the buildings shall cause Mortgage Borrower or other improvements erected upon or otherwise comprising the Demised PremisesOperating Lessee, without the to obtain Lender’s prior written consent of Landlord or (b) make any other alterations which would change the character of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses and charges thereof, (b) make the same in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approvalImprovements, which approval consent shall not be unreasonably withheld or delayeddelayed except with respect to alterations that would be reasonably likely to have a material adverse effect on Borrower’s, Mezzanine A Borrower’s, Mortgage Borrower’s or Operating Lessee’s financial condition, the value of the Property or the Property’s Net Operating Income. Notwithstanding the foregoing, Lender’s consent shall not be required in connection with any alterations that will not have a material adverse effect on Borrower’s, Mezzanine A Borrower’s, Mortgage Borrower’s or Operating Lessee’s financial condition, the value of the Property or the Property’s Net Operating Income or are made pursuant to the Approved Annual Budget, provided that such alterations are made in connection with (a) tenant improvement work performed pursuant to the terms of any Lease executed on or before the date hereof, (b) tenant improvement work performed pursuant to the terms and provisions of a Lease and not adversely affecting any structural component of any Improvements, any utility or HVAC system contained in any Improvements or the exterior of any building constituting a part of any Improvements, or (c) alterations performed in connection with the Restoration of the Property after the occurrence of a Casualty or Condemnation in accordance with the terms and provisions of this Agreement, (d) alterations set forth on Schedule IV hereto, (e) Required Repairs or (f) Replacements if there are sufficient reserves on deposit in the Replacement Reserve Fund to pay for such obligations. If the total unpaid amounts due and payable with respect to alterations to the Improvements at the Property (other than (I) such amounts to be paid or reimbursed by Tenants under the Leases, (II) costs incurred in connection with the Restoration of the Property or (III) such amounts for which sufficient reserves are on deposit in the Required Repair Fund or the Replacement Reserve Fund) shall at any time exceed Fifteen Million and No/100 Dollars ($15,000,000.00) (the “Threshold Amount”), Borrower shall, or shall cause Mortgage Borrower or Operating Lessee to, obtain promptly deliver to Lender as security for the payment of such amounts and as additional security for Borrower’s obligations under the Loan Documents any of the following (the “Alterations Deposit”): (A) cash, (B) U.S. Obligations, (C) other securities having a rating acceptable to Lender and that, at Lender’s option, the Approved Rating Agencies have provided a Rating Agency Confirmation with respect to or (D) a Letter of Credit. Such security shall be in an amount equal to the excess of the total unpaid amounts with respect to alterations to the Improvements on the Property (other than such amounts to be paid or reimbursed by Tenants under the Leases) over the Threshold Amount and Lender may apply such security from time to time at the option of Lender to pay for such alterations. (b) Each such Alterations Deposit shall be disbursed from time to time by Lender to Borrower for completion of the Alterations at the Property upon the satisfaction of the following conditions: (i) Borrower shall, or shall cause Mortgage Borrower or Operating Lessee to, submit a request for payment to Lender at least five (5) Business Days prior to the date on which Borrower requests that such payment be made, which request for payment shall specify the Alterations for which payment is requested, (ii) on the date such request is received by Lender and on the date such payment is to be made, no Event of Default shall be continuing, and (iii) such request shall be accompanied by an Officer’s Certificate (x) stating that the applicable portion of the Alterations to be funded by the requested disbursement have been completed in good and workmanlike manner and in accordance with all applicable Legal Requirements, the Approved Master Plan and the Development Agreement, such Officer’s Certificate to be accompanied by copies of paid invoices and any licenses, permits or other approvals by any Governmental Authority required in connection with the applicable portion of the Alterations, (y) identifying each contractor that supplied materials or labor in connection with the applicable portion of the Alterations to be funded by the requested disbursement and (z) stating that each such contractor has been paid in full upon such disbursement. Each Alterations Deposit shall be held by Lender in an interest-bearing account and, except for removable trade fixturesuntil disbursed in accordance with the provisions of this Section 5.1.21, shall at once when made constitute additional security for the Debt and other obligations under the Loan Documents. Upon the completion of the Alterations in respect of which any Alteration Deposit is being held, Lender shall promptly return to Borrower any remaining portion of the Alterations Deposit upon the request of Borrower, provided that (i) on the date such request is received by Lender and on the date such disbursement is to be made, no Event of Default shall be continuing and (ii) such request shall be accompanied by an Officer’s Certificate stating that the Alterations have been fully completed in good and workmanlike manner and in accordance with all applicable Legal Requirements, such Officer’s Certificate to be accompanied by copies of paid invoices and any licenses, permits or installed be deemed to have attached other approvals by any Governmental Authority required in connection with Alterations (to the freehold extent not received by Lender in connection with prior disbursement requests) and to have become stating that each contractor providing services in connection with the property of Landlord and shall remain for the benefit of Landlord at the end of the term or other expiration of this Lease Alterations has been paid in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additionsfull.

Alterations. 12.01. Tenant may from time to time, at its expense, make alterations (herein called the "Alterations") in and to the Premises, excluding structural changes, provided and upon condition that: (a) the outside appearance of the Building shall not be affected; (b) the Alterations are nonstructural and the strength of the Building shall not be affected; (c) the Alterations are to the interior of the Premises and no part of the Building outside of the Premises shall be affected; (d) the proper functioning of the mechanical, electrical, sanitary and other service systems of the Building shall not be adversely affected and the usage of such systems by Tenant shall not be increased; (e) before proceeding with any Alteration, Tenant shall submit to Landlord for Landlord's approval (which shall not be unreasonably withheld if the approval of all Superior Mortgagees whose Superior Mortgages require the approval of the Superior Mortgagee shall have been obtained) two sets of plans and specifications for the work to be done, and Tenant shall not proceed with such work until it obtains such approval; (f) Tenant shall pay to Landlord upon demand the reasonable cost and expense of Landlord in (i) reviewing said plans and specifications and (ii) inspecting the Alterations to determine whether the same are being performed in accordance with the approved plans and specifications and all Legal Requirements and Insurance Requirements, including, without limitation, the fees or cost of any architect, engineer or draftsman, including the cost, based upon the actual salaries and fringe benefits of architects, engineers or draftsmen who are employees of Landlord, for such purposes; (g) before proceeding with any Alteration which will cost more than $50,000 (exclusive of the costs of decorating work and items constituting the Tenant's Property), as estimated, at Tenant's expense, by a reputable contractor reasonably satisfactory to Landlord and all Superior Mortgagees, Tenant shall obtain and deliver to Landlord such security as shall be satisfactory to Landlord and all Superior Mortgagees; and (h) Tenant shall fully and promptly comply with and observe the Rules and Regulations of Landlord then in force with respect to the making of the Alterations. Tenant agrees that it will not (a) demolish any review or undertake any structural alterations approval by Landlord of any of the buildings or other improvements erected upon or otherwise comprising the Demised Premises, without the prior written consent of Landlord or (b) make any other alterations which would change the character of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises plans and/or the buildings and other improvements comprising the Demised Premises. With specifications with respect to any alterations permitted Alterations 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. 12.02. Tenant, at its expense, shall obtain all necessary governmental permits and certificates for the commencement and prosecution of the Alterations and for final approval thereof upon completion, and shall cause the Alterations to be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses performed in compliance therewith and charges thereof, (b) make the same in accordance with all applicable laws Legal Requirements and building codes Insurance Requirements. The Alterations shall be diligently performed in a good and workmanlike manner, (c) cause using new materials and equipment at least equal in quality and class to the same to original installations. The Alterations shall be performed by qualified contractors who first approved by Landlord under the supervision of a licensed architect. The Alterations shall be performed in such a manner as not to violate union contracts affecting the Project, or create any work stoppage, picketing, labor disruption or dispute or any interference with the business of Landlord or any tenant of the Project. In addition, the Alterations shall be performed in such a manner as not to otherwise unreasonably interfere with or delay and as not to impose any additional expense upon Landlord in the construction, maintenance, repair, operation or cleaning of the Project, and if any such additional expense shall be incurred by Landlord as a result of Tenant's performance of the Alterations, Tenant shall pay such additional expense to Landlord on demand. Throughout the performance of the 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 commercial general liability insurance, with completed operation endorsement, for any occurrence in or about the Project, under which Landlord and its managing agent and any Superior Lessors and Superior Mortgagees, whose names and addresses were furnished to Tenant shall be named as additional insureds, in such limits as Landlord may reasonably require, with insurers reasonably satisfactory to Landlord. Tenant shall furnish Landlord with reasonably satisfactory evidence that such insurance is in effect before the commencement of the Alterations and, on request, at reasonable intervals during the continuance of the Alterations. If any Alterations involve the removal of any fixtures, equipment or other disturbance property in the Premises which are not Tenant's Property, such fixtures, equipment or other property shall be replaced prior to the end of the Term at Tenant's expense with new fixtures, equipment or other property of like utility and at least equal value. Upon completion of any Alterations (other than mere decorations) Tenant shall deliver to Landlord scaled and dimensioned reproducible mylars of "as-built" plans for such Alteration. 12.03. Tenant, at its expense, and with diligence and dispatch, shall procure the Demised Premises while performing samecancellation or discharge of all notices of violation arising from or otherwise connected with the Alterations, (d) fully and completely or any other work, labor, services or materials done for or supplied to Tenant, or any person claiming through or under Tenant, which shall be issued by the County of Westchester or the Town of Greenburgh or the Town of Mount Pleasant or any other public authority having or asserting jurisdiction. Tenant shall indemnify and hold save harmless Landlord and any Superior Mortgagees and Superior Lessors from and against any mechanic’s liens or and all mechanics' and other liens or claims and encumbrances filed in connection with the making thereof Alterations, or any other work, labor, services or materials done for or supplied to Tenant, or any person claiming through or under Tenant, including, without limitation, security interests in any materials, fixtures or articles so installed in and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value constituting part of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approval, which approval shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached to the freehold and to have become the property of Landlord and shall remain for the benefit of Landlord at the end of the term or other expiration of this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expensesexpenses and liabilities incurred in connection with any such lien or encumbrance or any action or proceeding brought thereon. Tenant, liensat its expense, claims shall procure the satisfaction or discharge of record of all such liens and damages arising out ofencumbrances within 10 days after the filing thereof. However, or resulting nothing herein contained shall prevent Tenant from contesting, in good faith and at its own expense, any notice of violation, provided that Tenant shall comply with the undertaking or making provisions of such alterations, improvements and additionsSection 9.02.

Alterations. Tenant agrees that it will not (aSection 3.1 ( A) demolish or undertake any structural alterations of any of the buildings or other improvements erected upon or otherwise comprising the Demised Premises, without the prior written consent of Landlord or (b) make any other alterations which would change the character of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings Subject to Section 2.6 hereof and other improvements comprising the Demised Premises. With respect to any alterations permitted to be made by Tenant pursuant to this Article TenSection 3.4 hereof, Tenant shall not make any Alterations without Landlord's prior consent. Landlord shall not unreasonably withhold, delay or condition its consent to any proposed Alterations, provided that such Alterations (ai) pay all costsdo not affect in any material and adverse respect any part of the Building other than the Premises or require any alterations, expenses and charges thereofinstallations, improvements, additions or other physical changes to be performed in or made to any portion of the Building other than the Premises, (bii) do not affect in any material and adverse respect the proper functioning of any Shared Building System or any Remote Building System, (iii) do not affect in any material and adverse respect the structure of the Building, and (iv) subject to the provisions of Article 15 hereof, do not require a change to, or otherwise affect the validity of, the certificate of occupancy for the Building (other than the Premises). Landlord, in determining whether to reasonably approve a particular Alteration to the Bridge Building, shall have the right to take into account the aesthetic impact thereof on the Lexington Place Courtyard. If Tenant proposes to make an Alteration that is designed principally (x) to be visible from the same Lexington Place Courtyard, or (y) as a means of advertising or otherwise promoting a product or service in a manner that is visible from the outside of the Premises, then Landlord shall have the right to take into account the aesthetic impact thereof on the appearance of the Building in considering whether to reasonably approve such Alteration. (1) Subject to Section 3.4 hereof, Tenant, prior to making any Alterations, shall submit to Landlord plans and specifications (including layout, architectural, mechanical and structural drawings) for the proposed Alteration that contain sufficient detail to enable Landlord to reasonably assess such plans and specifications. Subject to Section 3.4 hereof, Tenant shall not commence any such Alteration without first obtaining Landlord's approval of such plans and specifications in accordance with Section 3.1(B)(9) hereof, which, in the case of Alterations that meet the criteria set forth in Section 3.1(A) above, shall not be unreasonably withheld, conditioned or delayed. Landlord, in reviewing Tenant's plans for Alterations that contemplate the installation of aquariums, shall have the right to require Tenant to install appropriate waterproofing to protect installations in portions of the Building outside of the Premises that lie below such aquariums. (2) Tenant, at Tenant's expense, shall obtain, prior to the performance of any Alteration, all applicable laws permits, approvals and building codes certificates required by any Governmental Authorities in connection therewith, it being agreed that all filings with Governmental Authorities to obtain such permits, approvals and certificates shall be made, at Tenant's expense, by a good Person reasonably designated by Tenant and workmanlike mannerapproved by Landlord, which approval Landlord shall not unreasonably withhold, delay, or condition (any such Person reasonably designated by Tenant and approved by Landlord being referred to herein as "Tenant's Expediter"). Tenant shall cause Tenant's Expediter to consult with Landlord's expediter promptly after Landlord's request from time to time. (3) Tenant, prior to performing any Alteration, shall furnish to Landlord duplicate original policies of, or, at Tenant's option, certificates of, (ci) cause the same workers' compensation insurance in amounts not less than statutory limits (covering all persons to be performed employed by qualified Tenant, and Tenant's contractors who shall not create any labor or other disturbance at the Demised Premises while performing sameand subcontractors, in either case in connection 44 49 with such Alteration), (dii) fully commercial general liability insurance (including products and completely indemnify completed operations and hold harmless bodily injury coverage) naming Landlord from and against its agents, and any mechanic’s liens or other liens or claims Lessor and any Mortgagee, as additional insureds, and (iii) builder's risk insurance, in each case in customary form and in commercially reasonable amounts, and issued by insurers that satisfy the requirements set forth in Article 9 hereof for the period during which such Alteration is being performed (it being understood that in determining whether such insurance is in commercially reasonable amounts, the parties shall take into account the amount of such insurance customarily carried by reputable contractors, subcontractors and construction managers in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value performance of the Demised Premises. All alterations, improvements and additions type of work similar to the Demised Premises permitted to be made Alterations being performed by Tenant hereunder, shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approval, which approval shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached to the freehold and to have become the property of Landlord and shall remain for the benefit of Landlord at the end of the term or other expiration of this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additionsTenant).

Alterations. Tenant agrees that it will Subtenant shall not in any circumstances alter, amend, repair and/or replace any of the mechanical equipment located within the Building or on the third (3rd) floor of the Building or contained within the Leased Premises. No alteration, addition, improvement, or other change in or to the Leased Premises (hereinafter an “Alteration”) shall be made by Subtenant except under the following circumstances: (a) demolish or undertake any structural alterations of any of the buildings or other improvements erected upon or otherwise comprising the Demised Premises, no Alteration shall be made without the prior written consent of Landlord and Sublandlord to the specific Alteration (which consent shall not be unreasonably withheld, delayed, or (b) make any other alterations conditioned), except usual nonstructural interior remodeling which would change the character of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen enhances the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Leased Premises. With respect to any alterations permitted to be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses and charges thereof, ; (b) make the same in accordance with no Alteration shall be commenced until Subtenant has first obtained and paid for all applicable laws required permits and building codes authorizations of all governmental authorities having jurisdiction; (c) any Alteration shall be made promptly and in a good and workmanlike mannermanner and in compliance with all laws, (c) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing sameordinances, regulations, and requirements of all governmental authorities; (d) the cost of any such Alteration shall be paid in cash or its equivalent, so that the Leased Premises shall at all times be free of liens and claims for work, labor, or materials supplied or claimed to have been supplied to the Leased Premises and, if Landlord and Sublandlord at any time so requests, no Alteration shall commence or proceed unless Subtenant gives evidence satisfactory to Landlord and Sublandlord that such Alteration will be fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof paid for upon completion; and (e) by reason of such alterations, not thereby any Alteration shall immediately become and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approval, which approval shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached to the freehold and to have become remain the property of Landlord, unless Landlord and shall remain for otherwise agrees, in writing, subject to the benefit rights of Landlord at the end of the term or other expiration Subtenant under this Sublease provided that upon termination of this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additionsSublease.

Alterations. The Tenant agrees that it Tenant will not (a) demolish make no alterations in, or undertake any structural alterations of any of additions or improvements to said premises without in each case the buildings or other improvements erected upon or otherwise comprising the Demised Premises, without the prior written consent of Landlord or (b) make any other alterations which would change the character first being had and obtained. Drawings and specifications of the buildings proposed alterations shall be submitted when Tenant requests the said approval. ▇▇▇▇▇▇ agrees that Tenant will make all such alterations, additions, or other improvements comprising in or to premises at the Demised Premises expense of Tenant. Tenant agrees that in making any such alterations, additions, or which would weakenimprovements and in occupying and using said premises, impair or otherwise in any way affect Tenant will comply with the structural aspects of integrity of or lessen the value Building Code and ordinance of the Demised Premises City, and all the laws of the State in which said premises are located, pertaining to such work and/or the buildings and other such use or occupancy; it being further agreed that any additions, alterations, or improvements comprising the Demised Premises. With respect to any alterations permitted to be made by Tenant pursuant (except only movable store and office furniture and fixtures and equipment affixed to this Article Ten, Tenant the lease premises that is essential to Tenant’s business) shall (a) pay all costs, expenses become and charges thereof, (b) make the same in accordance with all applicable laws and building codes in remain a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value part of the Demised Premises. All alterations, improvements building and additions to the Demised Premises permitted to be made by Tenant hereunder, shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approval, which approval shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached to the freehold and to have become remain the property of Landlord and shall remain for upon the benefit of Landlord at the end of the term or other expiration termination of this Lease in as good order and or the Tenant's occupancy of said premises; provided, however, that the Landlord by giving written notice to Tenant at the time consenting to the making of any such additions, alterations, or improvements may require Tenant to restore said premises to the same condition as they were when installed, reasonable wear and tear excepted. In the event in immediately before the making of such alterationadditions, alterations, or improvements. The interest of the Landlord shall not be subject to liens for improvements and additions as herein provided, Tenant further made by Tenant. ▇▇▇▇▇▇ agrees to indemnify and hold that ▇▇▇▇▇▇ will save harmless Landlord from and against all costs, expenses, liens, claims and damages arising out ofclaims, or resulting from damages to either property or person which may or might arise by reason of the undertaking or making of any such repairs, alterations, improvements and additions, or improvements.

Alterations. Tenant agrees that it will Other than as expressly provided herein with respect to the Required Improvements, Borrower shall not (ai) demolish cause or undertake permit any structural alterations of any material waste of the buildings or other improvements erected upon or otherwise comprising the Demised PremisesProperty, without the prior written consent of Landlord or (bii) make any other alterations which would change in the character use of the buildings or other improvements comprising the Demised Premises or Property which would weaken, impair or otherwise will in any way affect materially increase the structural aspects risk of integrity fire or other hazard arising out of the operation of the Property, or lessen intentionally take any action that might invalidate or allow the cancellation of any Policy, or do or permit to be done thereon anything that may in any way materially impair the value of the Demised Premises and/or Property or the buildings security of the Security Instrument or otherwise cause a Material Adverse Effect, (iii) permit any drilling or exploration for or extraction, removal, or production of any minerals from the surface or the subsurface of the Land, regardless of the depth thereof or the method of mining or extraction thereof, or (iv) in each case, without having first obtained Lender’s prior written consent, permit or cause any alterations to any Improvements that (A) would reasonably be likely to have a Material Adverse Effect, (B) result in any decrease of Net Operating Income, (C) violate the terms of any Lease, (D) concern structural component of any Improvements, any utility or HVAC system contained in the Improvements, or the exterior of any building constituting a part of any Improvements, or (E) cost, in the aggregate of all related alterations, Five Hundred Thousand and other improvements comprising 00/100 Dollars ($500,000) or more; provided, however, that the Demised Premisesforegoing limitations shall not apply to alterations consisting of alterations performed as part of a Restoration required hereunder. With Without limiting the foregoing, if the total unpaid amounts due and payable with respect to any alterations permitted to the Improvements (other than such amounts to be made paid or reimbursed by Tenant pursuant tenants under the Leases) shall at any time exceed Five Hundred Thousand and 00/100 Dollars ($500,000), Borrower shall promptly deliver to this Article TenLender as security for the payment of such amounts (and as additional security for the Debt) cash, Tenant shall a Letter of Credit, or a completion and performance bond (aissued by a surety acceptable to Lender) pay all costs(or a combination thereof), expenses and charges thereof, in an amount equal to the excess of the total unpaid amounts with respect to such alterations (b) make the same in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) cause the same other than such amounts to be performed paid or reimbursed by qualified contractors who shall not create any labor or other disturbance tenants under the Leases), and Lender may apply such security from time to time at the Demised Premises while performing sameoption of Lender to pay for such alterations (or, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with upon an Event of Default, to the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value payment of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approval, which approval shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached to the freehold and to have become the property of Landlord and shall remain for the benefit of Landlord at the end of the term or other expiration of this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additionsDebt).

Alterations. Tenant agrees that it will not (a) demolish or undertake any structural alterations of any Except as otherwise specifically provided in this Lease and minor cosmetic changes to the interior of the buildings or other improvements erected upon or otherwise comprising the Demised Premises, Tenant shall not make any alterations, additions or improvements to the Premises without the prior written consent of Landlord, which consent shall not be unreasonably withheld, conditioned or delayed. Landlord or (b) make any other alterations which would change the character shall not be required to notify Tenant of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect whether it consents to any alterations permitted to be made by Tenant pursuant to this Article Tenalteration, Tenant shall addition or improvement until it (a) pay all costs, expenses has received plans and charges thereof, specifications in a CAD disk format (bor other format which is the industry standard at the time of the alteration) make therefor which are sufficiently detailed to allow construction of the same in accordance with all applicable laws and building codes work depicted thereon to be performed in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (eb) by reason has had a period of such alterations, not thereby and (e) by reason five business days to review them. Landlord's approval of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, shall be made in accordance with all applicable laws and any plans and specifications previously submitted to Landlord for Landlord’s approval, which approval shall not be unreasonably withheld a representation that the plans or delayedthe work depicted thereon will comply with law or be adequate for any purpose, andbut shall merely be Landlord's consent to performance of the work. Upon completion of any material alteration, except addition, or improvement, Tenant shall deliver to Landlord accurate, reproducible as-built plans therefor in a CAD disk format (or other format which is the industry standard at the time of the alteration); provided that Tenant is not required to provide such plans in a CAD disk format (or other format which is the industry standard at the time of the alteration) for removable alterations, addition, or improvements that cost less than $10,000.00 in the aggregate to construct; provided further, however, that in any event, and regardless of cost, if the alteration, addition or improvement will affect the Building's structure, HVAC system, or mechanical, electrical, or plumbing systems, then the plans and specifications therefor must be prepared by a licensed engineer reasonably acceptable to Landlord and provided to Landlord in a CAD disk format (or other format which is the industry standard at the time of the alteration). Tenant may erect shelves, bins, machinery and trade fixtures provided that such items (1) do not alter the basic character of the Premises or the Building; (2) do not overload or damage the same; and (3) may be removed without damage to the Premises. Unless Landlord specifies in writing otherwise, all alterations, additions, and improvements, but not Tenant's trade fixtures, shall at once be Landlord's property when made installed in the Premises. All shelves, bins, machinery and trade fixtures installed by Tenant shall be removed on or installed be deemed before the earlier to have attached to the freehold and to have become the property of Landlord and shall remain for the benefit of Landlord at the end occur of the term day of termination or other expiration of this Lease in as good order and condition as they were when installedor vacating the Premises, at which time Tenant shall restore the Premises to their original condition, reasonable wear and tear excepted. In the event All work performed by Tenant in the making of such alterationPremises (including that relating to the installations, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out ofrepair replacement, or resulting from removal of any item) shall be performed in accordance with all applicable governmental laws, ordinances, regulations, and with Landlord's reasonable specifications and requirements, in a good and workmanlike manner, and so as not to damage or alter the undertaking Building's structure or making the Premises. Tenant shall be responsible for compliance with The Americans With Disabilities Act of such alterations1990 (as amended, improvements the "Act") as the Act effects the Premises, including the entrance doors to the Premises located in exterior walls of a Building which are modified by Tenant in connection with its renovation of the Premises or the outside of a Building; Landlord shall be responsible for compliance with the Act as it effects the Project and additionsare not the responsibility of Tenant as provided in this sentence. Notwithstanding the foregoing, Landlord shall bear all expenses of altering the applicable portion of the Expansion Space to comply with the Act as of the applicable Commencement Date based on the density ratios of comparable space in the Current Premises.

Alterations. Tenant agrees that it will not (a) demolish or undertake any structural alterations After initial completion of any of work to be done by ▇▇▇▇▇▇, for which provision is made herein in EXHIBIT D attached hereto, Tenant shall not alter or add to the buildings or other improvements erected upon or otherwise comprising the Demised Premises, without the prior except in accordance with written consent of from Landlord, which Landlord agrees not unreasonably to withhold as to nonstructural alterations or (b) make any other additions. All alterations which would change the character of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses and charges thereof, (b) make the same in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, shall be made in accordance with all applicable laws laws, in a good and plans first-class workmanlike manner and specifications previously submitted in accordance with the requirements of Landlord's insurers and ▇▇▇▇▇▇'s insurers. Any contractor or other person undertaking any alterations of the Premises on behalf of Tenant shall be covered by Comprehensive General Liability and Workmen's Compensation insurance with coverage limits reasonably acceptable to Landlord for and evidence thereof shall be furnished to Landlord prior to the performance by such contractor or person of any work in respect of the Premises. All work performed by ▇▇▇▇▇▇ in the Premises shall remain therein (unless, at the time Tenant requests Landlord’s approval's approval thereof, which approval Landlord directs Tenant to remove the same on termination) and, at termination, shall not be unreasonably withheld or delayed, andsurrendered as a part thereof, except for removable trade ▇▇▇▇▇▇'s usual fixtures, shall trade furniture and equipment, if movable, installed prior to or during the Lease Term at once when made or installed be deemed Tenant's cost, which fixtures, trade furniture and equipment Tenant may remove upon the termination of this Lease. Tenant agrees to have attached repair any and all damage to the freehold and Premises resulting from such removal (including removal of Tenant's improvements directed by ▇▇▇▇▇▇▇▇ as provided above) or, if Landlord so elects, to have become the property of pay Landlord and shall remain for the benefit reasonable cost of Landlord at the end of the term or other expiration of this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of any such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additionsrepairs forthwith after billing therefor.

Alterations. Tenant agrees that it will The Licensor consents to Licensee carrying out the Works. The Licensee shall not carry out any alterations or additions to the Property (aexcept the Works) demolish or undertake any structural alterations of any of the buildings or other improvements erected upon or otherwise comprising the Demised Premises, without the prior written consent of Landlord the Licensor (which shall not be unreasonably withheld or (b) make any other delayed in respect of internal non-structural alterations which would change that do not adversely affect the character structure and fabric of the buildings Landlord’s Property or other improvements comprising the Demised Premises or which would weakenService Media). The Licensee is under no obligation to carry out the Works, impair or otherwise in any way affect but if it does carry out the structural aspects of integrity of or lessen Works then the value of Licensee agrees to carry out and complete the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses and charges thereof, (b) make the same in accordance with all applicable laws and building codes Works: in a good and workmanlike manner, (c) cause with good quality materials fit for the same to be performed by qualified contractors who shall not create any labor or other disturbance at purpose for which they are required; in accordance in all respects with all relevant legislation and the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason terms of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions all consents which have been notified to the Demised Premises permitted to be made by Tenant hereunder, shall be made Licensee; in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approval, the requirements of the insurers of the Property which approval shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached been notified to the freehold Licensee; without using or permitting the use of any material or substance which, at the time of use, does not conform with all relevant British and European standards and codes of practice or which is generally known to the United Kingdom building industry at the time of use to be deleterious to health and safety or to the durability of the Works in the particular circumstances in which it is used; to the reasonable satisfaction of the Licensor and to have become the satisfaction of the insurers of the Property, any competent authority and any other person whose consent to or approval of the Works is required; in a manner so as to cause as little nuisance as reasonably possible to the Licensor and to the owners and occupiers of any adjoining or neighbouring property; so as not to result in the Property any adjoining or neighbouring property becoming unsafe; and at the Licensee’s sole risk. The Licensee shall make good to the Licensor’s satisfaction any damage arising out of Landlord or incidental to the carrying out or completion of the Works. On completion of the Works, the Licensee’s obligations shall apply to the Property in its then altered state. The Licensee agrees for the purposes of the Construction (Design and Management) Regulations 2015 to be treated as the only client in relation to the Works and shall remain for comply in all respects with such regulations to the benefit extent that they may apply to the Works. At the end of Landlord the Licence Period (howsoever determined), the Licensee shall remove the Works and reinstate the Property to the layout and condition before the carrying out of the Works (as evidenced by the Schedule of Condition) and shall make good any damage caused by such removal and reinstatement to the satisfaction of the Licensor. The Licensee accepts the Property in its present condition as evidenced by the Schedule of Condition. The Licensee agrees and undertakes: to keep the Property clean, tidy and clear of rubbish and to properly dispose of all clinical and medical waste; to maintain the Property in the same state of repair and decorative condition it is in as at the date of this Licence as evidenced by the Schedule of Condition; and at the end of the term Licence Period to leave the Property in a clean and tidy condition and otherwise in accordance with the Licensee’s obligations in clause 5.7 and this clause 6 and to remove the Licensee's furniture equipment and goods from the Property. Nothing in this clause 6 shall require the Licensee to maintain the structure and fabric of the Property save to the extent that: such repair or maintenance is necessitated as a consequence of the use of the Property during the Licence Period or the acts or omissions of the Licensee or other expiration authorised occupier or their respective employees, agents or contractors or others for whom they are responsible in law; or the Property is damaged by any risk which the Licensor has insured against and such insured risk damage has been caused by, or payment of this Lease any insurance money is refused as a consequence of, the acts or omissions of the Licensee or other authorised occupier or their respective employee, agents or contractors or others for whom they are responsible in as good order law. If reasonably required having regard to the nature of the Property, the Permitted Use and condition as they were when installedappropriate guidance, reasonable wear then at the end of the Licence Period the Licensee shall clean and tear excepted. In disinfect the event Property to the standards set out in the making appropriate guidance for the disinfection of healthcare environments potentially contaminated with Covid 19 as issued by the ECDC (European Centre for Disease Prevention and Control) and / or the NHS in its Health Building Notes and Health Technical Memoranda applicable, and in both cases or such alterationequivalent ECDC guidance or NHS Standards as apply to such cleaning, improvements disinfection and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from decontamination at the undertaking or making of such alterations, improvements and additionstime it is carried out.

Alterations. Tenant agrees that it will not (a) demolish Not without the consent of the Landlord (such consent not to be unreasonably withheld or undertake any delayed) to make non-structural alterations of any of the buildings or other improvements erected upon or otherwise comprising to the Demised PremisesPremises (and for this purpose it is hereby expressly agreed that non-structural alterations include the installation and relocation of air-conditioning ducts, without the prior written consent of Landlord or outlets and other plant, plumbing, light fittings, electrical equipment and any exterior plant and equipment). (b) Not to make any other alterations which would change the character of the buildings or other improvements comprising additions to the Demised Premises or which would weakenany installations, impair conduits, plant or machinery serving them otherwise than in accordance sub-paragraph (a). (c) Not to commence any way alterations or additions before all necessary licences, approvals, permissions and consents from all relevant government departments, local authorities and other competent authorities have been obtained by the Tenant. (d) To procure that all alterations and additions are carried out by reputable contractors and that such alterations and additions (once completed) do not adversely affect the structural aspects operation of integrity of any mechanical, electrical, sanitary, heating, ventilating, air conditioning or lessen the value of the Demised Premises and/or the buildings and other improvements comprising service systems within the Demised Premises. With respect to any . (e) To carry out all alterations permitted to be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses and charges thereof, (b) make the same in accordance with all applicable laws and building codes additions in a good and workmanlike mannermanner with suitable materials of good quality in accordance with all such licences, approvals, permissions and consents and (cwhere relevant and required by this Underlease) cause the same plans and specifications approved by the Landlord. (f) The Landlord shall be entitled as a condition of granting its consent under sub-paragraph (a) or (b) to be performed by qualified contractors who shall not create any labor or other disturbance at stipulate that the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection Tenant enters into such covenants with the making thereof Landlord as the Landlord shall reasonably require, including (without limitation) a covenant for reinstatement and (e) that the Tenant shall be responsible for the reasonable and proper legal and professional costs reasonably and properly incurred by reason of such alterations, not thereby the Landlord and (e) by reason of such alterations, not thereby reduce Superior Landlord in approving and monitoring the economic value carrying out of the Demised Premises. All alterationsalterations and additions. (g) Not in any event to use in the carrying out of any works in, improvements and additions at, or to the Demised Premises permitted to be made by Tenant hereunderany material or substance not complying with the relevant standards or codes of practice, shall be made or otherwise not in accordance with good building practice at the relevant time, or generally known at such time to be deleterious. (h) To remove on demand, all applicable laws alterations and additions made in contravention of this paragraph or in respect of which any requisite licence, approval, permission or consent is lawfully withdrawn or lapses and make good all damage caused by such removal and restore all parts of the Demised Premises to a good and substantial condition and properly decorated to the reasonable satisfaction of the Landlord. (i) To deliver to the Landlord one set of final ‘record-set’ plans and specifications previously submitted (both hard copy and on CAD) disk within thirty days of substantial completion of any works. (j) Not to Landlord interfere with any Conducting Media which now are or may be after, in or through the Demised Premises or the Building, not cause access thereto to be or become more difficult than the same now is nor cause the Conducting Media serving the Demised Premises or within the Building to be overloaded or subjected to use in excess to that for which the same were designed or restrict the level of supply of water, air, gas, electricity or other services to other parts of the Building. (k) Not to dismantle or make any alterations, changes, adjustments or carry out any works to any part of the heating, air conditioning, ventilating, plumbing fire detection or alarm or other system or related Plant of the Building within the Demised Premises (which does not exclusively serve the Demised Premises) or otherwise interfere with the operation or functioning thereof, other than to operate the external switches, valves or other surface controls (if any) intended for use for personal control and regulation by occupants. (1) Where the CDM Regulations apply to any alterations additions or other works to the Demised Premises: (i) prior to commencement of any such works, to make and serve a declaration to the Health and Safety Executive to the effect that the Tenant shall act as the sole client in respect of such works for the purpose of the CDM Regulations (and supply a copy of the same to the Landlord); (ii) to act as the sole client in respect of such works for the purposes of the CDM Regulations, and to comply with all the obligations imposed upon the client by the CDM Regulations; (iii) to procure that the Tenant’s planning supervisor (appointed from time to time under the CDM Regulation) and the Tenant’s contractors and designers shall comply in all respects with the CDM Regulations; and (iv) on completion of such works to supply to the Landlord’s approvalsurveyor for retention by the Landlord, which approval shall not be unreasonably withheld a full and complete copy of the Health and Safety File for the works prepared in accordance with the CDM Regulations and any code of practice or delayedother guidance issued by any competent authority (the Health and Safety File), and, except together with a royalty free irrevocable and non-exclusive copyright licence or licences to use and reproduce the same for removable trade fixtures, shall at once when made or installed be deemed to have attached any purposes relating to the freehold and Building or any part thereof (which licences shall carry the right to have become the property of Landlord grant sub-licences and shall remain for the benefit of Landlord at the end of the term or other expiration of this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees be transferable to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additionsthird parties).

Alterations. Tenant agrees that it will not (a) demolish Not at any time during the Term to make any alteration or undertake addition to the sprinkler system (if any) or to make any structural alterations of any to the Demised Premises which affect the operation of the buildings sprinkler system (if any) without first obtaining the consent in writing of the Landlord such consent not to unreasonably withheld or other improvements delayed (b) Not at any time during the Term to make any alteration or addition to the electrical installation of the Demised Premises save in accordance with the terms and conditions laid down by the Institution of Electrical Engineers and the Regulations of the Electrical Supply Authority (c) Not at any time during the Term to erect set up or maintain or suffer to be erected upon set up or otherwise comprising maintained on the Demised (d) Not at any time during the Term to make any change to the external design or appearance of the building constructed on the Demised Premises, without (e) Not to cut maim alter or injure or suffer to be cut maimed altered or injured the prior written consent of Landlord or (b) Main Structure nor make any other external or internal alterations which would change in the character plan or elevation of the buildings or other improvements comprising building on the Demised Premises or which would weaken, impair in any party or otherwise other wall nor alter or change any of the materials or architectural decorations of the said building nor make or maintain or suffer to be made or maintained any addition thereto either in height or projection save that if any such alternations as aforesaid are necessary because of a permitted underletting of an Individual Unit then the provisions of Clause 4(18)(g) hereof shall apply thereto mutatis mutandis (f) Not at any time during the Term to overload the floors or ceilings or the Main Structure in any way affect which imposes a weight or strain in excess of that which the structural aspects of integrity of or lessen the value of building on the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect is constructed to bear with due margin for safety or which will in any alterations permitted to be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses and charges thereof, (b) make the same in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who shall not create any labor way strain or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection interfere with the making thereof and Main Structure (eg) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions Not to make any nonstructural erection addition or alteration whatsoever to the Demised Premises permitted (including to be made by Tenant hereunder, shall be made walls timbers wires pipes drains appurtenances fixtures or fittings thereof) without the previous consent in accordance with all applicable laws and plans and specifications previously submitted to writing of the Landlord for Landlord’s approval, (which approval consent shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed ) such consents to be deemed to have attached without prejudice nevertheless to the freehold provisions of this Clause 4(18) and Clauses 4(13)(14) and (26) nor except in accordance with plans and specifications (with such additional copies thereof as the Landlord may reasonably required previously submitted to have become and (h) Nothing herein contained in this Clause 4(18) shall prevent the property Tenant from installing or removing internal nonstructural demountable partitioning in the Demised Premises without the Landlord's consent provided such works do not adversely affect the services in the Demised Premises and the Tenant shall supply the Landlord with plans detailing the internal layout of Landlord and the Demised Premises then current on demand by the Landlord (i) Any alterations or additions carried out to the Demised Premises shall remain for the benefit of Landlord at the end or sooner determination of the term or other expiration of this Lease Term be reinstated by the Tenant if requested in as good order and condition as they were when installed, reasonable wear and tear excepted. In writing by the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees Landlord so to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additions.do

Alterations. Tenant agrees that it will not The Lessee shall have the right, at any time and from time to time, to make such Alterations, structural or otherwise, to the Leased Property as the Lessee shall deem necessary or desirable, subject to the following conditions: (a) demolish or undertake any structural alterations of any No Alterations shall be undertaken until the Lessee shall have procured and paid for, so far as the same may be required from time to time, all required municipal and other governmental permits and authorizations of the buildings various municipal departments and governmental subdivisions having jurisdiction, and the Lessor, at the Lessee's expense, shall join in the application for such permits or other improvements erected upon or otherwise comprising the Demised Premises, without the prior written consent of Landlord or authorizations whenever such action is necessary; (b) make Any structural Alterations, or any other alterations which would change Alterations undertaken as a single project and involving an estimated cost aggregating more than $500,000, shall, if requested by the character Lender, be conducted under the supervision of an architect or engineer licensed as such in the State; selected by the Lessee and reasonably acceptable to the Lender, 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 engineer, stating that the same comply with the provisions of this Article, shall have been submitted to and approved by the Lessor and the Lender; (c) All Alterations will comply in all respects with the provisions of the buildings or other improvements comprising Operative Documents and shall be of such a character that, when completed, the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value Fair Market Sales Value of the Demised Premises and/or Improvements shall be not less than the buildings and other improvements comprising Fair Market Sales Value of the Demised Premises. With respect to Improvements immediately before any alterations permitted to such Alterations; (d) All work done in connection with any Alterations shall be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses and charges thereof, (b) make the same in accordance with all applicable laws and building codes done in a good and workmanlike mannermanner and in compliance with applicable building and zoning laws and with all other Applicable Laws; the cost of any 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 (cother 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) cause 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 same Lessor, the Lender or the Lessee or the Leased Property and general liability and property damage insurance (which may be effected by indorsement, if obtainable, on the insurance required to be performed carried pursuant to SECTION 9.2) for the mutual benefit of the Lessor, the Lender or the Lessee with limits of not less than those required to be carried pursuant to said SECTION 9.2 shall be maintained by qualified contractors who shall not create the Lessee at all times when any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims work is in process in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approval, which approval shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached to the freehold and to have become the property of Landlord and shall remain for the benefit of Landlord at the end of the term or other expiration of this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additionsany Alterations.

Alterations. Tenant agrees that it will not (a) demolish 3.10.1 Not to make any addition or undertake alteration to the exterior or structure or to any structural alterations principal or load bearing wall beam or girder or to any means of access or to the elevation external design appearance or external decorative scheme of the Demised Premises nor to erect any new building or structure of any kind on any part of the buildings or other improvements erected upon or otherwise comprising the Demised Premises, 3.10.2 Subject to the preceding sub-clause hereof not without the prior Landlord's previous written consent of Landlord or (b) such consent not to be unreasonably withheld to make any other alterations which would change addition or alteration to the character interior or to the internal arrangement partitioning design or appearance of the buildings or other improvements comprising the Demised Premises or which would weaken, impair to the electrical wiring or otherwise to the heating or air conditioning plant equipment and apparatus (if any) or sprinkler system (if any) in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses and charges thereof, (b) make the same except in accordance with all applicable laws plans and building codes specifications thereof previously submitted at the Tenant's expense in quadruplicate to and approved in writing by the Landlord and in a good manner approved by the Landlord and workmanlike manner, in accordance with any relevant terms conditions 3.10.3 To submit to the Landlord such other plans elevations sections and specifications necessary to enable the Landlord to consider any application for such approval and to pay the costs fees and disbursements (cincluding fees paid for professional advice) cause whether such approval be granted or not incurred by the same Landlord consequent upon any such application or upon any reinstatement 3.10.4 Before the end of the Term or forthwith upon sooner determination thereof or the determination of any extension thereof if so required by the Landlord to be performed by qualified contractors who shall not create any labor or other disturbance at reinstate the Demised Premises while performing same, to the reasonable satisfaction of the Landlord's Surveyors to the state and condition as that existing at the commencement of the Term 3.10.5 Notwithstanding the above the Tenant shall be entitled (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (econsent of the Landlord) by reason of such alterations, to install alter or remove demountable partitions which do not thereby and (e) by reason of such alterations, not thereby reduce affect the economic value structure of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approval, which approval shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached to the freehold and to have become the property of Landlord and shall remain for the benefit of Landlord at the end of the term or other expiration of this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additions.

Alterations. Tenant agrees that it will shall not without first obtaining Landlord’s written approval: (a) demolish make or undertake cause to be made any structural alterations of alterations, additions, or improvements; (b) install or cause to be installed any of the buildings fixtures, signs, floor coverings, interior or other improvements erected upon exterior lighting, plumbing fixtures, shades or otherwise comprising the Demised Premises, without the prior written consent of Landlord awnings; or (bc) make any other alterations which would change changes to the character Leased Premises without first obtaining Landlord’s written approval. The foregoing notwithstanding, if the proposed alteration, addition or improvement is, in Landlord’s judgment, likely to affect the structure of the buildings Building or other improvements comprising the Demised Premises electrical, plumbing or which would weaken, impair HVAC systems or otherwise in any way affect the structural aspects of integrity of or lessen adversely impacts the value of the Demised Building, such consent may be withheld at the sole and absolute discretion of the Landlord; except for the foregoing, Landlord’s approval shall not be unreasonably withheld. Tenant shall present to Landlord plans and specifications for such work at the time approval is sought. In the event Landlord consents to the making of any alterations, additions, or improvements to the Leased Premises and/or by Tenant, the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to same shall be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses at Tenant’s sole cost and charges thereof, (b) make the same in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premisesexpense. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, such work shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for done only by contractors or mechanics approved by Landlord’s approval, which approval shall not be unreasonably withheld or delayedwithheld. All such work with respect to any alterations, andadditions, and changes shall be done in a good and workmanlike manner and diligently prosecuted to completion such that, except for removable trade fixturesas absolutely necessary during the course of such work, the Leased Premises shall at all times be a complete operating unit. Any such alterations, additions, or changes shall be performed and done strictly in accordance with all laws and ordinances relating thereto. In performing the work or any such alterations, additions, or changes, Tenant shall have the same performed in such a manner as not to obstruct access to any portion of the Building. Any alterations, additions, or improvements to or of the Leased Premises, including, but not limited to, wall covering, paneling, built-in cabinet work, but excepting movable furniture and equipment, shall at once when made or installed be deemed to have attached to become a part of the freehold and to have become the property of Landlord realty and shall remain for be surrendered with the benefit of Leased Premises unless Landlord otherwise elects at the end of the term or other expiration of this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additionshereof.

Alterations. Tenant agrees that it will shall not make or allow to be made any alterations, additions or improvements (sometimes referred to herein as "ALTERATIONS") to or of the Premises, or any part thereof, without first (a) demolish or undertake any structural alterations complying with the provisions of any SECTION 11 of this Lease with respect to such Alterations, (b) complying with the provisions of Section 5.2 (Tenant's Alterations) of the buildings or other improvements erected upon or otherwise comprising Master Lease, and (c) obtaining the Demised Premises, without the prior written consent of Master Landlord and Landlord, which consent may be conditioned upon the requirement that upon demand by Master Landlord or (b) Landlord on any expiration or earlier termination of this Lease, Tenant shall remove immediately, at Tenant's sole cost and expense, any Alterations and repair and restore the portion of the Premises so altered to its original condition, reasonable wear and tear excepted. Tenant shall not make any other alterations Alterations which would change the character of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen reduce the value of the Demised Premises and/or Premises, which shall be determined in Landlord's sole discretion. For the buildings and other improvements comprising purposes of making or having made Alterations to the Demised Premises. With respect to any alterations permitted to be made by Tenant pursuant to this Article Ten, Tenant shall only use a contractor that (ax) pay all costshas met the requirements set forth in SECTION 15 of this Lease, expenses and charges thereof, (b) make the same in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (ey) has been approved in writing by reason of such alterationsLandlord. Unless Landlord requires otherwise, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, all Alterations shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approval, which approval shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached to the freehold and to have become the property of Landlord and shall remain for be surrendered with the benefit of Landlord Premises as a part thereof, at the end expiration or earlier termination of the term or other expiration of Term. Plans setting forth in reasonable detail Tenant's proposed Alterations must first be approved in writing by Landlord, which approval shall not unreasonably be withheld. Notwithstanding anything in this Lease in to the contrary, as good order and a condition as they were when installed, reasonable wear and tear excepted. In the event in the making of such alterationto granting consent to any alterations, improvements and or additions to the Premises proposed by Tenant or required by law or regulation, Landlord may require that Landlord or Landlord's designee make such alterations, improvements or additions and/or remove any friable ACM or ACM that may become friable as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making a result of such alterations, improvements or additions, at Tenant's cost and expense. Tenant shall reimburse Landlord upon demand for any costs and expenses incurred by Landlord in connection with such alterations, improvements or additions, and/or the removal of ACM. Tenant shall cooperate fully in accomplishing any ACM survey and removal procedures required by this Lease or Environmental Laws. Tenant shall, if and as necessary, and without abatement of rent, close for occupancy and use all or part of the Premises, as reasonably required, pending the completion of ACM removal.

Alterations. 6.1 Except for those, if any, specifically provided for in Exhibit B to this Lease, Tenant agrees that it will shall not (a) demolish make or undertake suffer to be made any structural alterations alterations, additions, or improvements, including, but not limited to, the attachment of any fixtures or equipment in, on, or to the Premises or any part thereof or the making of the buildings or other any improvements erected upon or otherwise comprising the Demised Premisesas required by Article 7, without the prior written consent of Landlord Landlord. When applying for such consent, Tenant shall, if requested by Landlord, furnish complete plans and specifications for such alterations, additions and improvements. L▇▇▇▇▇▇▇’s consent shall not be unreasonably withheld, conditioned or (b) make any other delayed with respect to alterations which would change (i) are not structural in nature, (ii) are not visible from the character exterior of the buildings Building, (iii) do not affect or require modification of the Building’s electrical, mechanical, plumbing, HVAC or other improvements comprising the Demised Premises or which would weakensystems, impair or otherwise and (iv) in any way affect the structural aspects aggregate do not cost more than $10.00 per rentable square foot of integrity of or lessen the value that portion of the Demised Premises and/or affected by the buildings alterations in question. Notwithstanding the foregoing, provided Tenant gives Landlord ten (10) business days’ prior written notice of the anticipated start date of such alterations, Tenant may make alterations to the Premises without obtaining Landlord’s consent, so long as such alterations are purely cosmetic or decorative, including without limitation, recarpeting and other improvements comprising repainting, and do not require the Demised Premises. With respect issuance of a governmental permit. 6.2 In the event Landlord consents to the making of any alterations permitted such alteration, addition or improvement by Tenant (to the extent the same requires Landlord’s consent), the same shall be made by using either Landlord’s contractor or a contractor reasonably approved by L▇▇▇▇▇▇▇, in either event at Tenant’s sole cost and expense. If Tenant pursuant to this Article Tenshall employ any contractor other than Landlord’s contractor and such other contractor or any subcontractor of such other contractor shall employ any non-union labor or supplier, Tenant shall be responsible for and hold Landlord harmless from any and all 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 (abut not with regard to purely cosmetic changes) pay all costsLandlord may charge Tenant a construction management fee not to exceed three percent (3%) of the hard cost of such work to cover its overhead as it relates to such proposed work, expenses plus third-party costs actually incurred by Landlord in connection with the proposed work and charges the design thereof, with all such amounts being due five (b5) make the same business days after Landlord’s demand. 6.3 All alterations, additions or improvements proposed by Tenant shall be constructed in accordance with all applicable laws Regulations and building codes in a good and workmanlike manner, with Landlord’s Building construction standards (cif any) cause the same from time to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions time to the Demised Premises permitted to be made by Tenant hereunder, extent applicable (which standards shall be made available to Tenant by L▇▇▇▇▇▇▇’s Building manager upon request). Tenant shall use Building standard materials where applicable, and Tenant shall, prior to construction, provide the additional insurance required under Article 11 in accordance with such case, and also all applicable laws and plans and specifications previously submitted such assurances to Landlord for Landlord’s approval, which approval as Landlord shall not be unreasonably withheld or delayedreasonably require to assure payment of the costs thereof, and, except for removable trade fixturesin the event that the cost of the alterations is budgeted to exceed $100,000.00, shall at once when made or installed be deemed surety company performance bonds and/or funded construction escrows. In addition, to have attached to the freehold and to have become the property of protect Landlord and shall remain for the benefit of Landlord at the end of the term Building and appurtenant land against any loss from any mechanic’s, materialmen’s or other expiration liens, Tenant shall deliver to Landlord final, unconditional waivers of this Lease lien for all alterations, additions or improvements promptly following completion thereof. Tenant shall pay in as good order and condition as they were when installedaddition to any sums due pursuant to Article 4, reasonable wear and tear excepted. In the event any increase in the making of real estate taxes attributable to any such alteration, improvements and additions addition or improvement for so long, during the Term, as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from such increase is ascertainable; at Landlord’s election said sums shall be paid in the undertaking or making of such alterations, improvements and additionssame way as sums due under Article 4.

Alterations. Tenant agrees that it will not (a) demolish Tenant shall make no alterations or undertake changes, structural or otherwise, to any structural alterations part of the Premises, either exterior or interior, without Landlord’s written consent. In the event of any of such approved changes, Tenant shall have all work done at its own expense. Request for such consent shall be accompanied by plans stating in detail precisely what is to be done. Tenant shall comply with the buildings building codes, regulations and laws now or other improvements erected upon or otherwise comprising the Demised Premises, without the prior written consent of Landlord or (b) make any other alterations which would change the character of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted hereafter to be made or enforced in the municipality, county and/or state, which pertain to such work. Except to the extent expressly provided to the contrary in this Lease, any additions, improvements, alterations and/or installations made by Tenant to the Premises (except only movable office furniture, fixtures and trade fixtures; provided, however that such fixtures or trade fixtures purchased by Tenant with Landlord’s Contribution funds shall be excluded from this exception and shall become Landlord’s property upon termination of Tenant’s occupancy of the Premises) shall become and remain a part of the Premises and shall, at Landlord’s option, become Landlord’s property upon the termination of Tenant’s occupancy of said Premises; provided, however, that if Landlord gives written notice to Tenant at the time of Landlord’s approval of Tenant’s additions, improvements, alterations and/or installations to such effect, it may require Tenant to restore said Premises, at Tenant’s sole cost and expense, to the condition in which the Premises are required to be on the later of (i) the Rent Commencement Date, or (ii) the date Tenant opens for business, or (iii) the completion of all work of Landlord and Tenant contemplated to be performed in the Premises pursuant to the provisions of this Lease. Tenant shall save Landlord harmless from and against all expenses, liens, claims or damages to either property or person which may or might arise by reason of the making of any such additions, improvements, alterations and/or installations. Landlord reserves the right to change, increase or reduce, from time to time, the number, composition, dimensions or location of any parking areas, signs, the Building name, service areas, walkways, roadways or other common areas or make alterations or additions to the Building, in its sole discretion provided, however, that Landlord shall not materially, adversely affect Tenant’s use of the Premises. Landlord’s approval of Tenant’s plans and specifications under this Article Ten9 or any other provisions of this Lease is solely for the purpose of ascertaining whether Tenant’s proposed alterations will have an adverse impact on the structural components or Common Facilities of the Building and to insure the aesthetic and architectural harmony of the Tenant’s proposed alterations with the remainder of the Building. No approval of plans by Landlord shall be deemed to be a representation or warranty by Landlord that such plans or the work provided for therein will comply with applicable codes, laws or regulations or be in conformance with any insurance or other requirements which affect the Premises or the Building, and Tenant shall have the sole responsibility of complying with all such requirements notwithstanding Landlord’s approval of Tenant’s plans. Notwithstanding the foregoing, during the initial term of this Lease, Tenant shall (a) pay all costsbe permitted, expenses at its sole cost and charges thereofexpense, (b) make to install a concrete sidewalk leading directly from the same parking area located in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value front of the Demised Premises to the front exterior door of the Premises. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, Such construction shall be made in accordance with all applicable laws and plans and specifications previously submitted subject to Landlord for Landlord’s approval, prior approval (which approval shall not be unreasonably withheld or delayed) and Tenant shall be responsible for obtaining all required permits and licenses for said sidewalk construction. Notwithstanding the foregoing, andTenant shall be permitted to perform work which (x) does not require a building permit or other permit from applicable governmental authorities, except for removable trade fixturesand (y) involves only cosmetic, shall at once when made or installed be deemed to have attached non-structural changes to the freehold Premises without Landlord’s consent, but Tenant shall provide Landlord with plans showing all such work within five (5) days after Landlord’s request. Tenant shall not in any event be permitted to perform any work or alterations without Landlord’s prior written consent if such work or alteration will affect the Building’s or the Premises’ (i) electrical system or other utility systems, (ii) mechanical system, or (iii) structural components, or which will otherwise affect or interfere with any other tenant’s premises or operations or the use of the Common Areas of the Project. Request for such consent for work which requires Landlord’s consent shall be accompanied by plans stating in detail precisely what is to be done and to have become Landlord will, upon the property request of Landlord and shall remain for the benefit of Landlord Tenant made at the end of time plans are submitted, advise Tenant if Landlord will require that any improvements or alterations be removed by Tenant at the term expiration or other expiration earlier termination of this Lease in as good order and condition as they were when installedLease. (b) NOTICE IS HEREBY GIVEN THAT LANDLORD SHALL NOT BE LIABLE FOR ANY LABOR OR MATERIALS FURNISHED OR TO BE FURNISHED TO TENANT UPON CREDIT, reasonable wear and tear exceptedAND THAT NO MECHANICS’ OR OTHER LIEN FOR ANY SUCH LABOR OR MATERIALS SHALL ATTACH TO OR AFFECT THE ESTATE OR INTEREST OF LANDLORD IN AND TO THE PREMISES OR THE BUILDING. In the event in the making of such alterationWHENEVER AND AS OFTEN AS ANY LIEN ARISING OUT OF OR IN CONNECTION WITH ANY WORK PERFORMED, improvements and additions as herein providedMATERIALS FURNISHED OR OBLIGATIONS INCURRED BY OR ON BEHALF OF TENANT SHALL HAVE BEEN FILED AGAINST THE PREMISES OR THE BUILDING, Tenant further agrees to indemnify and hold harmless Landlord from and against all costsOR IF ANY CONDITIONAL ▇▇▇▇ OF SALE SHALL HAVE BEEN FILED FOR OR AFFECTING ANY MATERIALS, expensesMACHINERY OR FIXTURES USED IN THE CONSTRUCTION, liensREPAIR OR OPERATION THEREOF, claims and damages arising out ofOR ANNEXED THERETO BY TENANT, or resulting from the undertaking or making of such alterationsTENANT SHALL FORTHWITH TAKE SUCH ACTION BY BONDING, improvements and additionsDEPOSIT OR PAYMENT AS WILL REMOVE OR SATISFY THE LIEN OR CONDITIONAL ▇▇▇▇ OF SALE WITHIN TEN (10) DAYS OF LANDLORD’S WRITTEN REQUEST THEREFOR.

Alterations. Tenant agrees that it will shall not make or suffer to be made, any ----------- alterations, additions or improvements (a"Alterations") demolish in, on or undertake to the Premises or any structural alterations of any of the buildings or other improvements erected upon or otherwise comprising the Demised Premisespart thereof, without the prior written consent of Landlord Landlord; and any such alteration, addition, or (b) make any other alterations which would change improvement in, on or to the character Premises, except movable furniture and trade fixtures, shall at once become a part of the buildings 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 contractor 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 good and workmanlike manner and in compliance with 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 workmen 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, incur, impose, or permit, or suffer to exist any lien or other improvements comprising obligation against the Demised Premises or which would weakenLandlord (or shall provide adequate security or bond, impair in a manner satisfactory to Landlord, and use due diligence to contest any such lien or otherwise other obligation in good faith) by reason of any way affect the structural aspects of integrity of alteration or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to improvement or any alterations repair or decoration permitted or required to be made by Tenant pursuant to this Article TenLease, and Tenant shall (a) pay all costs, expenses and charges thereof, (b) make the same in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) cause the same agrees to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold Landlord harmless Landlord from and against any mechanic’s liens and all claims and demands by contractors or other liens third persons against the Premises or claims in connection with the making thereof and (e) by reason Landlord relating to or arising out of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approval, which approval shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached to the freehold and to have become the property of Landlord and shall remain for the benefit of Landlord at the end of the term or other expiration of this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of any such alteration, improvements improvement, repair or decoration. This Paragraph 10 shall apply to any work performed by Tenant in making the Premises initially ready for use and additions occupancy. Notwithstanding the foregoing to the contrary, if the Alterations (i) are of a cosmetic nature such as herein providedpainting, wallpapering, hanging pictures, millwork and carpeting, (ii) are not 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 required; provided that even if Landlord's consent to an Alteration is not required, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additionsshall still comply with this Section.

Alterations. Tenant agrees The Lessee may at any time alter any items of equipment or fit any additional equipment (including Excluded Property) required for the purpose of the operation of the Vessel and may make any alteration to the type or performance characteristics of the Vessel that it will not considers is necessary or desirable without impairing the safety of operation of the Vessel, provided that: (a) demolish if any such alteration or undertake any structural fitting when taken on its own or as a series of changes constitutes a substantial change to the Vessel (measured by value or by physical extent), the Lessee shall promptly notify the Lessor thereof in writing; (b) such alterations or additional equipment shall not impair the safety, seaworthiness of the Vessel, prejudice the effectiveness of any of the buildings Insurances or give rise to any contravention of any other improvements erected upon or otherwise comprising the Demised Premisesprovision of this Agreement and, without the prior written consent of Landlord or (b) make any other alterations which would change the character of the buildings or other improvements comprising the Demised Premises or which would weakenLessor, impair or otherwise in any way affect the structural aspects of integrity of or lessen they shall not materially reduce the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses and charges thereof, (b) make the same in accordance with all applicable laws and building codes in a good and workmanlike manner, Vessel; (c) cause any additional equipment fitted by the same Lessee to the Vessel shall belong to the Lessee, who may remove such additional equipment at any time before the expiration of the Lease Period (subject to the above proviso) or earlier termination of the chartering of the Vessel under this Agreement. The cost of fitting or removing any equipment together with the cost of making good any damage caused by such fitting or removal shall be performed payable by qualified contractors who the Lessee. The Lessee shall not create notify the Lessor in writing of any labor alterations to the Vessel and of all equipment that is fitted to the Vessel by the Lessee which, in the Lessee's reasonable opinion, may have a material adverse impact on the market value of the Vessel, within a reasonable period of such alterations being carried out or, as the case may be, the fitting or other disturbance at the Demised Premises while performing same, removal of such additional equipment; and (d) fully any such additional equipment which belongs to any member of the Guarantor's Group which is not removed pursuant to paragraph (c) above prior to the expiration of the Lease Period may be sold or otherwise disposed of by the Lessor (subject to Clause 19.2) without the need for any further act by the Lessee or any other person. Where that additional equipment is in addition to (and completely indemnify and hold harmless Landlord from and against any mechanic’s liens not in replacement of) the equipment forming part of the Vessel as at the Delivery Date, a sum equal to the proceeds of sale or other liens disposal of such additional equipment which has been sold or claims in connection disposed of by the Lessor shall, subject to Clause 28, be paid to the Lessee as soon as practicable after the completion of such sale or other disposal. The cost of fitting or removing any such additional equipment together with the cost of making thereof good any damage caused by such fitting or removal shall be payable by the Lessee. The Lessee shall notify the Lessor in writing of any material alterations to the Vessel and (e) shall provide details of all that is fitted to or removed from the Vessel by reason of such alterationsthe Lessee which, not thereby and (e) by reason of such alterationsin the Lessee's reasonable opinion, not thereby reduce may have a material adverse impact on the economic market value of the Demised Premises. All alterationsVessel, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approval, which approval shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached to the freehold and to have become the property of Landlord and shall remain for the benefit of Landlord at the end of the term or other expiration of this Lease in as good order and condition as they were when installed, within a reasonable wear and tear excepted. In the event in the making period of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out ofalterations being carried out, or resulting from the undertaking fitting or making removal of such alterations, improvements and additionsadditional equipment.

Alterations. Tenant agrees 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 Building, interior or exterior, or the Premises or any portion thereof (“Alterations”), provided, however, that minor items of repair, adjustment and decoration not exceeding a cost of $50,000.00 for any one project (soft costs and hard costs together) shall not be deemed “Alterations” for the purposes of this Lease, but 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 Lessee’s sole cost and expense. Further, it will not is agreed, stipulated and understood (ai) demolish or undertake that together with Lessee’s request for Lessor’s consent to any structural alterations Alterations, Lessee shall submit to Lessor detailed plans and specifications and such other information with respect to the proposed Alterations as Lessor shall reasonably request, (ii) that Lessor shall be provided with reasonable opportunity to bid with respect to carrying out of any Alterations, and (iii) that if the Alterations are not to be carried out by Lessor, then Lessee shall deliver notice to Lessor of the buildings 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 (which shall not be simply based upon professional competition) 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 (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 case may be, until the completion of 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 improvements erected upon lien or otherwise comprising any notice of intention to file a lien is filed against the Demised PremisesPremises in connection with any Alterations, without the prior written consent of Landlord or (b) make any other alterations which would change the character of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to be made by Tenant pursuant to this Article Ten, Tenant Lessee shall (a) pay all costs, expenses and charges thereof, (b) make the same in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) promptly cause the same to be performed discharged of record by qualified contractors who payment, bond, order of a court of competent jurisdiction or any other method permitted by law, and in any event, within sixty (60) days after receiving notice of the same. Lessee shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold save Lessor harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approval, which approval shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached to the freehold and to have become the property of Landlord and shall remain for the benefit of Landlord at the end of the term or other expiration of this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expensesliabilities, lienssuits, claims penalties, claims, and demands (including reasonable counsel fee and disbursements) in connection with the commencement and prosecution of the foreclosure 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 such lien, the cost thereof to be payable by Lessee to Lessor within ten (10) days of receiving a ▇▇▇▇ therefor, as Additional Rent hereunder. 10.5. Notwithstanding Lessor’s approval of plans and specifications for any Alterations, all Alterations shall be made and performed in full compliance with all applicable Laws then in effect and all necessary Permits, and 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, specifications or selection of materials by Lessee in connection with any Alterations shall not constitute an assumption of any responsibility by Lessor of any kind, including (but not limited to) as to their accuracy or sufficiency. Lessee shall be solely responsible for such plans, specifications and 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 ofof or as a result of any Alterations performed by Lessee or by Lessee’s contractors, subcontractors, agents or resulting from employees, including reasonable attorneys fees for the undertaking defense thereof. 10.7. All Alterations and any replacements therefor, whether temporary or making permanent in character, which are made by Lessee pursuant to the 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 Lessor immediately upon the installation of the same and shall remain upon and be surrendered with the Premises as a part thereof at the expiration of the Initial 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 appropriate) Lessor shall have the option to require Lessee, at Lessee’s sole cost and expense, to restore the Premises to their condition prior to the carrying out of such alterationsAlterations, improvements ordinary wear and additionstear excepted, provided that it is agreed and understood that this option of Lessor shall not apply to Lessee’s Initial Work or Lessee’s Additional Work, and 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 Lessor’s consent to such Alterations at the time such consent was granted.

Alterations. Tenant agrees that it will Except as otherwise agreed by the Parties in writing, Operator shall not paint, decorate, install canopies or awnings, or in any way change the Building (a) demolish or undertake any the appearance thereof). No remodeling, additions, alterations or structural alterations of any of change shall be made in the buildings or other improvements erected upon or otherwise comprising the Demised Premises, Building by Operator without the prior written consent of Landlord or (b) make any other alterations which would change the character of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses and charges thereof, (b) make the same in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approvalIPS, which approval shall not be unreasonably withheld withheld. Operator shall have the right to attach non-permanent materials and fixtures to the walls of the Building, and install all furniture, furnishings, and equipment it reasonably deems necessary or delayeddesirable for its operation of the School, andall at no cost to IPS, except and Operator may remove any such items at its discretion. No additions to the existing Building or the construction of new buildings by Operator shall be permitted unless agreed by the Parties in writing. Any improvements, furnishings and equipment installed on the Building shall be maintained by Operator, at Operator’s expense, in good condition and repair. All permitted alterations, changes, partitions, and installations of improvements (the “Alterations”) shall be performed by a contractor duly licensed by the state or local authority responsible for removable trade licensing building contractors and approved by IPS, such approval not to be unreasonably withheld. Operator hereby agrees to indemnify and save harmless IPS from any and all costs or expenses, including attorneys’ fees, that IPS may incur by reason of any claim for labor performed or material furnished or violation of any federal, state or local statute, regulation, code, ordinance or other law that may arise by reason of the installation of any Alteration or fixtures, shall at once when equipment or partitions by Operator as herein provided. No installation of, repair to, or other activity concerning equipment within or other Alterations made or installed be deemed to have attached to the freehold Building shall: (i) adversely affect the structural integrity of the Building; (ii) impair or affect the weather-tight condition of the roof or decrease the roof’s useful life; (iii) overload electrical circuits or equipment; (iv) overload or unreasonably burden plumbing, water or sanitary sewage disposal facilities; (v) overload, unreasonably burden or otherwise adversely affect heating, air conditioning and other mechanical facilities or equipment; or (vi) otherwise affect the Building in any materially adverse way. Any and all personal property and unattached equipment installed by Operator may be removed at the termination of this Agreement, provided that Operator shall repair any and all damage caused by the removal of any such personal property or unattached equipment. Any personal property and unattached equipment remaining in the Building upon termination of this Agreement shall, if not removed within 10 days after written demand from IPS to have Operator to remove the same, at IPS’ option in its sole discretion, become the property of Landlord IPS, and IPS may retain or dispose of such personal property and unattached equipment in its sole discretion and without liability to account to Operator; provided, Operator shall reimburse IPS for the costs of storing or disposal of such personal property or unattached equipment. Operator shall submit to IPS detailed plans and specifications in connection with any Alterations and evidence that said plans and specifications are in compliance with Applicable Law. IPS reserves the right, along with any architects or other consultants retained by IPS to inspect any completed Alterations, and, if Alterations are not in compliance with any Applicable Law, Operator shall, at Operator’s cost, make such modification or alteration to the completed Alterations as shall be required to bring the same in compliance. IPS’ consent to the plans and specifications, or any work proposed or completed by Operator, shall not be deemed a representation or affirmation regarding compliance with any such Applicable Law or regarding the suitability of such Alterations for Operator’s intended purposes. In any event, Operator shall not remove any improvements and shall remain for surrender the benefit of Landlord Premises at the end of the term or other expiration of this Lease Term in as good order condition and condition as they were when installedrepair, reasonable ordinary wear and tear and damage by casualty or condemnation excepted. In the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additions.

Alterations. Tenant agrees that it will not (a) demolish or undertake any structural alterations Subject to written approval of any of the buildings or other improvements erected upon or otherwise comprising the Demised Premises, without the prior written consent of Landlord or (b) make any other alterations which would change the character of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses and charges thereof, (b) make the same in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approval, which approval shall not be unreasonably withheld withheld, conditioned or delayed, andTenant shall have the right to make alterations, except for removable trade fixtures, shall at once when made improvements or installed be deemed to have attached additions to the freehold and to have become the property of Landlord and shall remain Demised Premises for the benefit purpose of Landlord at the end of the term or other expiration of this Lease in as good order and condition as they were when installedconducting its business, reasonable wear and tear excepted. In the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of provided such alterations, improvements or additions, are made in accordance with the required local ordinances and additionspublic authorities having jurisdiction thereof, that the value of the Demised Premises be not diminished thereby, that the structure not be weakened or impaired, that the same be performed in a good workmanlike manner, that the exterior appearance of the buildings not be materially changed, that Tenant shall bear the cost of the same and shall not permit mechanic's liens to be placed against the Demised Premises. Any and all such alterations, physical additions or improvements made to the Demised Premises shall, at the option of Landlord, become at once its property and shall be surrendered to Landlord upon the termination of this Lease, by lapse of time or otherwise, unless Landlord shall by prior written notice to Tenant at least ninety (90) days prior to the termination date of this Lease, demand of Tenant the removal of any such alterations, physical additions or improvements, in which circumstances, such removal shall be promptly made at Tenant's expense, and Tenant shall repair all damage caused thereby. This provision, however, shall not apply to fixtures, equipment or goods installed by Tenant, all of which shall be and remain the property of Tenant and may at any time be removed by it, but any damage to the Demised Premises caused by such removal of fixtures, equipment or goods installed by Tenant shall be repaired at Tenant's expense.

Alterations. Tenant agrees that it will shall not make or suffer to be made, any alterations, additions or improvements (a"ALTERATIONS") demolish in, on or undertake to the Premises or any structural alterations part thereof which Alterations cost in excess of any Two Hundred Thousand Dollars ($200,000) or which Alterations alter the footprint of the buildings Improvements or other improvements erected upon or otherwise comprising the Demised Premisesstructural components of the Improvements without, without in each case, the prior written consent of Landlord and each Mortgagee (as hereinafter defined), which consents shall not be unreasonably withheld, conditioned or delayed. Such consent may be conditioned on the requirement that Tenant remove any such Alterations at the end of the Term (as it may be extended) and put the Premises back into its former condition, and repair any damage to the Premises caused thereby; provided, however, Landlord will not require Tenant to put the Premises back into its former condition unless either (i) the Alterations in question reduce either the footprint or usable square footage of the Improvements or (bii) make any other alterations which the Alterations would change result in a decrease in the character of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the market value of the Demised Premises and/or (either at the buildings and other improvements comprising time of completion of the Demised PremisesImprovements or at the end of the Term). With respect In the event Tenant makes any changes in or to any alterations permitted to be made by Tenant pursuant to this Article Tenmechanical component of the Premises (for example, a portion of the HVAC system), Tenant shall (a) pay all costs, expenses and charges thereof, (b) make replace the same in accordance with all applicable laws new mechanicals of equal or greater value and building codes in a good and workmanlike manner, (c) cause utility. In the same to be performed by qualified contractors who shall not create event Tenant makes any labor or other disturbance at Alterations of the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof use of the Premises (or a portion thereof) for any permitted purpose which is materially different from Tenant's use upon the commencement of this Lease, then upon Landlord's request at the end of the Term (as it may be extended ), Tenant shall remove any such Alterations and (e) by reason put the Premises back into its former condition suitable for use for printing and warehouse/distribution purposes, and repair any damage to the Premises caused thereby; provided, however, if Tenant provides Landlord with reasonable prior notice of such alterationsAlterations (including all information and drawings pertaining thereto as Landlord may reasonably request), not thereby and Tenant expressly requests in such notice that Landlord do so, then Landlord shall, within ten (e10) by reason business days after receipt of such alterationsnotice (and related information and drawings), give Tenant notice as to whether or not thereby reduce Landlord will require Tenant to remove any such Alterations at the economic value end of the Demised PremisesTerm and repair any damage caused thereby. All alterations, improvements and additions Minor decorations to the Demised Premises permitted Premises, such as painting and wallpapering, shall not constitute Alterations for purposes of this Lease. If Landlord's consent to Alterations is required, Landlord's consent shall be contingent upon Tenant satisfying the following minimum conditions and any other reasonable conditions imposed by Landlord or any Mortgagee: (a) No Event of Default shall be continuing under this Lease; (b) Tenant shall pay or cause to be made by Tenant hereunderpaid the entire cost of such Alterations; (c) Prior to commencement of the work, shall be made in accordance with all applicable laws and plans and specifications previously for such Alterations shall be submitted to Landlord for Landlord’s prior written approval, which approval shall not be unreasonably withheld withheld, conditioned or delayed; (d) Tenant shall take all necessary steps to prevent the imposition of liens against the Premises as a result of such Alterations; (e) Tenant shall obtain and pay for all necessary permits and shall comply with all applicable governmental requirements; (f) The market value of the Premises shall not be lessened by reason of the proposed Alterations; (g) All Alterations shall be constructed in a good and workmanlike manner in compliance with all Legal Requirements; (h) Tenant shall cause the construction of Alterations, once commenced, to be diligently pursued to completion; (i) If the Alterations are reasonably expected to cost in excess of Two Hundred Thousand Dollars ($200,000.00) in aggregate, Tenant shall provide a construction budget showing all "hard" and "soft" costs to be incurred in connection with such Alterations, plus a reasonable contingency (the "Alterations Budget"), together with evidence reasonably acceptable to the Landlord and any Mortgagee supporting the total costs reflected in the Alterations Budget, which may include, among other things, one or more fixed price or guaranteed maximum price contract(s), completion and labor and materials bonds and costs analyses by reputable architects and engineers; and (j) With respect to Alterations which are reasonably anticipated by Tenant, Landlord or first Mortgagee to cost, in aggregate, more than One Million Dollars ($1,000,000.000), Tenant shall demonstrate to the reasonable satisfaction of the Landlord and any first Mortgagee the availability of liquid funds in an amount sufficient to complete such Alterations and pay all costs and expenses in connection therewith, which may be in the form of: (i) a segregated bank account, containing an amount at least equal to the total costs (including contingency) shown in the Alterations Budget, at a bank whose financial condition is reasonably acceptable to Landlord and any first Mortgagee, which account shall be pledged to Landlord and its first Mortgagee as security for the performance by Tenant of its obligation to complete and pay for such Alterations (it being agreed that the funds in any such account shall be available for application by Tenant to the costs of the Alterations as such costs are incurred, subject to receipt of customary evidence of completion of the work for which payment is being made, receipt of appropriate lien waivers, and the sufficiency of the funds remaining in the account to complete the Alterations); OR (ii) an irrevocable letter of credit, in an amount at least equal to the total costs (including contingency) shown in the Alterations Budget, from a bank or other financial institution regularly in the business of issuing letters of credit and whose financial condition is reasonably acceptable to Landlord and any first Mortgagee, which letter of credit shall be in form and content reasonably acceptable to Landlord and any first Mortgagee and which shall secure the performance by Tenant of its obligation to complete and pay for such Alterations (it being agreed that the amount of such letter of credit may be reduced as costs of the Alterations are paid, subject to receipt of customary evidence of completion of the work for which payment has been made, receipt of appropriate lien waivers, and the sufficiency of the remaining balance of the letter of credit to complete the Alterations); OR (iii) subject to the further provisions of the last grammatical paragraph of this Paragraph 11, a loan, in an amount at least equal to the total costs (including contingency) shown in the Alterations Budget, from a bank or other financial institution regularly in the business of making loans for construction, alterations, or improvements to commercial or industrial properties and whose financial condition is reasonably acceptable to Landlord and any first Mortgagee, with such loan to be evidenced by legally binding loan documents executed by Tenant and such lender that provide for disbursement of the necessary funds on a regular basis as required for payment of such costs and that are otherwise in a form customary for such loans; or (iv) any combination of clauses (i), (ii) and/or (iii) above. For purposes of this Paragraph 11, the financial condition of a bank or other financial institution shall be reasonably acceptable if it meets guidelines published from time to time by Standard & Poors or another nationally recognized credit rating agency for holders of deposits in connection with issues of rated debt instruments. In addition, any such bank or financial institution shall have its principal offices in the continental United States or shall have substantial branch operations and substantial assets in the continental United States. Notwithstanding anything to the contrary stated in this Paragraph 11, in the event Tenant is required to make Alterations to the Premises in order to comply with any Legal Requirements, Tenant may make or cause to be made such Alterations without the prior written consent (but upon the prior notification) of Landlord. Tenant shall (to the maximum extent possible in compliance with all Legal Requirements) satisfy the conditions specified in the clauses (b) through (j) (except for removable trade fixtures, only clause (f)) of this Paragraph 11 with respect to such Alterations and Tenant shall use commercially reasonable efforts to make or cause to make such Alterations in the manner which will have the least negative impact on the market value of the Premises. All Alterations shall at once when made become a part of the realty and belong to Landlord. Tenant shall provide Landlord with "as built" plans for all Alterations (excluding merely decorative work), or installed if no "as built" plans are prepared in connection with such work, then Tenant shall provide Landlord with marked record sets in lieu thereof. Movable furniture, furnishings, decorations, trade fixtures and other personal property of Tenant and its subtenants, including without limitation, Tenant's printing equipment, may be deemed to have attached removed from the Premises at any time prior to the freehold and expiration or earlier termination of this Lease, provided that Tenant shall repair any damage to have become the property Premises resulting from such removal. The obligations of Tenant under this Paragraph 11 shall survive expiration or earlier termination of this Lease. Tenant shall promptly upon request therefor reimburse Landlord and shall remain for any Mortgagee the benefit amount of Landlord at all reasonable fees and expenses incurred by them (including without limitation reasonable attorneys' fees and expenses and reasonable architects' and engineers' fees and expenses) in connection with any requests by Tenant to perform Alterations, review any plans and specifications and/or budgets with respect thereto, the end performance of the term or any Alterations and any other expiration of matters addressed in this Lease in as good order and condition as they were when installed, reasonable wear and tear exceptedParagraph 11. In the event Tenant proposes to make Alterations the cost of which will exceed Two Hundred Thousand Dollars ($200,000) and which have been approved by Landlord as provided above in this Paragraph 11, Tenant shall be permitted to obtain financing therefor provided that, prior to making a non-refundable deposit in respect of an application or commitment, or accepting a binding commitment, for such financing, Tenant shall give Landlord written notice ("FINANCING NOTICE") of the financial and other material terms thereof and Landlord shall have thirty (30) days to attempt to obtain a commitment for financing (but Landlord shall not have any obligation to obtain such commitment) at an interest rate and other material terms equal to or more favorable to Tenant than that described in Tenant's notice. If Landlord advises Tenant in writing within such thirty (30) day period that Landlord has obtained a commitment for such financing, Tenant shall not consummate the financing described in its notice but rather the parties shall use reasonable commercial efforts to consummate the financing arrangement described in Landlord's notice ("LANDLORD'S FINANCING"). In connection with the closing of Landlord's Financing, Tenant and Landlord shall amend this Lease in writing to increase Basic Rent by an amount sufficient to amortize Landlord's Financing over the remaining Term (without regard to unexercised extensions thereof) and Tenant shall further provide such documents (including an estoppel, attornment and nondisturbance agreement and the like) as are reasonably requested by the lender, Landlord and any existing Mortgagee and are reasonably acceptable to Tenant. Landlord shall not have any liability to Tenant if such financing does not close. In the event that Landlord does not obtain a commitment for such financing or if the financing does not close, Tenant shall be free to consummate, during the one hundred-twenty (120) day period following the aforementioned thirty (30) day period, the financing described in its notice. If the Tenant is ▇▇▇▇▇ ▇▇▇▇'▇ Holdings, Inc. and/or an Affiliate thereof, Tenant shall be entitled to pledge its leasehold as security for such financing, provided in no event shall any other Tenant shall be permitted to create a leasehold mortgage. Subject to the foregoing (and Paragraph 3), Landlord shall agree to accept an institutional leasehold lender (which is not an Affiliate of Tenant) as an assignee of Tenant's interest under this Lease; provided, however, that (i) in no event, shall Landlord be required to amend this Lease to provide any additional notices (other than notices given concurrently with notices to Tenant) or cure rights (other than cure periods which run concurrently with those given Tenant hereunder) to the leasehold lender, and (ii) such leasehold lender shall regularly in the business of making of loans for construction, alterations, or improvements to industrial or other commercial properties. Any such alterationassignment, improvements as well as Tenant's and additions as herein providedsuch assignee's rights and obligations resulting therefrom, shall be governed by Paragraph 16 below. At Tenant's request, Landlord will issue an estoppel certificate to such permitted leasehold lender pursuant to Paragraph 25 hereof. If Tenant does not consummate such financing within such one hundred-twenty (120) day period, Tenant further agrees shall not thereafter consummate financing with respect to indemnify and hold harmless such Alterations without first giving Landlord a Financing Notice in accordance with this Paragraph 11. Nothing in this Paragraph 11 shall prohibit Tenant from and against all costs, expenses, liens, claims and damages arising out of, or resulting from financing the undertaking or making cost of such alterations, improvements and additionsAlterations which have been approved pursuant to this Paragraph 11 with Tenant's own funds.

Alterations. Tenant agrees that it will not The Tenant's right to redecorate or make alterations, additions or improvements to the Premises shall be as follows: (a) demolish The Tenant may redecorate the Premises (without any limitation on the costs of redecoration), or undertake make minor alterations, additions or improvements upon or in the Premises (if the cost thereof is less than $25,000 on any structural alterations of any single occasion) without the Landlord's systems (e.g., Landlord's consent, provided (i) the work does not affect the Building's system (e.g., electrical, HVAC, sprinkler, fire safety, plumbing, etc.) or the exterior of the buildings Building, (ii) the work does not in any way affect structural elements of the Building or the structural integrity of the Building, (iii) the Tenant shall give the Landlord at least ten (10) days' prior notice of its intention to do such work and shall promptly respond to Landlord's inquiries with respect to the work and (iv) the work shall be performed in accordance with all other improvements erected upon or otherwise comprising applicable provisions of the Demised Premises, without the prior written consent of Landlord or Lease. (b) The Tenant may make any alterations, additions or improvements upon or in the Premises if the cost thereof is $25,000 or greater, provided (i) the work does not affect the Building's systems, other alterations which would change than the character secondary branches thereof located within the Premises, or affect the exterior of the buildings Building, or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects elements of the Building, or in any way affect the structural integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses and charges thereofBuilding, (bii) make the same in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) cause Landlord shall have given its prior written consent to the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason performance of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approvalwork, which approval consent shall not be unreasonably withheld or delayed, and (iii) the work shall be performed in accordance with all other applicable provisions of the Lease. (c) The Tenant shall have no right to make any other alterations, additions or improvements upon or to the Premises, except as provided in Subsections (a) and (b), above. The Landlord may withhold its consent to any request by the Tenant to make any other alterations, additions or improvements in its sole and absolute discretion. All alterations, additions and improvements made by the Tenant to the Premises shall remain therein and, at the termination of the Lease, shall be surrendered as a part thereof, except for removable trade fixtures, fixtures and equipment (as distinguished from leasehold improvements) installed during the Term of this Lease at the Tenant's sole cost. Such trade fixtures and equipment may be removed by the Tenant if the Tenant is not then in default hereunder and if such removal shall not result in permanent damage to the Premises or the Building. The Tenant shall remove such trade fixtures and equipment at the termination of the Lease if requested to do so by the Landlord. The Tenant shall at once when made its expense promptly repair any and all damage to the Premises or installed the Building resulting from any removal of such fixtures and equipment. Any personal property which shall remain in the Building or on the Premises after the expiration or earlier termination of the Lease shall conclusively be deemed to have attached to been abandoned by the freehold Tenant, and to have become either may be retained by the Landlord as its own property or may be disposed of by sale, storage or otherwise as the Landlord and shall remain for the benefit of Landlord see fit, all at the end Tenant's expense. Notwithstanding the foregoing, the Tenant will, upon request of the term Landlord after the expiration or termination of the Term hereof, promptly remove from the Building any such personal property, or if any part of such personal property shall be sold, the Landlord may receive and retain the proceeds of such sale and apply the same, at its option, against the expenses of sale, the costs of moving and storage, any arrears of Rent, additional rent or other expiration of this Lease in as good order and condition as they were when installed, reasonable wear and tear exceptedcharges payable hereunder or any damages to which the Landlord may be entitled. In the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additions.Article VI ----------

Alterations. Tenant agrees that it will (1) Owner shall not unreasonably withhold its consent to any non-structural "Alterations" (as such term is hereinafter defined), provided such Alterations are performed only by contractors or mechanics approved by Owner and (a) demolish or undertake any structural alterations in the sole opinion of any Owner, the Alterations will not adversely effect the proper functioning of the buildings Building's mechanical, electrical, sanitary, plumbing, heating, air-conditioning, ventilating, utility or any other improvements erected upon or otherwise comprising the Demised Premisesservice systems, without the prior written consent of Landlord or (b) make the Alterations will not result in a violation of, or require a change in, any other alterations which would change certificate of occupancy applicable to the character demised premises or the Building, (c) the character, outside appearance, usefulness or rentability of the buildings Building or other improvements comprising the Demised Premises or which would weaken, impair or otherwise any part thereof will not be affected in any way affect way, and such Alterations will not, in the structural aspects sole opinion of integrity of Owner, weaken or impair (temporarily or permanently) the structure or lessen the value or utility of the Demised Premises and/or demised premises or the buildings Building either in the course of the making of such Alterations or upon their completion, and other (d) no part of the Building outside of the demised premises will be physically affected. Tenant shall perform all Alterations at Tenant's sole cost and expense, with due diligence, and shall complete such Alterations within a reasonable time after undertaking the performance of the same. All Alterations shall be done at such times as Owner may from time to time reasonably designate. (2) For the purpose of this Lease, the term "Alteration" shall mean any alteration, installation, addition or improvement which Tenant shall make or perform to the demised premises at any time during the Lease Term, including all initial alterations, installations, additions or improvements comprising the Demised Premises. With respect to any alterations permitted proposed to be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses and charges thereof, (b) make adapt the same in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) cause the same to be performed demised premises for those business purposes permitted by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approval, which approval shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached to the freehold and to have become the property of Landlord and shall remain for the benefit of Landlord at the end of the term or other expiration of this Lease in as good order and condition as they were when installed(collectively, reasonable wear and tear excepted. In the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additions"Tenant's Initial Alterations").

Alterations. 10.1 Except as otherwise expressly provided herein, Tenant agrees shall not at any time during the Term make any alterations to the Premises without first obtaining Landlord’s written consent thereto, which consent Landlord shall not unreasonably withhold or delay; provided, however; that it Landlord shall not be deemed unreasonable by refusing to consent to any alterations which are visible from the exterior of the Building or the Project, which will or are likely to cause any weakening of any part of the structure of the Premises, the Building or the Project or which will or are likely to cause damage or disruption to the Central Systems or which are prohibited by any underlying ground lease or mortgage. Notwithstanding the foregoing, Landlord’s prior approval will not be required for any alterations to the interior of the Premises which are not visible from the exterior of the Premises which are (ai) demolish cosmetic in nature (such as floor or undertake wall coverings) or (ii) are nonstructural in nature and do not adversely affect any structural Central Systems and cost less than [ ] [ ] [ ] [ [ ] [ in a single instance or [ ] [ ] [ ] [ in the aggregate, provided Landlord receives prior written notice thereof and the other conditions set forth in this Article 10 are satisfied. Should Tenant desire to make any alterations of to the Premises, Tenant shall submit all plans and specifications for such proposed alterations to Landlord for Landlord’s review before Tenant allows any such work to commence, and Landlord shall promptly approve or disapprove such plans and specifications for any of the buildings or other improvements erected upon or otherwise comprising the Demised Premises, without the prior written consent of Landlord reasons set forth in this Section 10.1 or (b) make for any other reason reasonably deemed sufficient by Landlord) within ten (10) days following Landlord’s receipt of said plans and specifications. In the event that Landlord fails to notify Tenant in writing of its disapproval of any plans and specifications submitted by Tenant to Landlord for approval pursuant hereto within the aforesaid ten (10) day period, Landlord shall be deemed to have approved said plans and specifications. Tenant shall select and use only licensed, reputable contractors, reasonably approved by Landlord, to perform any alterations which would change to the character of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect Upon Tenant’s receipt of written approval from Landlord, Tenant shall have the right to any proceed with the construction of all approved alterations, but only so long as such alterations permitted to are in strict compliance with the plans and specifications so approved by Landlord and with the provisions of this Article 10. All alterations shall be made at Tenant’s sole cost and expense, by contractors retained by Tenant pursuant to this Article TenSection 10.1 above; however, if Tenant requests, and Landlord agrees, that Landlord shall retain the contractors, Tenant shall pay to Landlord a fee of fifteen percent (15%) of the actual costs of such work to cover Landlord’s overhead and a fee for Landlord’s agent or manager in supervising and coordinating such work. In no event, however, shall anyone other than Landlord or Landlord’s employees, representatives or other agents perform work to be done which affects the Central Systems or the structure of the Building. 10.2 All construction, alterations and repair work done by or under the direction of Tenant shall (a) pay all costsnot adversely affect the operation and safety of the Project, expenses the Building or the Premises or the systems thereof and charges thereof, not affect the Central Systems; (b) make the same in accordance comply with all applicable laws building, safety, fire, plumbing, electrical, and building other codes and governmental and insurance requirements; (c) not result in any usage in excess of Building Standard of water, electricity, gas, or other utilities or of heating, ventilating or air-conditioning (either during or after such work) unless prior written arrangements satisfactory to Landlord are made with respect thereto; and (d) be completed promptly and in a good and workmanlike manner, (c) cause the same manner and in compliance with all rules and regulations promulgated by Landlord. Tenant shall use commercially reasonable efforts to be performed by qualified contractors who shall not create any labor disturb Landlord or other disturbance at tenants in the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims Building in connection with any such construction, alterations and repair work. Upon written request of Landlord, after completion of any alterations to the making thereof Premises, Tenant will deliver to Landlord a copy of “as built” plans and specifications depicting and describing such alterations performed to the Premises. 10.3 All Leasehold Improvements, alterations and other physical additions made to or installed by or for Tenant in the Premises shall be and remain Landlord’s property (eexcept for Tenant’s furniture, personal property, movable trade fixtures and other items which are not permanently affixed to the Premises, as well as any hardware installed in connection with Tenant’s Security System, and any computer room flooring installed by or at the direction of Tenant in the Premises) and shall not be removed without Landlord’s written consent; provided, however, Landlord may, by reason notice to Tenant given concurrently with Landlord’s approval of any alterations or physical additions made to the Premises after the Commencement Date (or within ten (10) days of Landlord’s receipt of Tenant’s plans and specifications with respect to alterations not requiring Landlord’s consent), elect to require Tenant to remove same upon the expiration or earlier termination of the Term of this Lease. Tenant agrees to remove, at its sole cost and expense, all of Tenant’s furniture, personal property and movable trade fixtures on or before the Expiration Date or any earlier date of termination of this Lease. Tenant shall repair, or promptly reimburse Landlord for the cost of repairing, all damage done to the Premises or the Building by such alterationsremoval, not thereby including repairing of nail holes and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premisessimilar minor cosmetic damage. All alterations, improvements and Any alterations or physical additions to the Demised Premises permitted to be made by Tenant hereunder, which Landlord does not direct or permit Tenant to remove at any time during or at the end of the Term shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approval, which approval shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached to the freehold and to have become the property of Landlord and shall remain for the benefit of Landlord at the end of the term Term without any payment to Tenant. Except for alterations which do not require Landlord’s consent pursuant to Section 10.1 above (unless Landlord requires their removal within ten (10) days after Landlord’s receipt of Tenant’s plans and specifications with respect thereto), Landlord reserves the right to require Tenant to remove any alterations or physical additions made by Tenant to which Landlord did not expressly consent. If Tenant fails to remove any of Tenant’s furniture, personal property or movable trade fixtures by the date Tenant is required hereunder to vacate the Premises or, if Tenant fails to remove any alterations and other expiration physical additions made by Tenant to the Premises which Landlord has in writing directed Tenant to remove, Landlord shall have the right, on the fifth (5th) Business Day after Landlord’s delivery of written notice to Tenant to deem such property abandoned by Tenant and to remove, store, sell, discard or otherwise deal with or dispose of such abandoned property in a commercially reasonable manner. Tenant shall be liable for all costs of such disposition of Tenant’s abandoned property, and Landlord shall have no liability to Tenant in any respect regarding such property of Tenant. The provisions of this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In Section 10.3 shall survive the event in the making expiration or any earlier termination of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additionsthis Lease.

Alterations. Tenant agrees that it will not Lessee shall have the right from time to time both before and after the completion of the Permitted Improvements and at ▇▇▇▇▇▇’s sole cost and expense to make additions, alterations and changes, other than structural changes, to the Premises as is reasonably required to conduct the Permitted Use in compliance with the provisions of this Lease, subject, however, in all cases to the following: (a) demolish Except as set forth herein, no alteration shall be made which would tend to (i) materially change the general design, use, character or undertake any structural alterations of any structure of the buildings Solar Energy Facility, or other improvements erected upon (ii) reduce or otherwise comprising impair, to any material extent, the Demised Premisesuse of the Solar Energy Facility for the generation of electricity, without the prior written consent of Landlord or subject to applicable laws and safety standards (any such alteration, a “Substantial Alteration”). (b) make any other alterations No Substantial Alteration shall be commenced except after prior written notice to and consent from Lessor, which would change the character of the buildings consent shall not be unreasonably conditioned, withheld or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to be made delayed by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses and charges thereof, (b) make the same in accordance with all applicable laws and building codes in a good and workmanlike manner, Lessor. (c) cause the same to be performed by qualified contractors who Substantial Alterations shall not create include any labor repairs or other disturbance at replacement of parts to the Demised Premises while performing samePermitted Improvements, as set forth in Section 2.1 and Exhibit B. (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, Any Substantial Alteration shall be made conducted under the supervision of a contractor, architect or engineer selected by ▇▇▇▇▇▇ and approved in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approvalwriting by ▇▇▇▇▇▇, which approval shall not be unreasonably conditioned, withheld or delayed, andand no such Substantial Alteration shall be made except in accordance with detailed plans and specifications and cost estimates prepared and approved in writing by such contractor, except for removable trade fixturesarchitect or engineer and approved in writing by ▇▇▇▇▇▇, which approval shall at once when not be unreasonably conditioned, withheld or delayed. (e) Any alteration or Substantial Alteration shall be made with reasonable dispatch (Force Majeure events excepted) and in a good and workmanlike manner and in compliance with all applicable permits and authorizations and buildings and zoning laws, and with all other Applicable Legal Requirements. (f) At or installed be deemed prior to have attached to the freehold completion of any Substantial Alteration, Lessee will provide Lessor with complete copies of all final plans and to have become the property of Landlord and shall remain for the benefit of Landlord at the end of the term or other expiration of this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of such alteration, improvements and additions as herein specifications therefor not previously provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additions.

Alterations. Tenant agrees that it will not (a) demolish 4.14.1 Not to erect any new or undertake any structural alterations of any of the additional buildings or other improvements erected structures upon or otherwise comprising the Demised Premises, without 4.14.2 Not to make any alterations or additions to the structure or exterior of the Demised Premises and not to puncture cut or ▇▇▇▇▇▇ the structural walls or floor slabs bounding or within the Demised Premises and not to knock through to or unite the Demised Premises with any adjoining unit in the Mews Provided that if the Tenant is unable to accommodate pipe or cable runs within the vertical duct provision of the Demised Premises then the Tenant shall be entitled to create (subject to the Tenant obtaining the prior written consent of the Landlord or (b) make any other alterations which would change the character of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses and charges thereof, (b) make the same in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approval, which approval shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made ) pipe or installed cable runs vertically between the floors notwithstanding that such alterations or additions may be deemed of a structural nature 4.14.3 Not to have attached make any alterations or additions or to carry out any works in or to the freehold Demised Premises which in the reasonable opinion of the Landlord may affect the efficient operation of the heating and ventilating system and apparatus within the Demised Premises 4.14.4 Subject to have become the property foregoing provisions of this clause not to make any non-structural alterations or additions to the interior of the Demised Premises or to alter or replace the entrance doors to the Demised Premises or to affix any aerial or telecommunication dish to the exterior of the Demised Premises except with the Landlord's written consent (which shall not be unreasonably withheld or delayed) and (if required by the Landlord) in accordance with drawings and specifications previously submitted to and approved in writing by the Landlord (such approval not to be unreasonably withheld or delayed) 4.14.5 The Tenant may carry out the erection alteration or removal of non structural demountable partitioning without obtaining the consent of the Landlord subject to 4.14.5.1 the submission of drawings to the Landlord prior to the commencement of such work detailing the said alteration or removal and shall remain for showing the benefit proposed layout after any such work is completed 4.14.5.2 the strict condition that such work will not and does not affect the efficient or designed use operation and maintenance of Landlord the services in or to the Demised Premises 4.15.5.3 an obligation to reinstate the Demised Premises at the end Termination Date to the state and condition in which the same were prior to such erection alteration or removal (if so required by the Landlord) 4.14.5.4 the obtaining by the Tenant of all necessary consents whether statutory or otherwise 4.14.5.5 all such works being carried out at the term or other expiration of this Lease in as good order and Tenant's sole risk 4.14.6 By the Termination Date if so required by the Landlord to reinstate the Demised Premises to the same condition as they were when installed, in at the date of the grant of this Lease such reinstatement to be carried out to the reasonable wear and tear excepted. In satisfaction of the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additions.Landlord

Alterations. Tenant agrees that it will Except as otherwise agreed by the Parties in writing, Operator shall not paint, decorate, install canopies or awnings, or in any way change the Building exterior (a) demolish or undertake any the appearance thereof). No remodeling, additions, alterations, or structural alterations of any of change shall be made in the buildings or other improvements erected upon or otherwise comprising the Demised Premises, Building by Operator without the prior written consent of Landlord or (b) make any other alterations which would change the character of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses and charges thereof, (b) make the same in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approvalIPS, which approval shall not be unreasonably withheld withheld. Operator shall have the right to install all furniture, furnishings, equipment and signage it reasonably deems necessary or delayeddesirable for its operation of the School, andall at no cost to IPS. No additions to the existing Building or the construction of new buildings by Operator shall be permitted, except for removable trade fixturesunless otherwise permitted by this Agreement. Operator may attach non-permanent materials and fixtures to the walls of the Facilities. Upon the expiration or earlier termination of this Agreement, shall at once when made or Operator may remove any non-permanent materials and movable fixtures that it installed be deemed to have that are not permanently attached to real property. Any improvements, furnishings, and equipment installed on the freehold Building shall be maintained by Operator, at Operator’s expense, in good condition and repair. All permitted alterations, changes, partitions, and installations of improvements (the “Alterations”) shall be performed by a contractor duly licensed by the state or local authority responsible for licensing building contractors and approved by IPS, such approval not to have become the property of Landlord and shall remain for the benefit of Landlord at the end of the term or other expiration of this Lease in as good order and condition as they were when installed, reasonable wear and tear exceptedbe unreasonably withheld. In the event in the making of such alteration, improvements and additions as herein provided, Tenant further Operator hereby agrees to indemnify and hold save harmless Landlord IPS from any and against all costs, costs or expenses, liensincluding reasonable attorneys’ fees, claims and damages arising out that IPS may incur by reason of any claim for labor performed or material furnished or violation of any federal, state, or local statute, regulation, code, ordinance, or other law that may arise by reason of the installation of any Alterations or fixtures, equipment, or partitions by Operator as herein provided. No installation of, repair to, or other activity concerning equipment within or other Alterations made to the Building by, on behalf of, or resulting from at the undertaking direction of Operator shall: (a) adversely affect the structural integrity of the Building; (b) impair or making affect the weather-tight condition of the roof or decrease the roof’s useful life; (c) overload electrical circuits or equipment; (d) overload or unreasonably burden plumbing, water, or sanitary sewage disposal facilities; (e) overload, unreasonably burden, or otherwise adversely affect heating, air conditioning, and other mechanical facilities or equipment; or (f) otherwise affect the Building in any materially adverse way. Any and all personal property and unattached equipment installed by, on behalf of, or at the direction of Operator may be removed at the termination of this Agreement, provided that Operator shall repair any and all damage caused by the removal of any such alterationspersonal property or unattached equipment. Any personal property and unattached equipment remaining in the Building upon termination of this Agreement shall, improvements and additions.if not

Alterations. Tenant agrees that it will not (a) demolish Tenant shall not make any alterations, decorations, improvements or undertake additions to the Premises or attach any structural alterations of any of the buildings fixtures or other improvements erected upon or otherwise comprising the Demised Premisesequipment thereto, without the Landlord’s prior written consent approval, such approval not to be unreasonably withheld, conditioned or delayed. All such alterations, interior decorations, improvements or additions made to the Premises or the attachment of Landlord any. fixtures or equipment thereto shall be performed at Tenant’s sole cost and expense. Notwithstanding the foregoing, Tenant may (i) affix pictures and shelving to the walls and (ii) perform other minor cosmetic alterations to the Premises not exceeding Five Thousand and 00/100ths Dollars ($5,000.00) in the aggregate, without ▇▇▇▇▇▇▇▇’s consent. (b) make any other alterations which would change All alterations, decorations, improvements or additions to the character of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses and charges thereof, (b) make the same in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approval, which approval shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have been attached to the freehold Premises and to have become the property of Landlord upon such attachment, and shall remain for the benefit of Landlord at the end of the term or other upon expiration of this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of such alteration, improvements and additions as herein providedor renewal term thereof, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making shall not remove any of such alterations, decorations, improvements or additions, except trade fixtures installed by Tenant; provided, however, that Landlord may designate by written notice to Tenant those alterations and additions which shall be removed by Tenant at the expiration or termination of this Lease, and Tenant shall properly remove the same and repair any damage to the Premises caused by such removal. (c) In performing such alterations, decorations, improvements or additions, or in the removal thereof, Tenant shall use due care to cause as little damage or injury as possible to the Premises and the Building and shall repair all damage or injury that may occur to the Premises or the Building. (d) ▇▇▇▇▇▇ agrees in doing any such work in or about the Premises to engage only such labor as will not conflict with or cause strikes or other labor disturbances among the Development service employees of Landlord. Any contractors employed by Tenant shall be subject to Landlord’s prior written approval, such approval not to be unreasonably withheld, conditioned or delayed. All such contractors shall be required to carry worker’s compensation insurance, public liability insurance and property damage insurance in amounts, form and content, and with companies reasonably satisfactory to Landlord. (e) Prior to the commencement by Tenant of any work as set forth in this Article, Tenant shall obtain, at ▇▇▇▇▇▇’s sole cost and expense, all necessary permits, authorizations and licenses required by the various governmental authorities having jurisdiction over the Premises.

Alterations. Tenant agrees that it will Except as otherwise agreed by the Parties in writing, Operator shall not paint, decorate, install canopies or awnings, or in any way change the Building exterior (a) demolish or undertake any the appearance thereof). No remodeling, additions, alterations, or structural alterations of any of change shall be made in the buildings or other improvements erected upon or otherwise comprising the Demised Premises, Building by Operator without the prior written consent of Landlord or (b) make any other alterations which would change the character of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses and charges thereof, (b) make the same in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approvalIPS, which approval shall not be unreasonably withheld withheld. Operator shall have the right to install all furniture, furnishings, equipment and signage it reasonably deems necessary or delayeddesirable for its operation of the School, andall at no cost to IPS. No additions to the existing Building or the construction of new buildings by Operator shall be permitted, except unless otherwise permitted by this Agreement. Operator may attach non-permanent materials and fixtures to the walls of the Facilities. Upon the expiration or earlier termination of this Agreement, Operator may remove any non-permanent materials and movable fixtures that it installed that are not permanently attached to real property. Any improvements, furnishings, and equipment installed on the Building shall be maintained by Operator, at Operator’s expense, in good condition and repair. All permitted alterations, changes, partitions, and installations of improvements (the “Alterations”) shall be performed by a contractor duly licensed by the state or local authority responsible for removable trade licensing building contractors and approved by IPS, such approval not to be unreasonably withheld. Operator hereby agrees to indemnify and save harmless IPS from any and all costs or expenses, including reasonable attorneys’ fees, that IPS may incur by reason of any claim for labor performed or material furnished or violation of any federal, state, or local statute, regulation, code, ordinance, or other law that may arise by reason of the installation of any Alterations or fixtures, shall at once when equipment, or partitions by Operator as herein provided. No installation of, repair to, or other activity concerning equipment within or other Alterations made or installed be deemed to have attached to the freehold Building by, on behalf of, or at the direction of Operator shall: (a) adversely affect the structural integrity of the Building; (b) impair or affect the weather-tight condition of the roof or decrease the roof’s useful life; (c) overload electrical circuits or equipment; (d) overload or unreasonably burden plumbing, water, or sanitary sewage disposal facilities; (e) overload, unreasonably burden, or otherwise adversely affect heating, air conditioning, and other mechanical facilities or equipment; or (f) otherwise affect the Building in any materially adverse way. Any and all personal property and unattached equipment installed by, on behalf of, or at the direction of Operator may be removed at the termination of this Agreement, provided that Operator shall repair any and all damage caused by the removal of any such personal property or unattached equipment. Any personal property and unattached equipment remaining in the Building upon termination of this Agreement shall, if not removed within ten (10) days after written demand from IPS to have Operator to remove the same, at IPS’ option in its sole discretion, become the property of Landlord IPS, and IPS may retain or dispose of such personal property and unattached equipment in its sole discretion and without liability to account to Operator; provided, Operator shall reimburse IPS for the costs of storing or disposal of such personal property or unattached equipment. Operator shall submit to IPS detailed plans and specifications in connection with any Alterations and evidence that said plans and specifications are in compliance with Applicable Law. If such Alterations are not in compliance with Applicable Law, Operator shall, at Operator’s cost, make such modification or alteration to the completed Alterations as shall be required to bring the same in compliance with Applicable Law. IPS’ consent to the plans and specifications, or any work proposed or completed by Operator, shall not be deemed a representation or affirmation regarding compliance with any such Applicable Law. In any event, Operator shall not remove any improvements and shall remain for surrender the benefit of Landlord Facilities at the end of the term or other expiration of this Lease Term in as good order condition and condition as they were when installedrepair, reasonable ordinary wear and tear and damage by casualty or condemnation excepted. In the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additions.

Alterations. Tenant agrees that it will not (a) demolish Not to make any external or undertake internal alteration or improvement of or addition to the Premises nor to make or permit or suffer to be made any structural alterations of any change in or to the elevation or external design or appearance of the buildings or other improvements erected upon or otherwise comprising the Demised Premises, Premises without the prior written consent of Landlord the Lessor (such consent not to be unreasonably withheld or delayed) nor to cut or injure any part of the structure or the roofs walls timbers conduits and appurtenances of the Premises and forthwith to report in writing to the Lessor any defects PROVIDED THAT if any consent is given by the Lessor in pursuance of this sub-clause the Lessee shall obtain any necessary consents of the competent authority both on its own behalf and if so required by the Lessor also on behalf of the Lessor and all other persons interested in the Premises (b) make In the event of any other alterations which would change the character breach of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to be made by Tenant pursuant to this Article Ten, Tenant shall paragraph (a) pay all costs, expenses of this sub-clause then without prejudice and charges thereof, (b) make in addition to the same in accordance right of re-entry herein contained and any other right of the Lessor the Lessor may remove SS/E6438/5708a/20 02 2012 or restore as the case may be any such unauthorised buildings alterations improvements or additions and the costs of carrying out such work and things incidental thereto properly and reasonably incurred by the Lessor shall be repaid to the Lessor by the Lessee forthwith on demand together with all applicable laws and building codes in a good and workmanlike manner, Interest from the date of expenditure (c) cause the same to be performed by qualified contractors who shall not create any labor That no alteration or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions addition to the Demised electrical installation in the Premises permitted to be made by Tenant hereunder, shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approval, without the Lessors prior consent which approval shall not be unreasonably withheld or delayed, and, except delayed and then only in accordance with the standards prescribed from time to time by the electrical supply authority and the Institute of Electrical Engineers and no appliance other than that for removable trade fixtures, which such installation is designed shall at once when made or installed be deemed connected to have attached it and in any event not to overload the freehold and to have become the property of Landlord and shall remain for the benefit of Landlord at the end of the term or other expiration of this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additions.said electrical installations

Alterations. Tenant agrees Except for alterations that it will (i) are non-structural ----------- in nature; (ii) do not have an adverse and material impact upon the mechanical, electrical, plumbing or heating, ventilation and air conditioning systems and equipment incorporated into the Property Improvements; (aiii) demolish do not affect the exterior appearance of the Property Improvements; and (iv) do not cost in excess of Five Thousand Dollars ($5,000.00), Lessee shall make no alterations in or undertake to the Premises, including the parking lots, driveways or open areas as located thereon, unless and until plans and specifications therefor and the contractors to be used have been approved by Lessor in writing which shall not be unreasonably withheld, conditioned or delayed. Lessee may remove its trade fixtures, personal property and machinery prior to the expiration or earlier termination of this Lease, provided that Lessee repairs any structural alterations damage to the Premises caused by such removal, ordinary wear and tear excepted. Nothing in this Lease shall, however, be construed to constitute the consent of Lessor to the creation of any lien, and no person shall be entitled to any lien on the Premises. In the event, despite this provision, a lien is placed thereon by an entity or person claiming under Lessee, Lessee shall cause such lien to be removed or shall, immediately upon request of the buildings Lessor, provide a corporate surety bond satisfactory to Lessor which shall save Lessor harmless under such lien and from any interest, costs and attorneys' fees incurred by Lessor in connection therewith. Lessee shall indemnify Lessor from any and all costs and expenses incurred by Lessor as a result of such liens. All approved installations, alterations, additions or other improvements erected upon or otherwise comprising the Demised Premises, without the prior written consent of Landlord or (b) make any other alterations which would change the character of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to made by Lessee shall be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses and charges thereof, (b) make the same in accordance with all applicable laws and building codes in a good and workmanlike mannermanner and after the initial move-in, (c) cause the same to by such contractors or mechanics as may be performed approved in writing by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approval, which approval shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached to the freehold and to have become the property of Landlord and shall remain for the benefit of Landlord at the end of the term or other expiration of this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additionsLessor.

Alterations. 9.1 Tenant shall accept the Premises in its “as is” condition as of the Lease Commencement Date. Landlord shall deliver possession of the Premises to Tenant on the Lease Commencement Date with all existing furniture and fixtures therein (the “Furniture and Fixtures”). Landlord makes no representations or warranties of any kind with respect to such Furniture and Fixtures. Tenant agrees that it will not (a) demolish or undertake any structural alterations of any to purchase the Furniture and Fixtures at the end of the buildings Term of this Lease for the sum of $10.00 on an “AS IS/WHERE IS” basis. The initial improvement of the Premises under this Lease shall be accomplished by Tenant or its designated contractor in accordance with Exhibit B and all other improvements erected upon applicable provisions of this Lease (including Articles IX, XIII and XIX). 9.2 Tenant shall not make or otherwise comprising permit anyone to make any Alterations in or to the Demised Premises, Premises or the Building without the prior written consent of Landlord 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. 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 made: (a) in a good, workerlike, first-class and prompt manner; (b) make any other alterations which would change 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 character supervision of the buildings or other improvements comprising the Demised Premises or which would weakenan architect reasonably approved in writing by Landlord; (f) in accordance with plans and specifications reasonably acceptable to Landlord, impair or otherwise approved in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to be made by Tenant pursuant to this Article Ten, Tenant shall writing at Landlord’s standard charge; (ag) pay all costs, expenses and charges thereof, (b) make the same in accordance with all applicable laws 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 building codes worker’s compensation insurance policies reasonably approved in a good writing by Landlord; (j) with the obligation for Tenant to deliver to Landlord written, unconditional, full or partial (as applicable) waivers of mechanics’ and workmanlike mannermaterialmen’s liens against the Premises and the Building for all work, (c) cause the same labor and services to be performed by qualified contractors who shall not create 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 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 (including, a payment or performance bond). If any labor lien (or other disturbance at the Demised Premises while performing same, (da petition to establish such lien) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims 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, by the payment thereof or by the filing of a reasonably acceptable bond. If Landlord gives its consent to the making thereof and (e) by reason of any Alteration, such alterations, consent shall not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted be deemed to be made 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 hereunderacknowledges 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 (and changes thereto) regarding any Alterations or any contractor or subcontractor performing such Alterations shall not constitute Landlord’s representation that such approved plans, drawings, changes or Alterations comply with all Laws. Any deficiency in design or construction, although same had prior approval of Landlord, shall be made solely the responsibility of Tenant. All Alterations involving structural, electrical, mechanical or plumbing work, the heating, ventilation and air conditioning system of the Premises or the Building, fire and life safety system, the roof of the Building, or any areas 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 accordance with all applicable laws and plans and specifications previously submitted 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 for 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 approvalconsent are made without the prior written consent of Landlord, which approval then Landlord shall not be unreasonably withheld or delayedhave the right, andat Tenant’s expense, except for removable trade fixtures, shall at once when made or installed be deemed to have attached so remove and correct such Alterations and restore the Premises and the Building. All Alterations to the freehold and to have Premises or the Building made by either party shall 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) Tenant shall have the right to remove, prior to the expiration or earlier termination of the Lease Term, all movable furniture, furnishings and equipment installed in the Premises solely at the expense of Tenant, and (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 of such Alteration. Notwithstanding the benefit foregoing, Tenant shall not be required to remove: (x) Alterations 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 end time required above; and (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 Tenant’s plans. Movable furniture, furnishings and 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 the right, at Tenant’s expense, to repair all damage and injury to the Premises or the Building caused by such removal as aforesaid. If such furniture, furnishings and equipment are not removed by Tenant prior to the expiration or earlier termination of the term Lease Term, the same shall at Landlord’s option be deemed abandoned or other expiration become the property of this Lease in Landlord to be surrendered with the Premises as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of such alteration, improvements and additions as herein a part thereof; provided, Tenant further agrees however, that Landlord shall have the right at Tenant’s expense to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting remove from the undertaking Premises any or making of all such alterationsitems or to require Tenant to do the same, improvements and additionsexcept 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. Section 4.01. Tenant agrees that it will shall not (a) demolish make or undertake perform, or permit the making or performance of, any structural alterations of any of the buildings alterations, installations, improvements, additions or other improvements erected upon physical changes in or otherwise comprising the Demised Premises, without the prior written consent of Landlord or (b) make any other alterations which would change the character of the buildings or other improvements comprising about the Demised Premises (referred to collectively, as "Alterations", which term shall exclude the Work to be performed by Landlord pursuant to Schedule A) without Landlord's prior consent. Landlord agrees not to unreasonably withhold or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect delay its consent to any alterations permitted nonstructural Alterations proposed to be made by Tenant pursuant to adapt the Demised Premises for Tenant's business purposes. Such consent shall not be required in the case of any repainting or similar work of a purely cosmetic or decorative nature. Notwithstanding the foregoing provisions of this Article TenSection or Landlord's consent to any Alterations, all Alterations shall be made and performed in conformity with and subject to the following provisions: 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, from time to time, reasonably designate; all Alterations shall, when completed, be of such a character as not to materially reduce the economic value of the Building below its value immediately before such Alterations; no Alterations shall diminish or reduce the structural integrity of the Building; Alterations shall be made only by contractors or mechanics approved by Landlord, such approval not unreasonably to be withheld or delayed (notwithstanding the foregoing, all Alterations requiring mechanics in trades with respect to which Landlord has adopted or may hereafter adopt a list or lists of approved contractors shall be made only by contractors selected by Tenant from such list or lists, but only to the extent that such contractors offer competitive pricing); no Alteration shall affect any part of the Building other than the Demised Premises or adversely affect any service required to be furnished by Landlord to Tenant or to any other tenant or occupant of the Building or reduce the value or utility of the Building; no Alteration shall affect the outside appearance of the Building or the color or style of any venetian blinds (except that Tenant may remove any venetian blinds provided that they are promptly replaced by Tenant with blinds of a similar type, material and color); all business machines and mechanical equipment shall be placed and maintained by Tenant in settings sufficient, in Landlord's reasonable judgment, to absorb and prevent vibration perceptible outside the Demised Premises or noise or annoyance to other tenants or occupants of the Building; Tenant shall submit to Landlord reasonably detailed plans and specifications (including layout, architectural, mechanical and structural drawings) for each proposed Alteration; prior to the commencement of each Alteration, Tenant shall (a) pay all costshave procured and paid for, expenses and charges thereofexhibited to Landlord, (b) make so far as the same may be required from time to time, all permits and authorizations of all municipal departments and governmental subdivisions and authorities having or claiming jurisdiction; prior to the commencement of each proposed Alteration, Tenant shall furnish to Landlord duplicate original policies of worker's compensation insurance covering all persons to be employed in accordance connection with such Alteration, including those to be employed by all applicable laws contractors and building codes subcontractors, and of comprehensive public liability insurance (including property damage coverage) in which Landlord, its agents and any lessor under any ground or underlying lease shall be named as parties insured, which policies shall be issued by companies, and shall be in form and amounts, reasonably satisfactory to Landlord and shall be maintained by Tenant until the completion of such Alteration; all Alterations in or to the electrical facilities in or serving the Demised Premises shall be subject to the provisions of subsection B of Section 31.04; all fireproof wood test reports, electrical and air conditioning certificates, and all other permits, approvals and certificates required by all governmental authorities shall be timely obtained by Tenant and submitted to Landlord; all Alterations, once commenced, shall be made promptly and in a good and workmanlike manner; notwithstanding Landlord's approval of plans and specifications for any Alteration, all Alterations shall be made and performed in full compliance with all applicable laws, orders and regulations (cincluding, but not limited to, the energy conservation provisions of the Massachusetts Building Code) cause of Federal, State, County and Municipal authorities and with all directions of all public officers, and with all applicable rules, orders, regulations and requirements of the same Boston Board of Fire Underwriters and the New England Fire Insurance Rating Organization or any similar body; all Alterations shall be made and performed in accordance with the Building Rules; all materials and equipment to be performed by qualified contractors who shall not create any labor installed, incorporated or other disturbance at located in the Demised Premises while performing sameas a result of any Alteration shall be of first quality and condition; no such materials or equipment shall be subject to any lien, (d) fully and completely indemnify and hold harmless encumbrance, chattel mortgage or title retention or security agreement of any kind; in the event Landlord from and against or its agents employ any mechanic’s liens independent architect or other liens engineer to examine any plans or claims specifications submitted by Tenant to Landlord in connection with the making thereof and (e) any proposed Alteration, Tenant agrees to pay to Landlord a sum equal to any reasonable fees charged by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premisesarchitect or engineer to Landlord in connection therewith. All alterations, improvements and additions Any consent or approval required from Landlord pursuant to the Demised Premises permitted to be made by Tenant hereunder, provisions of this Section shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approval, which approval shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached been granted unless Landlord notifies Tenant to the freehold contrary within thirty (30) days following receipt of Tenant's written request therefor so long as such request expressly and conspicuously recites the effect of Landlord's failure to have become the property of Landlord and shall remain for the benefit of Landlord at the end of the term or other expiration of this Lease in respond thereto as good order and condition as they were when installed, reasonable wear and tear exceptedaforesaid. Section 4.02. In the event of any dispute between Landlord and Tenant as to the reasonability of Landlord's failure or refusal to grant any consent or approval requested by Tenant pursuant to the provisions of Section 4.01 with respect to which Landlord has agreed to act reasonably, such dispute shall be determined by arbitration in accordance with the provisions of Article 33. Section 4.03. Nothing in this Lease shall be deemed or construed in any way as constituting the consent or request of Landlord, express or implied, by inference or otherwise, to any contractor, subcontractor, laborer or materialman, for the performance of any labor or the furnishing of any material for any specific Alteration to, or repair of, the Demised Premises, the Building, or any part of either. Any mechanic's or other lien filed against the Demised Premises or the Building or the Real Property for work claimed to have been done for, or materials claimed to have been furnished to, Tenant, or based upon any act or omission or alleged act or omission of Tenant (excluding any lien arising from the performance of the Work pursuant to Schedule A), shall be discharged by Tenant, at Tenant's sole cost and expense, by filing any bond required by law or otherwise, within ten (10) days after notice of the filing of such lien. Section 4.04. Tenant shall not, at any time prior to or during the Demised Term, directly or indirectly employ, or permit the employment of, any contractor, mechanic or laborer in the making Demised Premises, whether in connection with any Alteration or otherwise, if such employment will interfere or cause any labor conflict with other contractors, mechanics, or laborers engaged in the construction, maintenance or operation of such alteration, improvements and additions as herein providedthe Building by Landlord, Tenant further agrees or others. In the event of any such interference or conflict, Tenant, upon demand of Landlord, shall cause all contractors, mechanics or laborers causing such interference or conflict to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from leave the undertaking or making of such alterations, improvements and additionsBuilding immediately.

Alterations. Tenant agrees that it will not (a) remove or demolish any improvement or undertake any structural alterations of any building which is part of the buildings Premises or other improvements erected upon any portion thereof or otherwise comprising the Demised Premisesallow it to be removed or demolished, without the prior written consent of Landlord, which may be witbheld at Landlord's sole discretion. Notwithstanding the foregoing, Landlord agrees that Tenant shall be permitted to make any changes or alterations in or to the Premises without the requirement of obtaining Landlord's consent therefor, provided that suefi Alterations do not constitute a "Major Alteration". A "Major Alteration" shall mean an alteration to the Improvements which is eshmated to cost more than $100,000 and involves: (a) alteration, removal, cutting, or adding to any structural component of the building (including, without limitation, walls, exterior windows, roofs, or floor slabs or any building system), (b) an alteration to non-residential areas which has a significant adverse effect on services which are provided to residents, or (c) changing any category within the unit mix by more than twenty percent (20%). Tenant agrees not to make any other alterations Major Alterations to the Premises without first obtaining the Landlord's written consent thereto, which would change the character consent shall not be unreasonably withheld, and subject to Tenant's compliance with all of the buildings remaining qualifications set forth in this Section 6.2. It shall be deemed reasonable for Landlord to withhold its consent to a Major Alteration for the following reasons, among others: such Major Alteration would (i) materially and adversely affect the character, value, usefulness or other improvements comprising rentability of the Demised building or the Premises or which would weakenany part thereof or any of the facilities, equipment or improvements therein, (ii) weaken or impair (temporarily or otherwise in any way affect permanently) the structural aspects structure of integrity of or the building, (iu) materially lessen the value usable area of the Demised Premises and/or building, or (iv) not be consistent with the buildings use permitted hereunder by any future occupant. Landlord shall respond to Tenant's request for approval within thirty (30) days of Landlord's receipt of complete plans and other improvements comprising specifications. Landlord's failure to respond within the Demised Premisesapplicable dme period set forth in the preceding sentence shall be deemed to be approval of the proposed Major Alterations. If Landlord disapproves any proposed Major Alterations, Landlord shall set forth in wridng the reasons for such disapproval with reasonable specificity. If Tenant fails to obtain Landlord's prior written consent for any Major Alteration, and such consent is required under this Lease or Tenant fails to notify Landlord in writing of any Alteration, then such alteration must be removed/restored at the end of the Lease Term. With respect to any alterations permitted alteration for which Tenant requests Landlord's consent (as required hereunder) or of which Landlord is otherwise notified, said alteration shall not be required to be made removed/restored by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses and charges thereof, (b) make at the end of the term unless Landlord reasonably specifies the same in accordance with all applicable laws and building codes for removal in a good and workmanlike manner, notice delivered to Tenant either (ci) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, within fifteen (d15) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason days after receipt of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value Tenant's notice of the Demised Premisesalteration, or (ii) within the applicable 30 day period during which Landlord shall respond to Tenant's request for approval of plans and specifications. Without limitation, Landlord shall be deemed reasonable in requiring removal/restoration for any of the reasons listed as (i) through (iv) above. All alterations, improvements and additions including any Major Alteration consented to the Demised Premises permitted to be made by Tenant hereunderLandlord, shall be made in accordance with quality and class at least equal to the original work and shall meet all building and fire codes, and all other applicable codes, rules, regulations, laws and ordinances. Tenant also agrees to maintain builder's risk insurance and shall cause its contractors to carry the types of insurance as a prudent owner or tenant would require. Landlord shall have the right to approve the plans and specifications previously submitted to Landlord for Landlord’s approvalany Major Alteration, which approval shall not be unreasonably withheld or delayed. Regardless of whether the Landlord's consent is required hereunder, and, except for removable trade fixtures, shall at once when made or installed be deemed Tenant agrees to have attached notify Landlord in wridug of the proposed alteration prior to the freehold and to have become the property commencement of Landlord and shall remain for the benefit of Landlord at the end of the term or other expiration of this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additionsany construction.

Alterations. Tenant agrees that it will Lessee shall not (a) demolish or undertake make any structural changes, alterations of any or additions to the leased premises, but Lessee shall have the right, at its expense, from time to time, having first obtained Lessor's written consent thereto (which consent shall not be unreasonably withheld) to make non-structural alterations, additions and changes in the leased premises; provided, however, that such alterations and changes shall not injure the safety of the buildings or other improvements erected upon or otherwise comprising the Demised Premises, without the prior written consent of Landlord or (b) make any other alterations which would change the character structure of the buildings or other improvements comprising the Demised Premises or which would weakenleased premises, impair or otherwise in any way affect the structural aspects of integrity of or lessen the nor diminish its value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to shall be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses and charges thereof, (b) make the same in accordance with all applicable laws and building codes done in a good and workmanlike mannermanner in a quality at least equal to the present construction, (c) cause and provided further that only upon Lessor's request, Lessee, at the same expiration or other termination of this Lease, shall restore the leased premises or Lessor designated portions thereof, to their original condition. Except as otherwise provided, upon expiration or earlier termination of this Lease, any such alteration, addition or change not required by Lessor to be performed removed shall become part of the real estate and the property of Lessor. Maintenance of such improvements installed by qualified contractors who Lessee shall be Lessee's exclusive responsibility. Lessee shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against permit any mechanic’s 's liens or other similar liens or claims to remain upon the leased premises in connection with work of any character performed or claimed to have been performed at the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value direction of the Demised Premises. All alterations, improvements Lessee and additions to the Demised Premises permitted shall cause any such lien to be made by Tenant hereunder, shall be made in accordance with all applicable laws released or removed forthwith without cost to Lessor. Lessee further covenants and plans and specifications previously submitted to Landlord for Landlord’s approval, which approval shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached to the freehold and to have become the property of Landlord and shall remain for the benefit of Landlord at the end of the term or other expiration of this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify save Lessor harmless and hold harmless Landlord indemnified from and against all costsinjury, expenses, liensloss, claims and damages or damage to any person or property occasioned by or arising out of, or resulting from the undertaking or making of any such alterations, improvements and additionswork.

Alterations. Tenant covenants and agrees that it will not to make any alterations, improvements and/or structural changes to the Premises and/or the Building costing more than Twenty-five Thousand Dollars (a$25,000) demolish or undertake any structural alterations of any of the buildings or other improvements erected upon or otherwise comprising the Demised Premises, without the prior written consent of Landlord, which consent Landlord or (b) make any other alterations which would change the character of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise agrees not to withhold unreasonably if such proposed changes are non-structural in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premisesnature. With respect to any alterations permitted to be made by Tenant pursuant to this Article Ten, Tenant shall have the right to make non-structural alteration to its Premises costing less than Twenty-five Thousand Dollars (a$25,000) pay all costsat any time during the Lease Term. Any alterations, expenses and charges thereofimprovements and/or structural changes shall, at the option of Landlord, be supervised by Landlord. Tenant further agrees that such alterations, improvements which cost in excess of Twenty-five Thousand Dollars (b$25,000) make the same in accordance with all applicable laws and building codes in and/or structural changes, which may be approved by Landlord as herein provided, shall not be begun until Tenant furnishes to Landlord a good and workmanlike manner, (c) cause the same sufficient mechanic's ▇▇▇▇ ▇▇▇▇ placed with a reliable bonding company authorized to be performed do business in Maryland in an amount deemed sufficient by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely Landlord to indemnify and hold harmless Landlord from and against any and all claims for mechanic’s 's liens for both labor and material, which may be made against the Premises or other liens against Landlord, or claims in connection with both, arising out of the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premisesimprovements and/or structural changes. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approval, which approval shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached to the freehold and to have become the property of Landlord and shall remain for the benefit of Landlord at the end of the term or other expiration of this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, including mechanic's liens claims and damages or demands of any nature whatsoever arising out ofof any work performed, materials furnished or resulting obligations incurred by or for Tenant upon the Premises during the Term of this Lease, and agrees not to suffer such lien to be obtained or created. Should any injury or damage to the Premises result, directly or indirectly, from such alterations of the undertaking Premises to their previous condition, Tenant at its sole cost and expense shall promptly repair such injury or making of such alterations, improvements and additionsdamage.

Alterations. (A) Except as hereinafter expressly provided, Tenant agrees that it will shall not (a) demolish make or undertake permit to be made any structural alterations of alterations, additions, changes or improvements in or to the Premises or any of part thereof without first obtaining the buildings or other improvements erected upon or otherwise comprising the Demised Premises, without the prior written consent of Landlord or (b) make any other alterations which would change the character consent shall not be unreasonably withheld, provided Tenant has fully complied with each and every one of the buildings terms, covenants and conditions in this Agreement and, with respect to such alterations, additions, changes or other improvements comprising improvements, has provided Landlord with such liability insurance policies and/or surety bonds as Landlord may reasonably request). (B) Before requesting the Demised Premises or which would weakenLandlord's consent, impair or otherwise in any way affect the structural aspects of integrity of or lessen Tenant shall submit to the value Landlord two copies of the Demised Premises and/or detailed plans and specifications of such proposed alterations, changes, additions or improvements, one of which may be retained by the buildings and other improvements comprising the Demised PremisesLandlord. With respect The Landlord shall be entitled to withhold its consent to any alterations permitted to be made by such alterations, additions, changes, or improvements, until such time as the Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses and charges thereof, (b) make provides the same in accordance Landlord with all applicable laws and building codes in a good and workmanlike manner, (c) cause reasonable evidence of the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason approval of such alterations, not thereby additions, changes or improvements by any and all municipal, state, federal or other governmental or other authorities, offices and departments now existing or hereafter created having jurisdiction in the Premises, and by the holder of any mortgage superior in lien to this Lease. (eC) by reason The Landlord, its architect, agents and employees, shall have the right to enter upon the Premises in a reasonable manner and at all reasonable times during the course of any such alterations, not thereby reduce additions, changes or improvements for the economic value purpose of inspection and determining whether such work conforms to the approved plans and specifications and with the agreements herein contained. (D) Throughout the term hereof, Tenant, at its own cost and expense, will cause any and all mechanics' liens and perfections of the Demised same which may be filed against the Premises to be paid and satisfied of record within thirty (30) days after Landlord sends to Tenant written notice by registered mail of the filing of any notice thereof against the Premises or the owner, for or purporting to be for labor or materials alleged to be furnished or to be charged by or for Tenant at the Premises. All , or will bond such mechanics' liens and use its best efforts to have such liens discharged by an order of a court of competent jurisdiction within said thirty (30) day period. (E) Tenant also covenants and agrees that any alterations, improvements and additions or other work once begun will be prosecuted with reasonable diligence to completion and, subject to the Demised provisions of Subsection 6(D), be paid for by Tenant, free and clear of liens or encumbrances against the Premises permitted to or Landlord, and will be made by Tenant hereunder, shall be made performed in all respects in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approval, which approval shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached to the freehold and to have become the property of Landlord and shall remain for the benefit of Landlord at the end of the term or other expiration of this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additionslaw.

Alterations. Tenant agrees that it will shall not make or suffer to be made any alterations, additions or improvements in, on or to the Premises or any part thereof which would (ai) demolish materially reduce the value of the Premises to a third party user for any legally permitted use, (ii) create or undertake increase the likelihood of a hazardous or illegal condition, (iii) together with any other related Alterations or series of related Alterations, cost in excess of Two Hundred Fifty Thousand Dollars ($250,000) in any twelve (12) month period, (iv) alter the footprint of the Improvements or the structural alterations components of the Improvements, (v) increase the risk of any of Hazardous Material being released or discharged at or from the buildings or other improvements erected upon Premises or otherwise comprising increase any environmental risk to the Demised Premises, without (vi) result in Tenant or Landlord being obligated to perform any remediation of any Hazardous Material, or (vii) result in the rescinding or modification of any waiver or stand-still agreement as to environmental compliance matters, zoning or any other Legal Requirements granted by any governmental agency without, in each case, the prior written consent of Landlord and any Mortgagee (any such alterations, additions or improvements described in any of clauses (bi) make through (vii) being referred to as "Alterations"). Without limitation of Landlord's right to withhold its consent to such Alterations (A) Landlord may withhold its consent if an Event of Default then exists and (B) any other alterations which would change consent to the character making of Alterations may be conditioned on the requirement that Tenant remove any such Alterations at the end of the buildings or other improvements comprising Term (as it may be extended) and put the Demised Premises or which would weakenback into its former condition, impair or otherwise in and repair any way affect damage to the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premisescaused thereby. With respect If Landlord's consent to any alterations permitted to be made by Tenant pursuant to Alterations is required under this Article TenParagraph 11, Tenant shall (a) pay all costs, expenses not commence the work until and charges thereof, (b) make the same in accordance with all applicable laws unless Landlord and building codes in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who any Mortgagee shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, shall be made in accordance with all applicable laws and have approved plans and specifications previously submitted to Landlord for Landlord’s approvalsuch Alterations, which approval shall not be unreasonably withheld or delayed. In the event Tenant makes any changes in or to any mechanical component of the Premises (for example, anda portion of the HVAC system), except Tenant shall replace the same with new mechanicals of equal or greater value and utility. In the event Tenant makes any Alterations of the Premises in connection with the use of the Premises (or a portion thereof) for removable trade fixturesany permitted purpose which is materially different from Tenant's use upon the commencement of this Lease, shall at once when made or installed be deemed to have attached to the freehold and to have become the property of Landlord and shall remain for the benefit of Landlord then upon Landlord's request at the end of the term Term (as it may be extended), Tenant shall remove any such Alterations and put the Premises back into its former condition suitable for the use permitted on the date hereof under Paragraph 3, and repair any damage to the Premises caused thereby; provided, however, if Tenant provides Landlord with reasonable prior notice of such Alterations (including all information and drawings pertaining thereto as Landlord may reasonably request), and Tenant expressly requests in such notice that Landlord do so, then Landlord shall, within ten (10) business days after receipt of such notice (and related information and drawings), give Tenant notice as to whether or other expiration not Landlord will require Tenant to remove any such Alterations at the end of the Term and repair any damage caused thereby. Minor decorations to the Premises, such as painting and wallpapering, shall not constitute Alterations for purposes of this Lease Lease. All Alterations shall be constructed in as a good order and condition as they were when installed, reasonable wear and tear exceptedworkmanlike manner in compliance with all Legal Requirements. In Tenant shall satisfy the event following conditions in the making of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against connection with all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additions.Alterations:

Alterations. Tenant agrees that it will not (a) The Tenant shall not: (i) demolish the Premises or undertake do anything which would or might damage or injure them or divide them up or merge them with any structural alterations of any of the buildings or other improvements erected upon or otherwise comprising the Demised Premises, without the prior written consent of Landlord or property; (bii) make any other external alterations or additions to or do anything which would change the character external appearance of the buildings Premises; (iii) make any structural alterations or additions to the Premises; or (iv) erect any new structure on or make any other improvements comprising alteration or addition to the Demised Premises or which would weaken, impair or otherwise Premises; except in any way affect accordance with the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses and charges thereof, following provisions. (b) The Tenant shall not be permitted to make structural alterations, additions, demolish or change the same external appearance of the Premises other than in accordance with all applicable laws and building codes in a good and workmanlike manner, relation to either the Building Improvement Works [or the Capital Premises Works]. (c) cause the same The Tenant shall be entitled to be performed by qualified contractors who shall not create any labor make internal non structural alterations or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted and to be made by Tenant hereunderput up, shall be made take down and alter internal free- standing partitions: (i) which do not affect or prejudice the Landlord's rights under any warranties as to the design and construction of the Premises or anything in accordance them; (ii) which do not affect or interfere with all applicable laws and plans and specifications previously submitted to Landlord for any Services or Service Media in the Premises; (iii) with the consent of the Landlord’s approval, which approval shall not be unreasonably withheld or delayed; in which case the Tenant shall comply with the following obligations. (d) Before commencement of any of the works referred to in clause (c) above, and, except for removable trade fixtures, shall at once when made the Tenant shall: (i) obtain an Approved Set of Drawings from the Landlord and supply the Landlord with a duplicate set of those drawings; (ii) notify the Landlord in writing of the full reinstatement cost of anything which the Tenant will be installing in the Premises which may be or installed be deemed to have attached to the freehold and to have become the property of the Landlord; (iii) enter into such covenants as the Landlord shall reasonably require with regard to the execution of the work and the reinstatement of the Premises; (iv) obtain all necessary consents for the work, under any Enactment; (v) notify the Landlord in writing of its intention to commence the work so that the Landlord may notify its insurers; (vi) make a written declaration that the Tenant is the sole client for the purposes of the Construction Regulations; (vii) provide the Landlord with a copy of that declaration and the acknowledgement of it from the Health and Safety Executive; and (viii) provide any security which the Landlord reasonably requires to enable the Landlord to reinstate the Premises or to complete any work which the Tenant starts but does not finish. (e) The Tenant shall use all reasonable endeavours to start and finish the work within such time frame as the Landlord and Tenant shall remain agree acting reasonably and shall carry out and complete that work in accordance with the Approved Set of Drawings and all the other provisions of this lease. (f) The Tenant shall notify the Landlord, immediately and in writing, on completion of the work. (g) Neither the Landlord nor its advisers shall be liable for the benefit design or execution of any alterations or additions made by the Tenant, even though they may have approved the drawings for them or supervised their execution. (h) Where the Landlord at has reasonably required in the end giving of its consent in accordance with sub-clause 6.8(d)(iii) the term Tenant shall remove any alterations or other expiration of this Lease in as good order additions from the Premises and restore the Premises to the condition as they were when installedevidenced by the Schedule of Condition, reasonable wear and tear excepted. In unless the event in Landlord gives the making of such alteration, improvements and additions as herein provided, Tenant further agrees written permission not to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additionsdo so.

Alterations. Tenant agrees that it will not (a) demolish Tenant shall not make Alterations which would (after the completion thereof) (i) affect the Leased Premises Structure and Systems or undertake any structural alterations exterior or common areas appearance, (ii) enlarge the size of any building(s) that are a part of the buildings Leased Premises, (iii) affect access to or other improvements erected upon from the Leased Premises, (iv) penetrate the roof of the Building, or otherwise comprising (v) reduce the Demised size of any parking areas on the Leased Premises, without (x) Landlord's written consent in each instance, which consent Landlord agrees not to unreasonably withhold or delay, subject to Tenant's compliance with all of the provisions of the following paragraph, and (y) any Lender's prior written consent of Landlord or (b) make any other alterations which would change if such consent is required under the character terms of the buildings or other improvements comprising Mortgage). In order for Landlord to review and approve the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to be made by Tenant pursuant to this Article Tenproposed Alteration, Tenant shall deliver to Landlord (a1) pay all costs, expenses plans and charges thereofspecifications (or change orders) showing that the improvements and the methods of installation described therein comply with Laws and the Permitted Exceptions, (b2) make plans and specifications (or change orders) that are sufficiently detailed to allow construction of the same in accordance with all applicable laws and building codes Lease Agreement for Forest Park Medical Center at Southlake Alterations in a good and workmanlike manner, and (c3) cause plans and specifications showing that the same to be performed by qualified contractors who improvements and methods of installation described therein will not adversely affect the Leased Premises Structure or Systems. Tenant may make any other Alterations without the prior written consent of the Landlord provided such Alterations comply with all of the provisions of the following paragraph. Landlord's approval of Alterations shall not create be a representation by Landlord that such Alterations comply with any labor Law or other disturbance at with the Demised Premises while performing sameREA. Approval by Landlord of any of Tenant's drawings or plans and specifications shall not constitute a representation or warranty by Landlord as to the adequacy or sufficiency of such drawings or plans and specifications, (d) fully and completely indemnify and hold harmless or the Alterations to which they relate, for any use, purpose, or condition, but such approval shall merely be the approval of Landlord from and against as required hereunder. If Landlord engages any mechanic’s liens or other liens or claims third party in connection with the making thereof review or construction of any Alterations, Tenant shall reimburse Landlord the actual reasonable and customary expenses incurred by Landlord in connection with engaging such third party. (eb) by reason of In the event that Landlord gives its prior written consent to any Alterations, or if such alterationsconsent is not required, not thereby and Tenant agrees that in connection with any Alteration: (ei) by reason of such alterations, not thereby reduce the economic fair market value of the Demised Premises. All alterationsLeased Premises shall not be lessened in any material respect after the completion of any such Alteration, improvements or its structural integrity impaired or its systems adversely affected; (ii) the Alteration and additions to the Demised Premises permitted any Alteration theretofore made or thereafter to be made by Tenant hereundershall not in the aggregate reduce the gross floor area of the Improvements (provided, shall be made in accordance with all applicable laws and plans and specifications previously submitted however, that modifications to Landlord for Landlord’s approvalthe interior of the Improvements, which approval including, without limitation, interior walls, shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached reduce the gross floor area); (iii) all such Alterations shall be performed in a good and workmanlike manner using new materials of a quality at least equal to the freehold quality of the original Improvements, and shall be expeditiously completed in compliance with all Legal Requirements and the REA, and Tenant shall deliver to have become Landlord upon completion reproducible “as built” drawings of such Alterations, certified as accurate by the architect or engineer selected by Tenant to supervise such work, and copies of any new or revised Certificates of Occupancy; (iv) all work done in connection with any such Alteration shall comply with all Insurance Requirements and Tenant shall provide Landlord with a certificate evidencing the insurance required under Paragraph 15(b)(vi); (v) Tenant shall promptly pay all costs and expenses of any such Alteration, and shall (subject to the provisions of Paragraph 19 hereof) discharge all liens filed against any of the Leased Premises arising out of the same; (vi) Tenant shall procure and pay for all permits and licenses required in connection with any such Alteration; (vii) all such Alterations shall be the property of Landlord and shall remain be subject to this Lease; and (viii) any Alteration which involves the Leased Premises Structure or Systems, or enlarges the size of any Improvements, or the estimated cost of which in any one instance exceeds One Hundred Thousand Dollars ($100,000.00), shall be (A) made under the supervision of an architect or engineer reasonably acceptable to Landlord and in accordance with plans and specifications which shall be submitted to Landlord for Landlord's review and approval prior to the commencement of the Alterations, and (B) performed by a contractor reasonably acceptable to Landlord. Tenant shall promptly reimburse Landlord for the benefit of actual reasonable and customary expenses incurred by Landlord at the end of the term in connection with engaging such architect or other expiration of this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additionsengineer.

Alterations. Tenant agrees Borrower shall not, and shall not permit ▇▇▇▇▇▇ Cushion Entity and ▇▇▇▇▇▇ Borrowers to make any alteration of any Improvement without obtaining Table of Contents Lender’s prior consent to such alterations, which consent shall not be unreasonably withheld, conditioned or delayed. Notwithstanding the foregoing, Lender’s consent shall not be required in connection with any alterations that it will not (a) demolish have a material adverse effect on any Borrower’s, ▇▇▇▇▇▇ Borrowers’ or undertake any structural alterations of any of the buildings or other improvements erected upon or otherwise comprising the Demised Premises▇▇▇▇▇▇ Cushion Entity’s financial condition, without the prior written consent of Landlord or (b) make any other alterations which would change the character of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or applicable Individual Property or the buildings and other improvements comprising the Demised Premises. With Net Operating Income, provided that such alterations with respect to any alterations permitted to be made by Tenant pursuant to this Article Ten, Tenant shall the applicable Individual Property (a) pay all costs, expenses and charges thereofare made in connection with tenant improvement work performed pursuant to the terms of any Lease executed on or before the date hereof or any Lease executed after the date hereof in accordance with the terms of this Agreement, (b) make the same in accordance with all applicable laws related solely to furniture, fixtures and building codes in a good and workmanlike mannerequipment, (c) cause have been provided for in the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing sameApproved Annual Budget, (d) fully do not adversely affect any structural component of any Improvements on the applicable Individual Property, any utility or HVAC system contained in any Improvements or the exterior of any building constituting a part of any Improvements and completely indemnify the aggregate cost thereof does not exceed the lesser of One Million and hold harmless Landlord from and against any mechanic’s liens 00/100 Dollars ($1,000,000) or other liens three percent (3%) of the Release Amount attributed to such Individual Property or claims (e) are performed in connection with the making thereof and (e) by reason Restoration of such alterations, not thereby and (e) by reason an Individual Property after the occurrence of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, shall be made a Casualty or Condemnation in accordance with the terms and provisions of this Agreement. To the extent Lender’s prior written approval is required pursuant to this Section 5.1.21, Lender shall have thirty (30) days from receipt of written request and any and all applicable laws reasonably required information and plans documentation relating thereto in which to approve or disapprove such request and specifications previously submitted such written request shall state thereon in bold letters of 14 point font or larger that action is required by Lender and Lender’s consent will be deemed given if there is no response by Lender. If Lender fails to Landlord for Landlordapprove or disapprove the request within such thirty (30) days, Lender’s approval, which approval shall not be unreasonably withheld deemed given. Should Lender fail to approve any such request, Lender shall give Borrower written notice setting forth in reasonable detail the basis for such disapproval. If the total unpaid amounts due and payable with respect to alterations to the Improvements at any Individual Property (other than such amounts to be paid or delayed, and, except for removable trade fixtures, reimbursed by tenants under the Leases or from the Mortgage Reserve Funds) shall at once when made any time exceed the lesser of One Million and 00/100 Dollars ($1,000,000) or installed three percent (3%) of the Release Amount attributed to such Individual Property (the “Alteration Threshold Amount”), Borrower shall promptly deliver to Lender as security for the payment of such amounts and as additional security for Borrower’s obligations under the Loan Documents any of the following: (A) cash or a Letter of Credit, (B) U.S. Obligations, (C) other securities having a rating acceptable to Lender and that the Rating Agencies have confirmed in writing will not, in and of itself, result in a downgrade, withdrawal or qualification of the initial, or, if higher, then current ratings assigned to any Securities or any class thereof in connection with any Securitization, or (D) a completion and payment bond issued by a financial institution having a rating by S&P of not less than “A-1+” if the term of such bond no longer than three (3) months or, if such term is in excess of three (3) months, issued by a financial institution having a rating that is reasonably acceptable to Lender and that, if required by Lender, the Rating Agencies have confirmed in writing will not, in and of itself, result in a downgrade, withdrawal or qualification of the initial, or, if higher, then current ratings assigned to any Securities or any class thereof in connection with any Securitization. Such security shall be, and shall be deemed adjusted from time to have attached time to be, in an amount equal to the freehold excess of the total unpaid amounts with respect to alterations to the Improvements on the applicable Individual Property (other than such amounts to be paid or reimbursed by tenants under the Leases or the Mortgage Reserve Funds) over the Alteration Threshold Amount and Lender may apply such security from time to have become the property of Landlord and shall remain for the benefit of Landlord time at the end option of the term or other expiration of this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees Lender to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of pay for such alterations, improvements and additions.. Notwithstanding

Alterations. Tenant agrees that it will not (a) The Tenant shall not: (i) demolish the Premises or undertake do anything which would or might damage or injure them or divide them up or merge them with any structural alterations of any of the buildings or other improvements erected upon or otherwise comprising the Demised Premises, without the prior written consent of Landlord or property; (bii) make any other external alterations or additions to or do anything which would change the character external appearance of the buildings Premises; (iii) make any structural alterations or additions to the Premises; or (iv) erect any new structure on or make any other improvements comprising alteration or addition to the Demised Premises or which would weaken, impair or otherwise Premises; except in any way affect accordance with the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses and charges thereof, following provisions. (b) The Tenant shall not be permitted to make structural alterations, additions, demolish or change the same external appearance of the Premises other than in accordance with all applicable laws and building codes in a good and workmanlike manner, relation to either the Building Improvement Works or the Capital Premises Works. (c) cause the same The Tenant shall be entitled to be performed by qualified contractors who shall not create any labor make internal non structural alterations or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted and to be made by Tenant hereunderput up, shall be made take down and alter internal free- standing partitions: (i) which do not affect or prejudice the Landlord's rights under any warranties as to the design and construction of the Premises or anything in accordance them; (ii) which do not affect or interfere with all applicable laws and plans and specifications previously submitted to Landlord for any Services or Service Media in the Premises; (iii) with the consent of the Landlord’s approval, which approval shall not be unreasonably withheld or delayed; in which case the Tenant shall comply with the following obligations. (d) Before commencement of any of the works referred to in clause (c) above, and, except for removable trade fixtures, shall at once when made the Tenant shall: (i) obtain an Approved Set of Drawings from the Landlord and supply the Landlord with a duplicate set of those drawings; (ii) notify the Landlord in writing of the full reinstatement cost of anything which the Tenant will be installing in the Premises which may be or installed be deemed to have attached to the freehold and to have become the property of the Landlord; (iii) enter into such covenants as the Landlord shall reasonably require with regard to the execution of the work and the reinstatement of the Premises; (iv) obtain all necessary consents for the work, under any Enactment; (v) notify the Landlord in writing of its intention to commence the work so that the Landlord may notify its insurers; (vi) make a written declaration that the Tenant is the sole client for the purposes of the Construction Regulations; (vii) provide the Landlord with a copy of that declaration and the acknowledgement of it from the Health and Safety Executive; and (viii) provide any security which the Landlord reasonably requires to enable the Landlord to reinstate the Premises or to complete any work which the Tenant starts but does not finish. (e) The Tenant shall use all reasonable endeavours to start and finish the work within such time frame as the Landlord and Tenant shall remain agree acting reasonably and shall carry out and complete that work in accordance with the Approved Set of Drawings and all the other provisions of this lease. (f) The Tenant shall notify the Landlord, immediately and in writing, on completion of such work. (g) Neither the Landlord nor its advisers shall be liable for the benefit design or execution of any alterations or additions made by the Tenant, even though they may have approved the drawings for them or supervised their execution. (h) Where the Landlord at has reasonably required in the end giving of its consent in accordance with sub-clause 6.8(d)(iii) the term Tenant shall remove any alterations or other expiration of this Lease in as good order additions from the Premises and restore the Premises to the condition as they were when installedevidenced by the Schedule of Condition, reasonable wear and tear excepted. In unless the event in Landlord gives the making of such alteration, improvements and additions as herein provided, Tenant further agrees written permission not to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additionsdo so.

Alterations. 6.1 Except for those, if any, specifically provided for in Exhibit B to this Lease, Tenant agrees that it will shall not (a) demolish make or undertake suffer to be made any structural alterations alterations, additions, or improvements, including, but not limited to, the attachment of any fixtures or equipment in, on, or to the Premises or any part thereof or the making of the buildings or other any improvements erected upon or otherwise comprising the Demised Premisesas required by Article 7, without the prior written consent of Landlord or (b) make any other alterations which would change the character of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised PremisesLandlord. With respect to any alterations permitted to be made by Tenant pursuant to this Article TenWhen applying for such consent, Tenant shall (a) pay all costsshall, expenses and charges thereofif requested by Landlord, (b) make the same in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, shall be made in accordance with all applicable laws and furnish complete plans and specifications previously submitted to Landlord for such alterations if required by the applicable planning or building department, additions and improvements. Landlord’s approval, which approval 's consent shall not be unreasonably withheld or delayedwith respect to alterations which (a) are not structural in nature, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached to (b) are not visible from the freehold and to have become the property of Landlord and shall remain for the benefit of Landlord at the end exterior of the term Building, (c) do not affect or require modification of the Building's electrical, mechanical, plumbing, HVAC or other expiration systems, and (d) in aggregate do not cost more than $5.00 per rentable square foot of this Lease that portion of the Premises affected by the alterations in as good order and condition as they were when installed, reasonable wear and tear excepted. question. 6.2 In the event in Landlord consents to the making of any such alteration, improvements addition or improvement by Tenant, the same shall be made by using a contractor reasonably approved by Landlord, in either event at Tenant's sole cost and additions as herein providedexpense. 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 further agrees to indemnify shall be responsible for and hold Landlord harmless from any and all delays, damages and extra costs suffered by Landlord from and against all costsas a result of any dispute with any labor unions concerning the wage, expenseshours, liens, claims and damages arising out of, terms or resulting from conditions of the undertaking or making 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 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 proposed by Tenant shall be constructed in accordance with all government laws, ordinances, rules and additionsregulations, using Building standard materials where applicable, and Tenant shall, prior to construction, provide the additional insurance required under Article 11 in such case, and also all such assurances to Landlord as Landlord shall reasonably require to assure payment of the costs thereof, including but not limited to, notices of non-responsibility, waivers of lien, surety company performance bonds and funded construction escrows and to protect Landlord and the Building and appurtenant land against any loss from any mechanic's, materialmen's or other liens. Tenant shall pay in addition to any sums due pursuant to Article 4, any increase in real estate taxes attributable to any such alteration, addition or improvement for so long, during the Term, as such increase is ascertainable; at Landlord's election said sums shall be paid in the same way as sums due under Article 4.

Alterations. Tenant agrees that it will not (a) remove or demolish any improvement or undertake any structural alterations of any building which is part of the buildings Premises or other improvements erected upon any portion thereof or otherwise comprising the Demised Premisesallow it to be removed or demolished, without the prior written consent of Landlord, which may be withheld at Landlord's sole discretion. Notwithstanding the foregoing, Landlord agrees that Tenant shall be permitted to make any changes or alterations in or to the Premises without the requirement of obtaining Landlord's consent therefor, provided that such Alterations do not constitute a "Major Alteration". A "Major Alteration" shall mean an alteration to the Improvements which is estimated to cost more than $100,000 and involves: (a) alteration, removal, cutting, or adding to any structural component of the building (including, without limitation, walls, exterior windows, roofs, or floor slabs or any building system), (b) an alteration to non-residential areas which has a significant adverse effect on services which are provided to residents, or (c) changing any category within the unit mix by more than twenty percent (20%). Tenant agrees not to make any other alterations Major Alterations to the Premises without first obtaining the Landlord's written consent thereto, which would change the character consent shall not be unreasonably withheld, and subject to Tenant's compliance with all of the buildings remaining qualifications set forth in this Section 6.2. It shall be deemed reasonable for Landlord to withhold its consent to a Major Alteration for the following reasons, among others: such Major Alteration would (i) materially and adversely affect the character, value, usefulness or other improvements comprising rentability of the Demised building or the Premises or which would weakenany part thereof or any of the facilities, equipment or improvements therein, (ii) weaken or impair (temporarily or otherwise in any way affect permanently) the structural aspects structure of integrity of or the building, (iii) materially lessen the value usable area of the Demised Premises and/or building, or (iv) not be consistent with the buildings use permitted hereunder by any future occupant. Landlord shall respond to Tenant's request for approval within thirty (30) days of Landlord's receipt of complete plans and other improvements comprising specifications. Landlord's failure to respond within the Demised Premisesapplicable time period set forth in the preceding sentence shall be deemed to be approval of the proposed Major Alterations. If Landlord disapproves any proposed Major Alterations, Landlord shall set forth in writing the reasons for such disapproval with reasonable specificity. If Tenant fails to obtain Landlord ' s prior written consent for any Major Alteration, and such consent is required under this Lease or Tenant fails to notify Landlord in writing of any Alteration, then such alteration must be removed/restored at the end of the Lease Term. With respect to any alterations permitted alteration for which Tenant requests Landlord's consent (as required hereunder) or of which Landlord is otherwise notified, said alteration shall not be required to be made removed/restored by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses and charges thereof, (b) make at the end of the term unless Landlord reasonably specifies the same in accordance with all applicable laws and building codes for removal in a good and workmanlike manner, notice delivered to Tenant either (ci) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, within ten (d10) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason days after receipt of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value Tenant's notice of the Demised Premisesalteration, or (ii) within the applicable 30-day period during which Landlord shall respond to Tenant's request for approval of plans and specifications. Without limitation, Landlord shall be deemed reasonable in requiring removal/restoration for any of the reasons listed as (i) through (iv) above. All alterations, improvements and additions including any Major Alteration consented to the Demised Premises permitted to be made by Tenant hereunderLandlord, shall be made in accordance with quality and class at least equal to the original work and shall meet all building and fire codes, and all other applicable codes, rules, regulations, laws and ordinances. Tenant also agrees to maintain builder's risk insurance and shall cause its contractors to carry the types of insurance as a prudent owner or tenant would require. Landlord shall have the right to approve the plans and specifications previously submitted to Landlord for Landlord’s approvalany Major Alteration, which approval shall not be unreasonably withheld or delayed. Regardless of whether the Landlord's consent is required hereunder, and, except for removable trade fixtures, shall at once when made or installed be deemed Tenant agrees to have attached notify Landlord in writing of the proposed alteration prior to the freehold and to have become the property commencement of Landlord and shall remain for the benefit of Landlord at the end of the term or other expiration of this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additionsany construction.

Alterations. Tenant agrees that it will Subject to the provisions of this ▇▇▇▇▇▇▇▇▇ ▇▇, ▇▇▇▇▇▇ shall not make any alterations, additions or improvements to the Premises or any portion thereof (a“Alterations”) demolish or undertake any structural alterations of any of the buildings or other improvements erected upon or otherwise comprising the Demised Premiseswithout, without in each instance, the prior written consent of Landlord or (b) Lessor. Notwithstanding the foregoing, Lessee shall have the right, upon notice to, but without the consent of Lessor, to make any other alterations which would change Alterations where same are non-structural, do not require openings on the character roofs or exterior walls of the buildings or other improvements comprising Buildings, do not affect any Building system, and the Demised Premises or which would weaken, impair or otherwise cost of same does not exceed $250,000.00 in the aggregate in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premisestwelve (12) month period. With respect to any alterations permitted to Any Alterations by Lessee hereunder shall be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses and charges thereof, (b) make the same in accordance with all applicable laws and building codes done in a good and workmanlike mannermanner in compliance with any applicable governmental laws, statutes, ordinances and regulations. Before commencing any Alterations requiring Lessor’s consent: (ci) cause the same to be performed plans and specifications therefore, prepared by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereundera licensed architect, shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approval, which and approved by Lessor (such approval shall not be unreasonably withheld or delayed); (ii) Lessee shall furnish to Lessor an estimate of the cost of the proposed work, andcertified by the architect who prepared such plans and specifications; (iii) all contracts for any proposed work shall be submitted to and approved by Lessor; (iv) Lessee shall furnish Lessor with a satisfactory certificate or certificates from an insurance company acceptable to Lessor reflecting insurance coverage reasonably acceptable to Lessor; and (v) Lessee shall either furnish to Lessor a bond in form and substance satisfactory to Lessor, except or such other security reasonably satisfactory to Lessor to insure payment for removable trade fixturesthe completion of all work free and clear of liens. Upon completion of any Alterations, Lessee shall at once when made furnish Lessor with copies of all plans received by Lessee in connection with the Alterations. The terms of this Paragraph 17 shall not be applicable to work performed by Lessee for purposes of maintaining the Buildings or installed be deemed to have attached other improvements. (All Alterations which are expressly authorized pursuant to the freehold and terms of this Paragraph 17 or for which Lessor has issued its written consent shall be referred to have herein as “Approved Alterations”.) At Lessor’s option, at the termination of this Lease, (i) all Alterations shall become the property of Landlord Lessor and shall remain for upon and be surrendered with the benefit of Landlord Premises as a part thereof at the end termination of this Lease; or (ii) any or all of the term or Alterations, other expiration of this Lease in as good order than Approved Alterations, must be removed by Lessee, and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees Premises must be restored to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additionsits original condition.

Alterations. Tenant agrees that it will shall not (a) demolish make any alterations, additions or undertake any structural alterations of any of ----------- improvements to the buildings or other improvements erected upon or otherwise comprising the Demised Premises, Premises without the prior written consent of Landlord or (b) make any other alterations which would change Landlord. Notwithstanding the character of the buildings or other improvements comprising the Demised Premises or which would weakenforegoing, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With Tenant shall not be required to obtain Landlord's consent with respect to any alterations permitted alteration which (i) does not affect the exterior of the Building, the Building Structure or load bearing portions of the Building, (ii) does not adversely affect the mechanical systems, plumbing systems, the HVAC System or other systems in the Building, and (iii) the cost of which does not exceed $25,000; provided that Tenant provides Landlord with a reasonable description of the alteration at least seven (7) days prior to undertaking such alteration. Landlord shall not be made by required to notify Tenant pursuant of whether it consents to this Article Tenany alteration, Tenant shall addition or improvements until it (a) pay all costs, expenses has received plans and charges thereof, (b) make specifications therefor which are sufficiently detailed to allow construction of the same in accordance with all applicable laws and building codes work depicted thereon to be performed in a good and workmanlike manner, and (cb) cause has had a reasonable opportunity to review them. If the same alteration, addition or improvement will affect the Building's Structure, HVAC System, or mechanical, electrical, or plumbing systems, then the plans and specifications therefor must be prepared by a licensed engineer reasonably acceptable to Landlord. Landlord's approval of any plans and specifications shall not be a representation that the plans or the work depicted thereon will comply with law or be adequate for any purpose, but shall merely be Landlord's consent to performance of the work. Upon completion of any alteration, addition, or improvement, Tenant shall deliver to Landlord accurate, reproducible as-built plans therefor. Tenant may erect shelves, bins, machinery and trade fixtures provided that such items (1) do not alter the basic character of the Premises; (2) do not overload or damage the same; and (3) may be removed without damage to the Premises. Unless Landlord specifies in writing otherwise, all alterations, additions, and improvements shall be Landlord's property when installed in the Premises. All work performed by a Tenant Party in the Building (including that relating to the installations, repair, replacement, or removal of any item) shall be performed in accordance with Law and with Landlord's specifications and requirements, in a good and workmanlike manner, and so as not to damage or alter the Building's Structure. Any contractors used by qualified contractors who Tenant must carry liability insurance reasonably acceptable to Landlord, and Tenant shall deliver evidence of such insurance to Landlord before any construction is commenced. In connection with any such alteration, addition, or improvement managed or supervised by Landlord, Tenant shall pay to Landlord an administration fee of 5% of all costs incurred for such work. Tenant shall be responsible for compliance with Americans With Disabilities Act of 1990 for the interior, non-structural portions of the Building [other than the Tenant Improvements which will be constructed in compliance with ADA and in accordance with Exhibit "B"], Landlord shall be responsible for compliance with the American With Disabilities Act of 1990 relative to the Building's Structure, and all exterior common areas including, but not create any labor or other disturbance at the Demised Premises while performing samelimited to, (d) fully parking areas, sidewalks, and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims access ways, unless such compliance is required solely in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value a Tenant alteration of the Demised Premises. All alterationsBuilding, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, in which case such compliance shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approval, which approval shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached to the freehold and to have become the property of Landlord and shall remain for the benefit of Landlord at the end of the term or other expiration of this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additionsTenant's responsibility.

Alterations. Tenant agrees that it will not (a) demolish Tenant shall make all additions, improvements and alterations (hereinafter "Alterations") on the Leased Premises, and on and to the improvements, parking areas, sidewalks, and equipment thereon, required pursuant to Section 9.1(c) below or undertake which may be made necessary by the act or neglect of Tenant, its employees, agents or contractors, or any structural alterations persons, firm or corporation, claiming by, through or under Tenant. Tenant shall have the right during the Lease Term to make Alterations as may be proper and necessary for the conduct of any its business and for the full beneficial use of the buildings or other improvements erected upon or otherwise comprising Leased Premises permitted herein, provided Landlord shall have first approved the Demised Premises, without Alteration if the prior written consent of Landlord or Alteration is an Approval Alteration (bas hereinafter defined) make any other alterations which would change the character of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to be made by Tenant pursuant to this Article Ten, provided further Tenant shall (a) pay when due all costs, expenses and charges thereof, (b) make the same in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens 's lien or other liens or claims in connection with the making thereof and (e) by reason of any such alterations, not thereby and (e) by reason of such alterations, not thereby reduce Alterations. Approval Alterations shall constitute any Alteration that shall diminish the economic fair market or rental value of the Demised Leased Premises. All alterations, improvements and additions or any Alteration of a structural nature to the Demised Premises permitted interior or exterior of the Leased Premises, or any Alterations to the main electrical, plumbing, heating, ventilating and air-conditioning systems. Tenant shall not make, nor permit to be made any Approval Alterations of the Leased Premises without first obtaining Landlord's approval thereof, which approval shall not be unreasonably withheld. Tenant shall promptly repair any damage to the Leased Premises caused by any Alterations of the Leased Premises by Tenant. Tenant hereunder, shall be made obligated to remove Approval Alterations which Landlord has consented to the extent that the consent of Landlord was conditioned upon the removal of such Alterations by Tenant. (b) As to any Alterations which Tenant is required hereunder to perform or to which Landlord consents, and as to any repairs costing in excess of $5,000.00, and as to any replacements whatsoever, or as to any work performed pursuant to Article XVIII hereof, such work shall be performed with rebuilt materials that are comparable to new materials and have been approved by Landlord or with new materials, in a good and workmanlike manner, strictly in accordance with plans and specifications therefor received by Landlord prior to the commencement of construction of the Alteration and first approved in writing by Landlord (which approval shall not be unreasonably withheld), if the Alteration is an Approval Alteration, and in accordance with all applicable laws and plans ordinances. Upon completion of any such work by or on behalf of Tenant, Tenant shall provide Landlord with such documents as Landlord may require (including, without limitation, sworn contractors' statements and specifications previously submitted to Landlord supporting lien waivers) evidencing payment in full for Landlord’s approvalsuch work, which approval shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached to the freehold and to have become the property of Landlord and shall remain for the benefit of Landlord at the end of the term or other expiration of this Lease in "as good order and condition as they were when installed, reasonable wear and tear exceptedbuilt" working drawings. In the event Tenant performs any work not in compliance with the making provisions of such alteration, improvements and additions as herein providedthis Section 9.1(b), Tenant further agrees shall, upon written notice from Landlord, as expeditiously as possible remove such work and restore the Leased Premises to indemnify their condition immediately prior to the performance thereof. (c) Tenant shall make all Alterations on the Premises, and hold harmless on and to the improvements, parking areas, sidewalks and equipment thereon required by any governmental authority and relating to Tenant's then actual use of the Leased Premises. Tenant shall not violate any law, ordinance or other governmental regulation in effect from time to time which relates to the manner in which the Tenant is then using the Leased Premises. Landlord from has not received any written notice stating that the Leased Premises and against said improvements, parking areas, sidewalks and equipment thereon are not in material compliance with all costslaws, expenses, liens, claims and damages arising out of, ordinances or resulting from the undertaking or making of such alterations, improvements and additionsother governmental regulations.

Alterations. Tenant agrees that it will not (a) demolish Except as set forth in this Paragraph 8 or undertake in Paragraph 12, Tenant shall not make any alterations, installations, changes, replacements, additions, or improvements (structural alterations or otherwise) (each an "Alteration") in or to the Premises or any part thereof without the consent of Landlord; provided, however, that Landlord shall not unreasonably withhold, condition or delay its consent to any of the buildings same which do not affect the structural, mechanical, electrical, hydraulic, plumbing, heating, ventilating or air conditioning systems serving either the Building or the Premises. All Alterations in the Premises (whether installed with or without Landlord's consent), shall at the election of Landlord remain in the Premises and be surrendered with the Premises at the expiration of this Lease without disturbance, molestation or injury; further provided, however, that any and all manufacturing items or other improvements erected items of Tenant's personalty shall remain Tenant's property and shall be removed by Tenant upon the expiration or otherwise comprising earlier termination of the Demised PremisesTerm. Should Landlord elect that Alterations made by Tenant in the Premises be removed upon expiration or termination of this Lease, without Tenant shall cause same to be removed and to repair any damage caused thereby and restore the prior written consent Premises at Tenant's sole cost and expense and Tenant shall reimburse Landlord for the cost of such removal together with any and all damages which Landlord or may suffer and sustain by reason of the failure of Tenant to remove the same and to repair and restore as set forth above. Tenant shall similarly restore any damage resulting from its removal of its personal property. (b) make Landlord is delivering the Premises to Tenant in their "AS IS" condition, without any other alterations representation or warranty of any kind, express or implied, as to their condition and without any obligation to perform any work or to pay for any third party or Tenant to perform any work. By its execution of this Lease, Tenant acknowledges that it has inspected Building and the Land and that they are in condition satisfactory to Tenant. (c) All of Tenant's work shall be done by contractors acceptable to Landlord in its reasonable discretion. Alterations by Tenant, including any initial build-out, shall be coordinated with any work being performed by Landlord. As further conditions to Landlord's approval of any proposed Alterations or additions by Tenant which would change the character of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted are to be made by Tenant pursuant to this Article Tena contractor, Tenant shall (acause the contractor(s) pay and subcontractor(s) to carry workmen's compensation insurance in statutory amounts, builder's risk insurance and comprehensive public liability insurance with limits as approved by Landlord, and Tenant shall deliver to Landlord certificates of all costs, expenses and charges thereof, (b) make the same in accordance with all applicable laws and building codes such insurance. Tenant's work shall be performed in a good first-class and workmanlike lien-free manner, (c) cause the same to be performed by qualified contractors who . Tenant shall not create be Landlord's agent for purposes of this work and Tenant shall be solely responsible for any labor mechanics' or other disturbance at the Demised Premises while performing samematerialmen's lien arising therefrom; Tenant shall pay, bond or otherwise release of record any such lien within ten (10) days after receiving notice of its existence. (d) fully Tenant shall promptly pay for any work done or material furnished in or about the Premises and completely shall not permit or suffer any lien to attach to the Premises, and Tenant shall indemnify and hold save Landlord harmless Landlord from and against any mechanic’s loss, liability, cost, or expense which may be incurred by Landlord with respect to any such lien or claim of lien. Tenant shall promptly cause any such liens or other liens or claims in connection with the making thereof and (e) which have arisen by reason of such alterations, not thereby and (e) any work claimed to have been undertaken by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted or through Tenant to be made released by payment, bond or otherwise within thirty (30) days after request by Landlord. Tenant shall have no authority or power, express or implied, to create or cause any lien, charge, or encumbrance of any kind against the Premises or the Building. Tenant shall notify all of its contractors and materialmen in writing that any liens relating to any work ordered by Tenant hereunder, shall be made attach to Tenant's leasehold estate in accordance with all applicable laws the Premises and plans and specifications previously submitted to Landlord for Landlord’s approval, which approval shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached to the freehold and to have become the property of Landlord and shall remain for the benefit of Landlord at the end of the term or other expiration of this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event encumber Landlord's interest in the making of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, Premises or resulting from the undertaking or making of such alterations, improvements and additionsBuilding.

Alterations. Tenant agrees that it will not (a) demolish Simclar accepts the Simclar Premises in as-is condition. Simclar's acceptance of the Simclar Premises as-is does not alter nor diminish Landlord's maintenance, repair and replacement obligations contained elsewhere in this Lease Agreement. (b) Simclar shall, at its sole cost and expense and subject to the provisions set forth in the Work Letter which is attached hereto as Exhibit D and incorporated herein by this reference, furnish and install or undertake cause to be furnished and installed in the Simclar Premises, in a good and workmanlike manner and with reasonable diligence, the Tenant Improvements (as defined in the Work Letter). With respect to the Tenant Improvements and all other alterations and improvements performed by Simclar at the Simclar Premises or the Building, Simclar shall be solely responsible, at Simclar's sole cost and expense, to obtain and maintain all applicable governmental approvals, permits, and licenses. (c) Simclar will promptly pay all costs associated with the Tenant Improvements, including but not limited to architectural, engineering, permit, construction, and other related costs, so that no lien against Lot 1 or Lot 4 can legitimately be placed. Simclar shall not cause or permit any structural alterations mechanics' liens, materialmen's liens or other liens to be filed against the Simclar Premises as a result of any of the buildings alterations or other work performed on the Simclar Premises, and will (within thirty (30) days after notice from Landlord to Simclar of such lien(s)) cause any such liens to be removed or Simclar shall obtain a bond in the amount of such lien while the matter is resolved. (d) All improvements erected upon or otherwise comprising alterations to the Demised Simclar Premises including, but not limited to the Tenant Improvements described above, shall be at Simclar's sole cost and expense and shall be performed in a good and workmanlike manner in accordance with all applicable laws and ordinances. (e) All improvements or alterations to the Simclar Premises, except the Tenant Improvements described above which shall be approved in accordance with the Work Letter, shall be subject to Landlord's prior written consent, which such consent shall not be unreasonably withheld; provided, however, Simclar may perform interior, non-structural modifications to the Simclar Premises, such as painting, relocation of a light fixture, etc., without the prior written consent of Landlord or (b) make any other alterations which would change the character of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses and charges thereof, (b) make the same in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, shall be made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approval, which approval shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached to the freehold and to have become the property of Landlord and shall remain for the benefit of Landlord at the end of the term or other expiration of this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additions.

Alterations. Tenant agrees Lessee shall make no alterations, installations, additions or improvements (hereinafter collectively called "ALTERATIONS") in or to the Demised Premises or the Building (other than Immaterial Alterations, hereinafter defined) without Lessor's prior written consent. Consent by Lessor to Lessee's Alterations shall not be unreasonably withheld, conditioned or delayed, except that it will not as to Alterations made subsequent to the Rent Commencement Date, Lessor may withhold its consent for any reason with regard to requested Alterations (aother than Immaterial Alterations) demolish or undertake any structural alterations of any by Lessee which (i) affect the structure of the buildings Building or other improvements erected upon the mechanical, plumbing or otherwise comprising electrical systems of the Demised PremisesBuilding, or (ii) could cause the imposition of additional costs or obligations on Lessor (which are not reimbursed or reimbursable by Lessee to Lessor's reasonable satisfaction). Except with respect to Immaterial Alterations (hereinafter defined), Lessee, at its sole cost and expense, shall provide Lessor with a copy of the original or revised full-floor mechanical and electrical plans for the floor or floors on which the Alterations are to be made, revised by the Building architect and engineers to show Lessee's proposed Alterations. If any Alterations are made without the prior written consent of Landlord Lessor (where such consent is required), Lessor may correct or (b) make remove the same, and Lessee shall be liable for any other alterations which would change and all expenses incurred by Lessor in the character performance of the buildings or other improvements comprising the Demised Premises or which would weaken, impair or otherwise in any way affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premisesthis work. With respect to any alterations permitted to All Alterations shall be made by Tenant pursuant to this Article Ten, Tenant shall (ai) pay all costs, expenses and charges thereofat Lessee's sole expense, (bii) make the same at such times and in such manner as Lessor may reasonably designate, (iii) in a good, workmanlike, first class and prompt manner, (iv) using new materials only, (v) in accordance with all applicable laws legal requirements and building codes in a good and workmanlike mannerthe requirements of any insurance company insuring the Building, (cvi) cause the same to be performed in accordance with Lessor's reasonable Construction Rules and (vii) only by qualified such contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims mechanics as are approved in connection writing by Lessor in accordance with the making thereof and (e) next following sentence. Approval of contractors or mechanics by reason of such alterationsLessor, which approval may not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunderunreasonably withheld, shall be made in accordance with all applicable laws based upon the contractors or mechanics being properly licensed, their financial posture, experience and plans and specifications previously submitted to Landlord for Landlord’s approval, which approval shall not be unreasonably withheld or delayed, and, except for removable trade fixtures, shall at once when made or installed be deemed to have attached to the freehold and to have become the property of Landlord and shall remain for the benefit of Landlord at the end of the term or other expiration of this Lease in as good order and condition as they were when installed, reasonable wear and tear exceptedpast job performance. In the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additions.An "

Alterations. Tenant agrees that it will not The Landlord reserves the right at any time and from time to time (ai) demolish to change or undertake any structural alterations of any alter the location, layout, nature or arrangement of the buildings Common Areas or any portion thereof, including but not limited to the arrangement and/or location of entrances, passageways, doors, corridors, stairs, lavatories, elevators, Parking Areas, and other improvements erected upon or otherwise comprising the Demised Premises, without the prior written consent of Landlord or (b) make any other alterations which would change the character public areas of the buildings Building (collectively referred to herein as the “Overflo Alterations”), and (ii) to construct additional improvements on the Project and make alterations thereof or other improvements comprising the Demised Premises additions thereto and build additional stories on or which would weaken, impair or otherwise in any way affect such buildings adjoining the structural aspects same; provided, however, that no such change or alteration shall deprive the Tenant of integrity of or lessen access to the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect To the extent that any Overflo Alteration materially impacts Tenant’s right to any alterations permitted to be made by Tenant pursuant to use the Premises as contemplated in this Article TenLease, Tenant shall (a) pay all costshave the right to review and approve such Overflo Alteration, expenses and charges thereof, (b) make the same in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) cause the same such approval not to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premisesunreasonably withheld. All alterations, improvements and additions to the Demised Premises permitted to be made by Tenant hereunder, shall be The alterations made in accordance with all applicable laws and plans and specifications previously submitted to Landlord for Landlord’s approval, which approval this Section shall not be unreasonably withheld included in Operating Costs. Tenant hereby agrees that any future subdivision of the Project, so as to create two or delayed, and, except for removable trade fixturesmore separate subdivided lots within the Project, shall at once when not be deemed an Overflo Alteration, and Tenant, therefore, shall have no approval rights over any such future subdivision; provided, however, that such waiver does not apply to any improvements made or installed to be deemed to have attached made to the freehold and to have become subdivided lots that will conflict with the property of Landlord and shall remain for the benefit of Landlord at the end of the term or other expiration terms of this Lease in as good order and condition as they were when installed, reasonable wear and tear excepted. In the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additionsLease.

Alterations. Tenant agrees that it will not (a) The Tenant shall not: (i) demolish the Premises or undertake do anything which would or might damage or injure them or divide them up or merge them with any structural alterations of any of the buildings or other improvements erected upon or otherwise comprising the Demised Premises, without the prior written consent of Landlord or property; (bii) make any other external alterations or additions to or do anything which would change the character external appearance of the buildings Premises; (iii) make any structural alterations or additions to the Premises; or (iv) erect any new structure on or make any other improvements comprising alteration or addition to the Demised Premises or which would weaken, impair or otherwise Premises; except in any way affect accordance with the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted to be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses and charges thereof, following provisions. (b) The Tenant shall not be permitted to make structural alterations, additions, demolish or change the same external appearance of the Premises other than in accordance with all applicable laws and building codes in a good and workmanlike manner, relation to either the Building Improvement Works or the Capital Premises Works. (c) cause the same The Tenant shall be entitled to be performed by qualified contractors who shall not create any labor make internal non structural alterations or other disturbance at the Demised Premises while performing same, (d) fully and completely indemnify and hold harmless Landlord from and against any mechanic’s liens or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value of the Demised Premises. All alterations, improvements and additions to the Demised Premises permitted and to be made by Tenant hereunderput up, shall be made take down and alter internal free- standing partitions: (i) which do not affect or prejudice the Landlord's rights under any warranties as to the design and construction of the Premises or anything in accordance them; (ii) which do not affect or interfere with all applicable laws and plans and specifications previously submitted to Landlord for any Services or Service Media in the Premises; (iii) with the consent of the Landlord’s approval, which approval shall not be unreasonably withheld or delayed; in which case the Tenant shall comply with the following obligations. (d) Before commencement of any of the works referred to in clause (c) above, and, except for removable trade fixtures, shall at once when made the Tenant shall: (i) obtain an Approved Set of Drawings from the Landlord and supply the Landlord with a duplicate set of those drawings; (ii) notify the Landlord in writing of the full reinstatement cost of anything which the Tenant will be installing in the Premises which may be or installed be deemed to have attached to the freehold and to have become the property of the Landlord; (iii) enter into such covenants as the Landlord shall reasonably require with regard to the execution of the work and the reinstatement of the Premises; (iv) obtain all necessary consents for the work, under any Enactment; (v) notify the Landlord in writing of its intention to commence the work so that the Landlord may notify its insurers; (vi) make a written declaration that the Tenant is the sole client for the purposes of the Construction Regulations; (vii) provide the Landlord with a copy of that declaration and the acknowledgement of it from the Health and Safety Executive; and (viii) provide any security which the Landlord reasonably requires to enable the Landlord to reinstate the Premises or to complete any work which the Tenant starts but does not finish. (e) The Tenant shall use all reasonable endeavours to start and finish the work within such time frame as the Landlord and Tenant shall remain agree acting reasonably and shall carry out and complete that work in accordance with the Approved Set of Drawings and all the other provisions of this lease. (f) The Tenant shall notify the Landlord, immediately and in writing, on completion of the work. (g) Neither the Landlord nor its advisers shall be liable for the benefit design or execution of any alterations or additions made by the Tenant, even though they may have approved the drawings for them or supervised their execution. (h) Where the Landlord at has reasonably required in the end giving of its consent in accordance with sub-clause 6.8 (d) (iii) the term Tenant shall remove any alterations or other expiration of this Lease in as good order additions from the Premises and restore the Premises to the condition as they were when installedevidenced by the Schedule of Condition, reasonable wear and tear excepted. In unless the event in Landlord gives the making of such alteration, improvements and additions as herein provided, Tenant further agrees written permission not to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additionsdo so.

Alterations. Section 3.01. Tenant agrees that it will shall not (a) demolish make or undertake perform, or permit the making or performance of, any structural alterations of any of the buildings alterations, installations, decorations, improvements, additions or other improvements erected upon physical changes in or otherwise comprising the Demised Premises, without the prior written consent of Landlord or (b) make any other alterations which would change the character of the buildings or other improvements comprising about the Demised Premises (referred to collectively, as "Alterations") without Owner's prior consent provided no such prior consent shall be required for decorations. Owner agrees not unreasonably to withhold or delay its consent to any Alterations which would weaken, impair or otherwise in any way do not affect the structural aspects of integrity of or lessen the value of the Demised Premises and/or the buildings and other improvements comprising the Demised Premises. With respect to any alterations permitted Building proposed to be made by Tenant pursuant to this Article Ten, Tenant shall (a) pay all costs, expenses and charges thereof, (b) make the same in accordance with all applicable laws and building codes in a good and workmanlike manner, (c) cause the same to be performed by qualified contractors who shall not create any labor or other disturbance at the Demised Premises while performing samefor Tenant's business purposes. Notwithstanding the foregoing provisions of this Section or Owner's consent to any Alterations, all Alterations shall be made and performed in conformity with and subject to the following provisions: All Alterations shall be made and performed at Tenant's sole cost and expense and at such time and in such manner as Owner may, from time to time, reasonably designate; Alterations shall be made only by contractors or mechanics approved by Owner, such approval not unreasonably to be withheld or delayed (d) fully notwithstanding the foregoing, all Alterations requiring mechanics in trades with respect to which Owner has adopted or may hereafter adopt a list or lists of approved contractors shall be made only by contractors selected by Tenant from such list or lists); no Alteration shall be made to the partitioning separating the Demised Premises and completely indemnify and hold harmless Landlord from and against any mechanic’s liens the public corridors or other liens or claims in connection with the making thereof and (e) by reason of such alterations, not thereby and (e) by reason of such alterations, not thereby reduce the economic value entrance doors of the Demised Premises. All alterations, improvements and additions to ; no Alteration shall affect any part of the Building other than the Demised Premises permitted or adversely affect other than to a diminimus extent any service required to be made furnished by Owner to Tenant or to any other tenant or occupant of the Building or reduce the value or utility of the Building; no Alteration shall affect the outside appearance of the Building or the color or style of any venetian blinds (except that Tenant may remove any venetian blinds provided that they are promptly replaced by Tenant hereunderwith blinds of a similar (i) The Standards For Alteration Drawings and Guide For Consulting Engineer, both dated May, 1988 and (ii) the Building Standard For Alteration Construction, dated June, 1990, all of Owner's managing agent, Rudi▇ ▇▇▇agement Co., Inc.), and provided such plans and specifications comply with the aforesaid standards and guidelines and the provisions of this Article 3 and further provided that the Alterations depicted on such plans and specifications comply with the provisions of this Article 3, then, Owner shall not unreasonably withhold or delay its consent to such plans and specifications prior to the commencement of each proposed Alteration, Tenant shall furnish to Owner duplicate original policies of workmen's compensation insurance covering all men to be employed in connection with such Alteration, including those to be employed by all contractors and subcontractors, and of comprehensive public liability insurance (including property damage coverage) in which Owner, its agents and any lessor under any ground or underlying lease shall be named as parties insured, (as of the date hereof only Owner and its managing agent Rudi▇ ▇▇▇agement Co., Inc. are required to be so named as parties insured) which policies shall be issued by companies, and shall be in form and amounts, consistent with Owner's requirements for other tenant's in the Building and shall be maintained by Tenant until the completion of such Alteration; all Alterations in or to the electrical facilities in or serving the Demised Premises shall be subject to the provisions of subsection C(1) of Section 29.04 (relating to increases in the Fixed Rent); all fireproof wood test reports, electrical and air conditioning certificates, and all other permits, approvals and certificates required by all governmental authorities shall be timely obtained by Tenant and submitted to Owner; notwithstanding Owner's approval of plans and specifications for any Alteration, all Alterations shall be made and performed in full compliance with all applicable laws, orders and regulations (including, but not limited to, the New York State Energy Conservation Construction Code) of Federal, State, County and Municipal authorities and with all directions, pursuant to law, of all public officers, and with all applicable rules, orders, regulations and requirements of the New York Board of Fire Underwriters and the New York Fire Insurance Rating Organization or any similar body; provided that nothing contained herein shall limit Owner's obligations under Article 40 with respect to asbestos and other hazardous material; all Alterations shall be made and performed in accordance with the Building Rules and Building Rules for Alterations; all materials and equipment to be installed, incorporated or located in the Demised Premises as a result of all Alterations shall be new ad first quality; no such materials or equipment shall be subject to any lien, encumbrance, chattel mortgage or title retention or security agreement of any kind; Tenant, before commencement of such Alteration, shall furnish to Owner a performance bond or other security satisfactory to Owner in an amount at least equal to the estimated cost of such Alteration; provided however that no such bond or security shall be required in connection with any Alteration constituting a single project which shall have a cost which is less than Thirty Thousand ($30,000.00) Dollars in the aggregate in the event Owner or its agents employ any independent architect or engineer to examine any plans or specifications submitted by Tenant to Owner in connection with any proposed Alteration, Tenant agrees to pay Owner a sum equal to any reasonable fees incurred by Owner in connection therewith. Section 3.02. Any mechanic's lien filed against the Demised Premises or the Building or the Real Property or the Real Property affected by the Air Rights Lease (as defined in Article 7) for work claimed to have been done for, or materials claimed to have been furnished to, Tenant shall be discharged by Tenant, at Tenant's sole cost and expense, within twenty (20) days after the filing of such mechanic's lien. Section 3.03. Tenant shall not, at any time prior to or during the Demised Term, directly or indirectly employ, or permit the employment of, any contractor, mechanic or laborer in the Demised Premises, whether in connection with any Alteration or otherwise, if such employment will interfere or cause any conflict with other contractors, mechanics, or laborers engaged in the construction, maintenance or operation of the Building by Owner. Tenant or others. In the event of any such interference or conflict. Tenant, upon demand of Owner, shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediately. Section 3.04. Without in any way limiting the generality of the provisions of Section 3.01, all Alterations shall be made and performed in full compliance with (a) New York City Local Law #5 of 1973 and any successor law of like import and (b) all Building wide standards and practices adopted by Owner for fire safety in the Building. No Alteration shall affect all or any part of any Class E Fire Alarm and Communication system installed in the Demised Premises, except that in connection with any such Alteration Tenant may relocate certain components of such system, provided (i) such relocation shall be performed in a manner first approved by Owner, (ii) the new location of any such component shall be first approved by Owner, (iii) prior to any such relocation Tenant shall submit to Owner detailed plans and specifications therefor which shall be first approved by Owner, and (iv) Owner shall have the election of relocating such components either by itself or by its contractors, in which event all expenses incurred by Owner shall be reimbursed by Tenant upon demand of Owner, as additional rent. Section 3.05. In the event that Tenant performs a major Alteration in the Demised Premises, Tenant, as part of such Alteration shall be required to install a sprinkler system in the Demised Premises and in connection therewith the following provisions of this Section shall apply: (i) such sprinkler system must comply with all applicable laws, orders, rules and regulations; (ii) the supplying and installing of any such sprinkler system shall be made in accordance with the provisions of this Lease, including but not limited to the provisions of this Article and Article 6 and the type, brand, location and manner of installation of such sprinkler system shall be subject to Owner's prior approval; and (iii) Tenant shall make all applicable laws repairs and plans replacements, as and specifications previously when necessary, to such sprinkler system and any replacements thereof. Notwithstanding the aforesaid provisions of this Section, Owner shall have the election of supplying and installing such sprinkler system either by itself or by its agents or contractors, in which event all costs and expenses incurred by Owner in connection with supplying and installing such sprinkler system and any repairs or replacements of such sprinkler system and any replacements thereof made by Owner at Owner's election, shall be paid by Tenant to Owner within ten (10) days next following the rendition of a statement thereof by Owner to Tenant. In addition to paying all costs and expenses in connection with the supplying and installing of such sprinkler system, Tenant shall pay to the Owner, a fee equal to (x) Tenant's Proportionate Share (as defined in Article 23) of the cost and expense incurred by Owner to prepare the Building for the operation of such sprinkler system, plus (y) for each floor of the Building on which any portion of the Demised Premises is located Tenant's pro rata share of all of the costs and expenses incurred by Owner, if any, in supplying and installing a "sprinkler loop" on such floor which pro rata share shall be a fraction in which the numerator shall be the number of rentable square feet of that portion of the Demised Premises located on such floor and the denominator shall be the number of rentable square feet on such floor, provided however, that notwithstanding anything contained in this Section to the contrary, Owner shall have no obligation to install such "sprinkler loop" on any floor of the Building which shall be entirely demised to Tenant. Such fee shall be payable to Owner within ten (10) days next following the rendition of a statement thereof by Owner to Tenant. Notwithstanding anything contained in this Lease to the contrary, such sprinkler system or any replacement thereto and any installations in connection therewith, whether made by Tenant or Owner, shall upon expiration or sooner termination of the Demised Term be deemed the property of Owner. (See Article 40) Section 3.06. Any dispute with respect to the reasonability of any failure or refusal of Owner to grant its consent or approval to any request for such consent or approval pursuant to the provisions of Section 3.01 with respect to which request Owner has agreed, in such Section not unreasonably to withhold and/or delay such consent or approval, may be submitted to Landlord for Landlord’s approvalarbitration by either party, which approval shall not be unreasonably withheld or delayedby notice to the other, and, except for removable trade fixturesif so submitted, shall be finally determined by arbitration in the City of New York in accordance with the rules and regulations then obtaining of the American Arbitration Association or its successor. Any determination pursuant to the foregoing provisions shall be final and binding upon the parties, whether or not a judgment shall be entered in any court. In making their determination, the arbitrators shall not subtract from, add to, or otherwise modify any of the provisions of this Lease. Owner and Tenant may, at once when made their own expense, be represented by counsel and employ expert witness in any such arbitration. If the determination of any such arbitrator under this Section with respect to the reasonability of any failure or installed refusal of Owner to grant its consent or approval to any request for such consent or approval pursuant to the provisions of Section 3.01 shall be adverse to Owner, Owner shall be deemed to have attached granted the requested consent or approval but that shall be Tenant's sole remedy in such event and Owner shall not be liable to the freehold and Tenant for a breach of Owner's covenant not unreasonably to have become the property of Landlord and shall remain for the benefit of Landlord at the end of the term withhold such consent or other expiration of this Lease in as good order and condition as they were when installed, reasonable wear and tear exceptedapproval. In the event in the making of such alteration, improvements and additions as herein provided, Tenant further agrees to indemnify and hold harmless Landlord from and against all costs, expenses, liens, claims and damages arising out of, or resulting from the undertaking or making of such alterations, improvements and additions.(See Article 40)